Hearing Date: March 23, 2011 at 11:00 a.m.

Eastern Time Objections Due: March 18, 2011 at 4:00 p.m. Eastern Time

COOLEY LLP 1114 Avenue of the Americas New York, New York 10036 Telephone: (212) 479-6000 Facsimile: (212) 479-6275 Lawrence C. Gottlieb James A. Beldner Lesley A. Kroupa Proposed Attorneys for Debtor and Debtor in Possession UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK ---------------------------------------------------------------- x : In re : : LEHR CONSTRUCTION CORP., : : Debtor. : : : ---------------------------------------------------------------- x NOTICE OF MOTION FOR AN ORDER, PURSUANT TO SECTIONS 105(a), 327, 328, AND 330 OF THE BANKRUPTCY CODE, AUTHORIZING THE EMPLOYMENT OF PROFESSIONALS UTILIZED IN THE ORDINARY COURSE OF BUSINESS NUNC PRO TUNC TO THE PETITION DATE PLEASE TAKE NOTICE that a hearing on the above referenced motion (the Motion) dated March 2, 2011, of the debtor and debtor in possession (the Debtor), for an order pursuant to sections 105(a), 327, 328 and 330 of chapter 11 of title 11 of the United States Code, authorizing the employment of professionals utilized in the ordinary course of business by the Debtors nunc pro tunc to February 21, 2011, and certain related relief, all as more fully set forth in the Motion, shall be held before the Honorable Sean H. Lane, United States Bankruptcy

Chapter 11

Case No. 11-10723 (SHL)

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Judge, in Room 621 of the United States Bankruptcy Court for the Southern District of New York (the Bankruptcy Court), One Bowling Green, New York, New York 10004, on March 23, 2011 at 11:00 a.m. (Prevailing Eastern Time) (the Hearing Date). PLEASE TAKE FURTHER NOTICE that any responses or objections to the Motion must be in writing, shall conform to the Federal Rules of Bankruptcy Procedure and the Local Bankruptcy Rules for the Southern District of New York, and shall be filed with the Bankruptcy Court (a) electronically in accordance with General Order M-242 (which can be found at www.nysb.uscourts.gov) by registered users of the Bankruptcy Courts filing system and (b) by all other parties in interest, on a 3.5 inch disk, compact disc, or flash drive, preferably in Portable Document Format (PDF), WordPerfect, or any other Windows-based word processing format (with two hard copies delivered directly to Chambers of the Honorable Sean H. Lane) and served upon: (i) the Debtor, Lehr Construction Corp. (Attn: Frederick Coffey); (ii) attorneys to the Debtor, Cooley LLP (Attn: James A. Beldner, Esq.); and (iii) the Office of the United States Trustee for the Southern District of New York (Attn: Susan Golden, Esq.), in each case so as to be received no later than 4:00 p.m. on March 18, 2011 (Prevailing Eastern Time) (the Objection Deadline).

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PLEASE TAKE FURTHER NOTICE that if no objections are timely filed and served with respect to the Motion, the Debtor may, on or after the Objection Deadline, submit to the Bankruptcy Court an order substantially in the form of the proposed order annexed to the Motion, which order may be entered with no further notice or opportunity to be heard. Dated: March 2, 2011 New York, New York By: /s/ James A. Beldner James A. Beldner COOLEY LLP 1114 Avenue of the Americas New York, New York 10036 Telephone: (212) 479-6000 Facsimile: (212) 479-6275 Lawrence C. Gottlieb James A. Beldner Lesley A. Kroupa Proposed Attorneys for Debtor and Debtor in Possession

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COOLEY LLP 1114 Avenue of the Americas New York, New York 10036 Telephone: (212) 479-6000 Facsimile: (212) 479-6275 Lawrence C. Gottlieb James A. Beldner Lesley A. Kroupa Proposed Attorneys for Debtor and Debtor in Possession UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK ---------------------------------------------------------------- x : : In re : : LEHR CONSTRUCTION CORP., : : Debtor. : ---------------------------------------------------------------- x

Chapter 11 Case No. 11-10723 (SHL)

