IN TI{E LINTIED STATES BANKRUPTCY COURT

FOR TI{E DISTRICT OF DELAWARE In re:

)
) )

Chapter

ll

PACIFIC ENERGY RESOURCES LTD., et a1.,1

Debtors.

Case No. 09-10785(KJC)

) ) )

(Jointly Administered)

Related to Docket No. 1013

ORDER GRANTING DEBTORS' FOURTH MOTION F'OR ORDER TJNDER SECTION 36s(a) oF TIIE BANKRUPTCY CODE AUTHORIZING TIrn DEBTORS TO REJECT CERTAIN DGCUTORY CONTRACTS AND IJNEXPIRED LEASES
Upon consideration of the motion (the "Motionl')2 of the captioned debtors and
debtors in possession (the "Debtors"), seeking entry of an order under section 365(a) of the

Bankruptcy Code authorizingtheDebtors to reject various contacts and leases of personal property identified on Exhibit A to the Motion (the "Exhibit A Contracts"), which are related to their current or former operations and offices in California and Alaska, and Exhibit B to the

Motion (the "Exhibit B Contracts"), which ate contracts and leases that are related to certain
assets of the Debtors that had been subject to an order of abandonment entered by this Court on

September ll,2OA9 @ocket No. 876); and

it appearing that the relief requested is in the best

I The Debtors in these cases, along with the last four digits of each of the Debtors' federal tax identification number, are: Pacific Energy Resources Ltd" Qaa\;Petrocal Acquisition Corp. (62aD; Pacific Energy Alaska Holdings, LLC (tax I.D. # not availablQ; Carneros Acquisition Corp. (5866); Pacific Euergy Alaska Opcrating LLC (7021); San Pedro Bay Pipeline Corryany (l?3{; Cameros Energy, Inc. (9487); and Gotland Oil, Inc. (5463). The mailing address for all of the Debtors is 1l I W. Oceau Boulevard, Suite l}40,I,orig Beactg CA 90802.
2 Capitalizedterms
not otherwise defined herein shall have the meanings ascribed to them in the Motion.

68773{02\DOCS LA:2I0251.2

interests of the Debtors' estates and creditors; and

it appearing that this Court has jurisdiction it appearing that this proceeding is a
Motion

over this matter pursuant to 28 U.S.C. $$ 157 and 1334; and

core proceeding pursuant to 28 U.S.C. $$ 1408 and 1409; and adequate notice of the

having been given; and it appearing that no other notice need be gtven; and after due deliberation
and sufficient cause appearing therefore,

it is hereby:

ORDERED that the Motion is granted as stated herein; and it is further ORDERED that each of the Exhibit A Conhacts listed on Exhibit A attached to this Order is hereby rejected and it is further ORDERED that each of the Exhibit B Contacts listed on Exhibit B attached to this Order is hereby rejected; and it is further ORDERED that any claims against the Debtors or their estates relating to the
Rejected Agree,ments shall be filed no later than thirty (30) days following the date of entry

of

this Order to the extent not already filed; and it is further ORDERED that the Debtors reserve all rights to contest any rejection or other claims and/or the characterizationof the Rejected Contracts as executory contracts or unexpired
leases, or otherwise; and

it is firther

ORDERED that the Debtors reserye all rights to contest any filed claims arising from the rejection of the Rejected Contracts or otherwise; and it is further ORDERED that the Debtors do not waive any claims that they may have against
any of the counterparties to the Rejected Contracts, whether or not such claims are related to the Rejected Contracts; and

it is further

68773402\DOCS LA:210251.2

ORDERED that this Court shall retain jurisdiction to hear and determine all
matters arising from the implementation of this Order; and

it is further

ORDERED that notwithstanding the possible applicability of Rules 6004(h), 7062,9014 of the Federal Rules of Banhuptcy Procedurg or otherwise, the terms and conditions

of this Order shall be immediately effective and enforceable upon its entry.

Dated:

Nou"oraffios

6877

3{02\DOCS_IA:2

025 1.2

Exhibit A
COT]NTERPARTY
Anschutz Exploration Corporation 555 l7D Sftet, Ste 2400 Denver, CO E0202

DEBTOR
PEAO

RE"'ECTED EXECUTORY CONTRACT OR IJIYE)PIRED LEASE

Farm out Contract dated October 15, 2003

River

Copper

CitiCapital Citicorp Vendor Finance, Inc. c/o Konica Business Solutions U.S.A., Inc. 100 Williams Drive
Ramsev, NJ 07446

PERL

Amendment to l.ease Agreement

See Konica Minolta Business Solutions U.S.A., Inc. entries below.

Citioorp Vendor Finance, Inc. I International Blvd

Mahwah, NJ 07495-0027

PERL

Amendment to Lease Agreement

See Konica Minolta Business Solutions U.S.A., Inc.

enbies below.

Color Broadband, Ino.

10601 Calle L,ee Ste. 179

PERL

Office landline and Intemet - Bakersfield

[,os Alamitos, CA 90702

Delphi International, Inc.

PEAO

Farm out Contact dated October 15,20A3

Uticq Suite 810 Tulsa" OK 74104

1924 S.

River PERL
Maintenance contract

Copper

Konica Minolta Business Solutions U.S.A., Inc. 879 W. 190ft Sreet, Ste.200 Gardena C490248 Konica Minolta Business Solutions U.S.A., [nc.
One Deenvood, 10201 Centurion PkwyN, Suite 100, Jacksonville.FL 32256 Konica. Business Solutions

BizhubC252
Copier C250

PERL

Maintenance contract

BizhubC252
Copier C250

PERL

Maintenance contract

U.S.A.,Inc.
100 Williams Drive Ramsev- NJ 07446

BizhubC2S2
Copier C250

Rutter & Wilbanks Corp. 301 S. Main Street Suite B Midland, TX7970l

PEAO

Farm out Contract dated October 15, 2003

River

Copper

PERL = Pacific Energy Resources, Ltd. PEAO : Pacific Energy Alaska Operating LLC

DOCS LA209r55.2

Exhibit B
COI'NTERPARTY
FP Mailing Solutions

DEBTOR
PEAO

REIECIED E)(ECTTTORY COI\TRA.CT OR I]I\IE)(PIREDLEASE

Postage Meter - Anchorage

140N. Mitchell Ct. Addison,

IL 60101
US Bank 1310 Madrid SL, Suite 101

PEAO

Copierkase - Anchorage

Marshall,

MN 562584002
Energy Resources, Ltd. Pacific Energy Alaska Operating LLC

PERL: Pacific
PEAO

DOCS_IA:209183.2