ML040690693

Deloitte & Touche Llp'S Cover Sheet Application for Allowance and Payment of Interim Compensation and Reimbursement of Expenses (December 1, 2003 to January 31, 2004)

ML040690693
Person / Time
Site:	Diablo Canyon
Issue date:	03/01/2004
From:	Edmunds M Deloitte & Touche, Pacific Gas & Electric Co
To:	Office of Nuclear Reactor Regulation, US Federal Judiciary, Bankruptcy Court, Northern District of California
References
01-30923 DM, 94-0742640
Download: ML040690693 (7)

Text

1 Mark A. Edmunds Deloitte & Touche LLP 2 50 Fremont Street San Francisco, CA 94121 3 Telephone: (415) 783-4000 Facsimile: (415) 783-4708 4

Independent Auditor, Accountant, 5 Tax Advisor and Consultant to Debtor and Debtor in Possession 6 Pacific Gas and Electric Company 7

8 UNITED STATES BANKRUPTCY COURT 9 NORTHERN DISTRICT OF CALIFORNIA, SAN FRANCISCO DIVISION 10 Inre Case No. 01-30923 DM 11 PACIFIC GAS AND ELECTRIC Chapter 11 COMPANY, a California Corporation, DELOITTE & TOUCHE LLP'S COVER 12 SHEET APPLICATION FOR Debtor.

13 ALLOWANCE AND PAYMENT OF Federal I.D. No. 94-0742640 INTERIM COMPENSATION AND 14 REIMBURSEMENT OF EXPENSES (DECEMBER 1, 2003, TO JANUARY 31, 15 2004)

[No Hearing Scheduled]

16 17 Deloitte & Touche LLP (the "Firm") submits this Cover Sheet Application for Allowance 18 and Payment of Interim Compensation and Reimbursement of Expenses ("Application") for 19 December 1, 2003, to January 31, 2004 ("Application Period"). In support of the Application, 20 the Firm respectfully represents as follows:

21 1. The Firm is Independent Auditor, Accountant, Tax Advisor, and Consultant to Debtor 22 Pacific Gas & Electric Company ("Debtor"). On July 10, 2001, the Firm's retention in this 23 capacity was approved nunc pro tunc, effective April 6,2001. Subsequent orders, dated April 24 11, 2002 and February 10, 2003, approved the Firm's employment to audit financial statements 25 being prepared for four entities that would have succeeded to Debtor's business assets under 26 Debtor's first proposed reorganization plan ("Supplemental Services"). By this Application, the 27 28 DELOITTE & TOUCHE LLP'S COVER SHEET APPLICATION FOR 1/

ALLOWANCE AND PAYMENT OF INTERIM COMPENSATION AND REIMBURSEMENT OF EXPENSES (DECEMBER 1, 2003, TO JANUARY 31,2004)

1 Firm is applying to the Court for allowance and payment of interim compensation for services 2 rendered during the Application Period.

3 2. The Firm (a) logged $161,108.00 in hourly fees, representing 364.8 hours9.259259e-5 days <br />0.00222 hours <br />1.322751e-5 weeks <br />3.044e-6 months <br /> expended, 4 during the Application Period. The Firm has been advised that Debtor's parent PG&E 5 Corporation will be responsible for paymenet of $ 20,373.20 of the total fees logged during the 6 Application Period. I Accordingly, the total hourly fees requested from Debtor are shown as 7 follows:

8 Period Fees l Expenses Totals 9 12/1/03 to 1/31/04 I $ 140,734.80 $170.00 $140,904.80 10 3. The Firm seeks payment of a total of $ 19,624.58 at this time 2 . This is 85 % of the 11 hourly fees requested for services rendered from December 1, 2003, through January 31, 2004.

12 4. For the nost-netition neriond the Firm has been naid to date as follows:

13 Application Period Amount Applied For Description Amount Paid 14 First (4/7/01 to $62,263.50 in hourly fees $39,987.404 2/28/02) $62,333.903 and $70.40 in expenses, 15 less $22,346.50, which was withdrawn from the 16 Firm's request in its June 25, 2002, reply to the 17 United State's Trustee's objection to the Firm's 18 First Interim Application lY I The fees being billed to Debtor's parent are 20% of the total hourly fees logged during the Application Period for work related to compliance with the Sarbanes-Oxley Act of 2002. During the 20 Application Period, the Firm logged a total of $ 101,866.00 in hourly fees for this work. In addition to 80 21  % of the Sarbanes-Oxley fees, the compensation requested by this Application includes (a) $ 3,595.50 in hourly fees for services related to new debt securities to be issued by Debtor under the reorganization plan 22 filed on July 31,2003, (b) $27,930 in hourly fees for additional audit services primarily related to the impact of Debtor's settlement with the CPUC on the 2003 audit, and (c) $27,716.50 in hourly fees for 23 time expended on fee applications, including the Firm's sixth interim application.