MOTION FOR AN ORDER, PURSUANT TO SECTIONS 105(a), 327, 328, AND 330 OF THE BANKRUPTCY CODE, AUTHORIZING THE EMPLOYMENT OF PROFESSIONALS UTILIZED IN THE ORDINARY COURSE OF BUSINESS NUNC PRO TUNC TO THE PETITION DATE TO THE HONORABLE UNITED STATES BANKRUPTCY JUDGE SEAN H. LANE: Lehr Construction Corp., as debtor and debtor in possession (the Debtor),1 respectfully represents: BACKGROUND General 1. On February 21, 2011 (the Petition Date), the Debtor commenced with

this Court a voluntary case under chapter 11 of title 11 of the United States Code (the Bankruptcy Code). The Debtor is authorized to operate its businesses and manage its

The last four digits of the Debtors federal tax identification number are 3507.

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properties as debtor in possession pursuant to sections 1107(a) and 1108 of the Bankruptcy Code. No trustee, examiner, or statutory creditors committee has been appointed in this chapter 11 case. The Debtors Businesses 2. Lehr Construction Corp., a New York corporation, was founded in 1979

and has evolved from a small entrepreneurial business to one of the most respected builders in New York. Lehr specializes in interior construction and serves clients mainly throughout the New York metropolitan area. Lehr serves as construction manager and/or general contractor for its clients and Lehrs construction professionals work closely with their in-house estimating, purchasing, quality control and value engineering professionals to ensure projects are completed on schedule, within budget, and with impeccable quality. 3. Lehrs projects range from minor renovations to interior office build-outs

over a million square feet. Lehrs broad range of clients include retail stores, financial service firms, educational organizations, entertainment and media firms, and many others. 4. The Debtors headquarters is located in New York, New York and it has

a warehouse facility in Woodhaven, New York. The Debtors primary assets include contract rights and accounts receivable for its on-going and completed projects.Lehr Construction Corp. JURISDICTION 5. This Court has jurisdiction to consider this matter pursuant to 28 U.S.C.

157 and 1334. This is a core proceeding pursuant to 28 U.S.C. 157(b). Venue is proper before this Court pursuant to 28 U.S.C. 1408 and 1409. RELIEF REQUESTED 6. By this motion (the Motion), the Debtor requests, pursuant to sections

105(a), 327, 328, and 330 of the Bankruptcy Code, authorization to retain and compensate those 2
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professionals that the Debtor employs in the ordinary course of business (each, an Ordinary Course Professional, and collectively, the Ordinary Course Professionals) without the submission of separate employment applications and affidavits, and the issuance of separate retention orders for each individual professional. A list of current Ordinary Course Professionals is annexed hereto as Exhibit A. Proposed Procedures 7. The Debtor desires to continue to employ the Ordinary Course

Professionals to render a variety of professional services to this estate in the same manner and for the same purposes as the Ordinary Course Professionals did prior to the Petition Date. In the past, these professionals have provided a range of professional services including: litigation, corporate requirements, tax, and employee-related issues. To avoid disruption of the Debtors normal business operations, it is essential to continue the employment of these Ordinary Course Professionals, many of whom are already familiar with the Debtors businesses and financial affairs. 8. The proposed employment of the Ordinary Course Professionals and the

payment of monthly compensation on the basis set forth below are in the best interests of the Debtors estate and creditors. The relief requested will save the estate the substantial expense associated with separately applying for the employment of each Ordinary Course Professional. Further, the relief requested will avoid the incurrence of additional fees relating to the preparation and prosecution of interim fee applications. Likewise, the procedure outlined below will relieve the Court, the Office of the United States Trustee for the Southern District of New York (the U.S. Trustee), and any official committee of unsecured creditors of the burden of reviewing numerous fee applications involving relatively small amounts of fees and expenses.

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9.

The Debtor proposes that it be permitted to pay each Ordinary Course

Professional, without a prior application to the Court, 100 percent of the fees and disbursements incurred, upon the Debtors receipt and approval of an appropriate invoice setting forth in reasonable detail the nature of the services rendered and disbursements actually incurred, up to the lesser of (a) $50,000 per month per Ordinary Course Professional (the Monthly Cap) or (b) $300,000, in the aggregate throughout the duration of this case (the Case Duration Cap), for each Ordinary Course Professional; provided, however, that if any amount owed for an Ordinary Course Professionals fees and disbursements exceeds the Monthly Cap or the Case Duration Cap, then (i) such Ordinary Course Professional shall file an application with the Court seeking to be retained under section 327 of the Bankruptcy Code, nunc pro tunc to the date that its fees and disbursements exceeded the Monthly Cap or the Case Duration Cap, as applicable, and (ii) the payments to such Ordinary Course Professional for such excess amounts shall be subject to the prior approval of the Court in accordance with sections 330 and 331 of the Bankruptcy Code, the Bankruptcy Rules, the Local Rules of Bankruptcy Practice and Procedure of the United States Bankruptcy Court for the Southern District of New York, orders of the Court, and the Fee Guidelines promulgated by the U.S. Trustee. 10. Within thirty (30) days after the later of (i) the entry of an order granting

the relief requested herein, or (ii) the date on which each retained Ordinary Course Professional commences services for the Debtor, each Ordinary Course Professional shall serve upon the Debtors attorneys: (a) an affidavit, substantially in the form annexed hereto as Exhibit B, certifying that the professional does not represent or hold any interest adverse to the Debtor or its estate with respect to the matter on which the professional is to be employed (the Ordinary Course Professional Affidavit); and (b) a completed retention questionnaire, substantially in the

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form annexed hereto as Exhibit C (the Retention Questionnaire). The Debtors attorneys shall then file the Ordinary Course Professional Affidavit and the Retention Questionnaire with the Court and serve it upon the U.S. Trustee. The U.S. Trustee shall have fifteen (15) days following the date of service to notify the Debtor, in writing, of any objection to the retention stemming from the contents of the Ordinary Course Professional Affidavit and the Retention Questionnaire. If after fifteen (15) days no objection is filed, the Ordinary Course Professional may be paid 100 percent of fees and 100 percent of expenses, without the need to file a fee application, based upon the submission of an appropriate invoice setting forth in reasonable detail the nature of the services rendered and disbursements actually incurred. The Debtor proposes that no Ordinary Course Professional be paid any amounts for invoiced fees and expenses until its Ordinary Course Professional Affidavit and its Retention Questionnaire have been filed with the Court. 11. The Debtor reserves the right to supplement the list of Ordinary Course

Professionals from time to time as necessary. The Debtor diligently has attempted to identify all of its current Ordinary Course Professionals. Nevertheless, some Ordinary Course Professionals may have been omitted inadvertently and some may cease providing services to the Debtor during the course of this case. Further, the nature of the Debtors businesses may require the retention of additional Ordinary Course Professionals from time to time. In each case, the Debtor proposes to file a notice (a Supplemental Notice of Ordinary Course Professionals) with the Court listing the additional Ordinary Course Professional(s) (each, an Additional Ordinary Course Professional) that the Debtor intends to employ, or removing Additional Ordinary Course Professionals or those originally listed on Exhibit A hereto who are no longer providing services, and to serve such notice on (i) the U.S. Trustee, (ii) the attorneys for any

5
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official committee of unsecured creditors, once appointed, and (iii) all other parties that have filed a notice of appearance in this chapter 11 case or that are listed on a master service list pursuant to an order of this Court. Each Supplemental Notice of Ordinary Course Professionals will attach the Ordinary Course Professional Affidavit and Retention Questionnaire of each Additional Ordinary Course Professional identified on such Supplemental Notice of Ordinary Course Professional. The Debtor further proposes that if no objection to the retention of an Additional Ordinary Course Professional is filed with the Court and served upon the Debtor within fifteen (15) days after the service of the Supplemental Notice of Ordinary Course Professionals (with the Ordinary Course Professional Affidavit and the Retention Questionnaire attached thereto), retention of such Additional Ordinary Course Professional(s) will be deemed approved by the Court in accordance with the provisions of the Motion without the need for a hearing or further order of the Court. Employment of Ordinary Course Professionals Should Be Authorized 12. The Debtor submits that, in light of the additional cost associated with the

preparation of employment applications for professionals who will receive relatively small fees, it is impractical and inefficient for the Debtor to submit individual applications and proposed retention orders for each Ordinary Course Professional, as required by Bankruptcy Rules 2014 and 2016. Accordingly, the Debtor respectfully requests that this Court dispense with the requirement of individual employment applications and retention orders with respect to each Ordinary Course Professional. 13. Although certain of the Ordinary Course Professionals may hold

unsecured claims against the Debtor for prepetition services rendered to the Debtor, the Debtor does not believe that any of the Ordinary Course Professionals have an interest materially adverse to the Debtor, its creditors or other parties in interest that should preclude such 6
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professional from continuing to represent the Debtor. Therefore, all of the Ordinary Course Professionals proposed to be retained meet the special counsel retention requirement under section 327(e) of the Bankruptcy Code. 14. All other professionals utilized by the Debtor in connection with the

prosecution of this chapter 11 case will be retained by the Debtor pursuant to separate retention applications. Such professionals shall be compensated in accordance with the applicable

provisions of the Bankruptcy Code (or as otherwise allowed by order of this Court) and the Bankruptcy Rules. 15. Retention and payment procedures similar to the procedures proposed

herein have been approved by this and other courts and utilized in many chapter 11 cases.2 See, e.g., In re Blockbuster Inc., et al., Case No. 10-14997 (BRL) (Bankr. S.D.N.Y. 2010); ( In re Crabtree & Evelyn, Ltd., Case No. 09-14267 (BRL) (Bankr. S.D.N.Y. 2009); In re Lenox Sales, Inc., et al., Case No. 08-14679 (ALG) (Bankr. S.D.N.Y. 2008); In re Steve & Barrys Manhattan LLC, et al., Case No. 08-12579 (ALG) (Bankr. S.D.N.Y. 2008); In re Lexington Precision Corp., et al., Case No. 08-11153 (MG) (Bankr. S.D.N.Y. 2008); In re New York Racing Assoc. Inc., Case No. 06-12618 (JMP) (Bankr. S.D.N.Y. 2006); In re Silicon Graphics, Inc., et al., Case No. 06-10977 (BRL) (Bankr. S.D.N.Y. 2006); In re Parmalat USA Corp., Case No. 04-11139 (RDD) (Bankr. S.D.N.Y. 2004). NOTICE 16. The Debtor has served notice of this Motion on (i) the Office of the United

States Trustee for the Southern District of New York, (ii) all parties that have timely filed requests for notice under Bankruptcy Rule 2002, and (iii) the Debtors 40 largest unsecured

Because of the voluminous nature of the unreported orders cited herein, they are not annexed to this Motion. Copies of these orders are available upon request of Debtors counsel.

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creditors. In light of the nature of the relief requested, the Debtor submits that no other or further notice need be provided. 17. No previous request for the relief sought herein has been made by the

Debtor to this or any other court. WHEREFORE, the Debtor respectfully requests that the Court grant the relief requested herein and such other and further relief as is just and appropriate. Dated: March 2, 2011 New York, New York Respectfully submitted,

By:

/s/ James A. Beldner James A. Beldner

COOLEY LLP 1114 Avenue of the Americas New York, New York 10036 Telephone: (212) 479-6000 Facsimile: (212) 479-6275 Lawrence C. Gottlieb (LG 2565) James A. Beldner (JB 7166) Lesley A. Kroupa (LK 2620) Proposed Attorneys for Debtor and Debtor in Possession

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EXHIBIT A LIST OF CURRENT ORDINARY COURSE PROFESSIONALS

Ordinary Course Professional Hughes Hubbard & Reed LLP One Battery Park Plaza, 12th Fl. New York, NY 10004 MHK Consultants, Inc. 401 Hamburg Turnpike, Suite 103 Wayne, NJ 07470 BMS, Inc. 401 Hamburg Turnpike, Suite 103 Wayne, NJ 07470 Vematar Technology 1037 Route 46 East, Suite 202 Clifton NJ 07013

Service Provided General litigation counsel.

Software consultants for accounting software.

Host for all IT back-up equipment and services.

General IT and computer program consultants.

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EXHIBIT B ORDINARY COURSE PROFESSIONAL AFFIDAVIT

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UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK ---------------------------------------------------------------- x : : In re : : LEHR CONSTRUCTION CORP., : : Debtor. : ---------------------------------------------------------------- x

Chapter 11 Case No. 11-10723(SHL)

AFFIDAVIT AND DISCLOSURE STATEMENT OF ________________, ON BEHALF OF _________________________________ STATE OF COUNTY OF ) ____________________, being duly sworn, upon his oath, deposes and says: 18. I am a [INSERT TITLE] of _________________, located at ) ) ss:

_______________________________________________________ (the Firm). 19. Lehr Construction Corp., as debtor and debtor in possession (the

Debtor),1 has requested that the Firm provide ______________ services to the Debtor, and the Firm has consented to provide such services. 20. The Firm may have performed services in the past and may perform

services in the future, in matters unrelated to this chapter 11 case, for persons that are parties in interest in the Debtors chapter 11 case. As part of its customary practice, the Firm is retained in cases, proceedings, and transactions involving many different parties, some of whom may represent or be claimants or employees of the Debtor, or other parties in interest in this chapter 11 case. The Firm does not perform services for any such person in connection with this chapter

The last four digits of the Debtors federal tax identification number are 3507.

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11 case. In addition, the Firm does not have any relationship with any such person, their attorneys, or accountants that would be adverse to the Debtor or its estate. 21. Neither I, nor any principal of, or professional employed by the Firm has

agreed to share or will share any portion of the compensation to be received from the Debtor with any other person other than the principals and regular employees of the Firm. 22. Neither I, nor any principal of, or professional employed by the Firm,

insofar as I have been able to ascertain, holds or represents any interest adverse to the Debtor or its estate. 23. 24. The Debtor owes the Firm $___________ for prepetition services. [IF NECESSARY] [The Firm is conducting further inquiries regarding its

retention by any creditors of the Debtor, and upon conclusion of that inquiry, or at any time during the period of its employment, if the Firm should discover any facts bearing on the matters described herein, the Firm will supplement the information contained in this Affidavit. ]2 Subscribed and sworn to before me this ___ day of ___________, 2011

Notary Public

[If necessary.]

2
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EXHIBIT C ORDINARY COURSE PROFESSIONALS RETENTION QUESTIONNAIRE

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Lehr Construction Corp. Chapter 11 Case No. 11-10723 (SHL) RETENTION QUESTIONNAIRE TO BE COMPLETED BY PROFESSIONALS EMPLOYED BY LEHR CONSTRUCTION CORP., AS DEBTOR AND DEBTOR IN POSSESSION (THE DEBTOR).1 DO NOT FILE THIS QUESTIONNAIRE WITH THE COURT. RETURN IT FOR FILING BY THE DEBTOR, TO:

Cooley LLP 1114 Avenue of the Americas New York, New York 10036 Attn: Lesley A. Kroupa, Esq. lkroupa@cooley.com

All questions must be answered. Please use none, not applicable, or N/A, as appropriate. If more space is needed, please complete on a separate page and attach. 1. Name and address of firm:

2. 3.

Date of retention: Type of services provided (accounting, legal, etc.):

The last four digits of the Debtors federal tax identification number are 3507.

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4.

Brief description of services to be provided:

5.

Arrangements for compensation (hourly, contingent, etc.) (a) Average hourly rate (if applicable):

(b) Estimated average monthly compensation based on prepetition retention (if firm was employed prepetition):

6.

Prepetition claims against the Debtor held by the firm: Amount of claim: Date claim arose:

Source of claim:

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7.

Prepetition claims against the Debtor held individually by any member, associate, or professional employee of the firm: Name: Status Amount of claim: Date claim arose: Source of claim: $

8.

Stock of the Debtor currently held by the firm: Kind of shares: No. of shares:

9.

Stock of the Debtor currently held individually by any member, associate, or professional employee of the firm: Name: Status: Kind of shares: No. of shares:

3
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10.

Disclose the nature and provide a brief description of any interest adverse to the Debtor or to its estate with respect to the matters on which the above-named firm is to be employed.

Name: Title: Date:

4
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UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK ---------------------------------------------------------------- x : : In re : : LEHR CONSTRUCTION CORP., : : Debtor. : ---------------------------------------------------------------- x

Chapter 11 Case No. 11-10723 (SHL)

ORDER PURSUANT TO SECTIONS 105(a), 327, 328, AND 330 OF THE BANKRUPTCY CODE AUTHORIZING THE DEBTOR TO EMPLOY PROFESSIONALS UTILIZED IN THE ORDINARY COURSE OF BUSINESS NUNC PRO TUNC TO THE PETITION DATE Upon the motion, dated March 2, 2011 (the Motion),1 of Lehr Construction Corp., as debtor and debtor in possession (the Debtor),2 for an order, pursuant to sections 105(a), 327, 328, and 330 of the Bankruptcy Code authorizing the debtor to employ professionals utilized in the ordinary course of business, all as more fully set forth in the Motion; and the Court having jurisdiction to consider the Motion and the relief requested therein pursuant to 28 U.S.C. 157 and 1334 and the Standing Order of Referral of Cases to Bankruptcy Judges of the District Court for the Southern District of New York, dated July 19, 1984 (Ward, Acting C.J.); and consideration of the Motion and the relief requested therein being a core proceeding pursuant to 28 U.S.C. 157(b); and venue being proper before this Court pursuant to 28 U.S.C. 1408 and 1409; and notice of the Motion appearing adequate and appropriate under the circumstances, and it appearing that no other or further notice need be provided; and the Court having determined that the relief requested in the Motion being in the best interests of the Debtor, its creditors, and all parties in interest; and the Court having determined that the legal
1

Capitalized terms used but not defined herein shall have the respective meanings ascribed to them in the Motion. The last four digits of the Debtors federal tax identification number are 3507.

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and factual bases set forth in the Motion establish just cause for the relief granted herein; and upon all of the proceedings had before the Court and after due deliberation and sufficient cause appearing therefor, IT IS HEREBY ORDERED that the Motion is granted, to the extent provided herein; and it is further ORDERED that, pursuant to sections 105(a), 327, 328, and 330 of the Bankruptcy Code, to the extent deemed necessary or appropriate by the Debtor, the Debtor is authorized to employ the Ordinary Course Professionals listed on Exhibit A hereto in the ordinary course of its businesses, effective as of the Petition Date; and it is further ORDERED that within 30 days after the later of: (i) the date of entry of this Order, or (ii) the date on which the Ordinary Course Professional commences services for the Debtor, each Ordinary Course Professional shall serve upon the Debtors attorneys (a) an affidavit, substantially in the form annexed hereto as Exhibit B, certifying that such professional does not represent or hold any interest adverse to the Debtor or its estate for the matter on which the professional is to be employed (the Ordinary Course Professional Affidavit), and (b) a completed retention questionnaire, substantially in the form annexed hereto as Exhibit C (the Retention Questionnaire). The Debtors attorneys shall promptly file the Ordinary Course Professional Affidavit and the Retention Questionnaire with the Court and serve it upon the U.S. Trustee. The U.S. Trustee shall have fifteen (15) days following the date of service to notify the Debtor, in writing, of any objection to the retention based on the contents of the Ordinary Course Professional Affidavit and the Retention Questionnaire; and it is further

2
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ORDERED that the Debtor shall not pay an Ordinary Course Professional any amounts for invoiced fees and expenses until its Ordinary Course Professional Affidavit and its Retention Questionnaire have been filed with the Court; and it is further ORDERED that, subject to the conditions of the previous paragraph, the Debtor is authorized to pay, in the customary manner, 100 percent of the fees and disbursements sought by each Ordinary Course Professional retained pursuant to this Order upon receipt of reasonably detailed invoices indicating the nature of the services rendered and calculated in accordance with the professionals standard billing practices, up to the lesser of (a) $50,000 per month per Ordinary Course Professional (the Monthly Cap) or (b) $300,000, in the aggregate throughout the duration of this case (the Case Duration Cap), for each Ordinary Course Professional; provided, however, that if any amount owed for an Ordinary Course Professionals fees and disbursements exceeds the Monthly Cap or the Case Duration Cap, then (i) such Ordinary Course Professional shall file an application with the Court seeking to be retained under section 327 of the Bankruptcy Code, nunc pro tunc to the date that its fees and disbursements exceeded the Monthly Cap or the Case Duration Cap, as applicable, and (ii) the payments to such Ordinary Course Professional for such excess amounts shall be subject to the prior approval of the Court in accordance with sections 330 and 331 of the Bankruptcy Code, the Bankruptcy Rules, the Local Rules of Bankruptcy Practice and Procedure of the United States Bankruptcy Court for the Southern District of New York, orders of the Court, and the Fee Guidelines promulgated by the U.S. Trustee; and it is further ORDERED that if any amount owed for an Ordinary Course Professionals fees and disbursements exceeds a total of $50,000 per month on a rolling basis, then the payments to such Ordinary Course Professional for such excess amounts shall be subject to the prior

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approval of the Court in accordance with sections 330 and 331 of the Bankruptcy Code, the Bankruptcy Rules, the Local Rules of Bankruptcy Practice and Procedure of the United States Bankruptcy Court for the Southern District of New York, any applicable orders of the Court, and the Fee Guidelines promulgated by the U.S. Trustee; and it is further ORDERED that the Debtors right to dispute any invoices shall not be affected or prejudiced in any manner by the relief granted in this Order; and it is further ORDERED that the Debtor is authorized to supplement the list of Ordinary Course Professionals from time to time as necessary, by filing with the Court a notice (the Supplemental Notice of Ordinary Course Professionals) listing the additional Ordinary Course Professional(s) (the Additional Ordinary Course Professionals) that the Debtor intends to employ, or removing Additional Ordinary Course Professionals or those originally listed on Exhibit A hereto who are no longer providing services, and by serving it on: (i) the U.S. Trustee, (ii) the attorneys for any official committee of unsecured creditors, once appointed, and (iii) all other parties that have filed a notice of appearance in this chapter 11 case or that are listed on a master service list pursuant to an order of this Court. Each Supplemental Notice of Ordinary Course Professionals shall attach the Ordinary Course Professional Affidavit and the Retention Questionnaire of each Additional Ordinary Course Professional identified on such Supplemental Notice of Ordinary Course Professional. If no objection to the retention of an Additional Ordinary Course Professional is filed with the Court and served upon the Debtor within fifteen (15) days after the service of the respective Supplemental Notice of Ordinary Course Professionals (with the Ordinary Course Professional Affidavit and the Retention Questionnaire attached thereto), the retention of the Additional Ordinary Course Professional(s) is deemed

4
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approved by this Order, pursuant to sections 105(a), 327, 328, and 330 of the Bankruptcy Code, without the need for a hearing or further order; and it is further ORDERED that the Debtor shall not pay an Additional Ordinary Course Professional retained pursuant to a Supplemental Notice of Ordinary Course Professionals, any amounts for invoiced fees and expenses until the Ordinary Course Professional Affidavit and Retention Questionnaire have been filed with this Court; and it is further ORDERED that Ordinary Course Professionals retained pursuant to a Supplemental Notice of Ordinary Course Professionals shall be paid in accordance with the procedures set forth herein for the payment of other Ordinary Course Professionals; and it is further ORDERED that this Order shall not apply to any professional retained by the Debtor pursuant to a separate order of the Court; and it is further ORDERED that this Court shall retain jurisdiction to hear and determine all matters arising from or related to the implementation, interpretation and/or enforcement of this Order; and it is further ORDERED that notice of the Motion as provided herein shall be deemed good and sufficient notice of such Motion. Dated: ___________________, 2011 New York, New York

HONORABLE SEAN H. LANE UNITED STATES BANKRUPTCY JUDGE

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EXHIBIT A LIST OF CURRENT ORDINARY COURSE PROFESSIONALS

Ordinary Course Professional Hughes Hubbard & Reed LLP One Battery Park Plaza, 12th Fl. New York, NY 10004 MHK Consultants, Inc. 401 Hamburg Turnpike, Suite 103 Wayne, NJ 07470 BMS, Inc. 401 Hamburg Turnpike, Suite 103 Wayne, NJ 07470 Vematar Technology 1037 Route 46 East, Suite 202 Clifton NJ 07013

Service Provided General litigation counsel.

Software consultants for accounting software.

Host for all IT back-up equipment and services.

General IT and computer program consultants.

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EXHIBIT B ORDINARY COURSE PROFESSIONAL AFFIDAVIT

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UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK ---------------------------------------------------------------- x : : In re : : LEHR CONSTRUCTION CORP., : : Debtor. : ---------------------------------------------------------------- x

Chapter 11 Case No. 11-10723 (SHL)

AFFIDAVIT AND DISCLOSURE STATEMENT OF ________________, ON BEHALF OF _________________________________ STATE OF COUNTY OF ) ____________________, being duly sworn, upon his oath, deposes and says: 1. I am a [INSERT TITLE] of _________________, located at ) ) ss:

_______________________________________________________ (the Firm). 2. Lehr Construction Corp., as debtor and debtor in possession (the

Debtor),1 has requested that the Firm provide ______________ services to the Debtor, and the Firm has consented to provide such services. 3. The Firm may have performed services in the past and may perform

services in the future, in matters unrelated to this chapter 11 case, for persons that are parties in interest in the Debtors chapter 11 case. As part of its customary practice, the Firm is retained in cases, proceedings, and transactions involving many different parties, some of whom may represent or be claimants or employees of the Debtor, or other parties in interest in this chapter 11 case. The Firm does not perform services for any such person in connection with this chapter

The last four digits of the Debtors federal tax identification number are 3507.

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11 case. In addition, the Firm does not have any relationship with any such person, their attorneys, or accountants that would be adverse to the Debtor or its estate. 4. Neither I, nor any principal of, or professional employed by the Firm has

agreed to share or will share any portion of the compensation to be received from the Debtor with any other person other than the principals and regular employees of the Firm. 5. Neither I, nor any principal of, or professional employed by the Firm,

insofar as I have been able to ascertain, holds or represents any interest adverse to the Debtor or its estate. 6. 7. The Debtor owes the Firm $___________ for prepetition services. [IF NECESSARY] [The Firm is conducting further inquiries regarding its

retention by any creditors of the Debtor, and upon conclusion of that inquiry, or at any time during the period of its employment, if the Firm should discover any facts bearing on the matters described herein, the Firm will supplement the information contained in this Affidavit. ]2 Subscribed and sworn to before me this ___ day of ___________, 2011

Notary Public

[If necessary.]

2
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EXHIBIT C ORDINARY COURSE PROFESSIONALS RETENTION QUESTIONNAIRE

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Lehr Construction Corp. Chapter 11 Case No. 11-10723 (SHL) RETENTION QUESTIONNAIRE TO BE COMPLETED BY PROFESSIONALS EMPLOYED BY LEHR CONSTRUCTION CORP., AS DEBTOR AND DEBTOR IN POSSESSION (THE DEBTOR).1 DO NOT FILE THIS QUESTIONNAIRE WITH THE COURT. RETURN IT FOR FILING BY THE DEBTOR, TO:

Cooley LLP 1114 Avenue of the Americas New York, New York 10036 Attn: Lesley A. Kroupa, Esq. lkroupa@cooley.com

All questions must be answered. Please use none, not applicable, or N/A, as appropriate. If more space is needed, please complete on a separate page and attach. 1. Name and address of firm:

2. 3.

Date of retention: Type of services provided (accounting, legal, etc.):

The last four digits of the Debtors federal tax identification number are 3507.

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4.

Brief description of services to be provided:

5.

Arrangements for compensation (hourly, contingent, etc.) (a) Average hourly rate (if applicable):

(b) Estimated average monthly compensation based on prepetition retention (if firm was employed prepetition):

6.

Prepetition claims against the Debtor held by the firm: Amount of claim: Date claim arose:

Source of claim:

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7.

Prepetition claims against the Debtor held individually by any member, associate, or professional employee of the firm: Name: Status Amount of claim: Date claim arose: Source of claim: $

8.

Stock of the Debtor currently held by the firm: Kind of shares: No. of shares:

9.

Stock of the Debtor currently held individually by any member, associate, or professional employee of the firm: Name: Status: Kind of shares: No. of shares:

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10.

Disclose the nature and provide a brief description of any interest adverse to the Debtor or to its estate with respect to the matters on which the above-named firm is to be employed.

Name: Title: Date:

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