2 Payment of this amount would result in a fees "holdback" of $ 21,110.22.

24 3 The relevant cover sheet application requested a total of $62,573.90 in fees and costs, but the Firm later reduced the amount requested to $62,333.90 due to a $240 error in the initial billing.

25 4 Debtor initially paid the Firm $54,331.45 on account of its first cover sheet application, but the $240 26 and $22,346.50 reductions, discussed above, were later netted against other amounts owing to the Firm, reducing the amount paid for the first application period to $39,987.40.

27 28 DELOITTE & TOUCHE LLP'S COVER SHEET APPLICATION FOR 2 ALLOWANCE AND PAYMENT OF INTERIM COMPENSATION AND REIMBURSEMENT OF EXPENSES (DECEMBER 1,2003, TO JANUARY 31,2004)

1 Second (10/1/01 to $1,643,315.50 in hourly 2 3/31/02)5 $1,643,315.50 fees, less $4,500 $1,638,815.50 disallowed by the court at 3 the July 2, 2002, hearing on the Firm's First 4 Interim Application Third (4/1/02 to $232,523.00 $232,523 in hourly fees $232,523.00 5 4/30/02) 6 Fourth (5/1/02 to $147,016.50 $147,016.50 in hourly $147,016.50 5/31/02) fees 7 Fifth (6/l/02 to $115,006.00 $115,006 in hourly fees $115,006.00 6/30/02) 8 Sixth (7/1/02 to $128,834.50 $128,834.50 in hourly $125,770.00 9 7/31/02) fees less $3,064.50, which was withdrawn 10 from the Firm's request in its November 22, 2002 11 Memorandum re Supplemental Time 12 Diaries, Etc.

Seventh (8/1/02 to $156,475.00 $156,475 in hourly fees $156,475.00 13 8/31/02) 14 Eighth (9/1/02 to $127,836.006 $127,836 in hourly fees $127,836.00 9/30/02) 15 Ninth (10/1/02 to $426,408.75 $426,408.75 in hourly $426,408.75 10/31/02) fees 16 Tenth (11/1/02 to $183,805.19 $170,783.25 in hourly $183,805.19 17 11/30/02) fees and $13,021.94 in expenses 18 Eleventh (12/1/02 to $91,393.03 $91,221.00 in hourly fees $91,393.03 12/31/02) and $172.03 in expenses 19 Twelfth (1/1/03 to $344,214.80 $343,873.50 in hourly $344,214.80 20 1/31/03) fees and $341.30 in expenses 21 Thirteenth (2/1/03 to $103,782.58 $103,442.00 in hourly $103,782.58 22 2/28/03) fees and $340.58 in expenses 23 5 The Application Periods for the Finn's first two "cover sheet" applications overlapped because the 24 Firm did not seek compensation for any of the Supplemental Services until after the court's April 11, 2002, "nunc pro tunc" order specifically authorizing that work.

25 26 6 The relevant cover sheet application requested a total of $130,353.50 in fees, but the Firm and Debtor later agreed that the amount would be reduced by $2,517.50.

27 28DELOITTE & TOUCHE LLP'S COVER SHEET APPLICATION FOR .3 28 ALLOWANCE AND PAYMENT OF INTERIM COMPENSATION AND REIMBURSEMENT OF EXPENSES (DECEMBER 1, 2003, TO JANUARY 31,2004)

1 Fourteenth (3/1/03 to $162,406.16 $141,608.50 in hourly $142,679.16 2 3/31/03) fees7 and $1,070.66 in expenses 3 Fifteenth (4/1/03 to $309,688.32 $305,721.50 in hourly $309,688.32 4/30/03) fees and $3,966.82 in 4 expenses 5 Sixteenth (5/1/03 to $260,644.24 $258,002.00 in hourly $260,644.24 5/31/03) fees and $2,642.24 in 6 expenses Seventeenth (6/1/03 to $123,909.00 $123,120.00 in hourly $123,909.00 7 6/30/03) fees and $789.00 in expenses 8

Eighteenth (7/1/03 to $91,607.20 $91,571.00 in hourly fees $91,607.20 9 7/31/03) and $36.20 in expenses Nineteenth (8/1/03 to $33,994.31 85% of $33,963.00 in $28,899.86 10 8/31/03) hourly fees and 100% of

$31.31 in expenses 11 Twentieth (9/1/03 to $73,716.63 85% of $73,621.50 in $62,673.41 12 9/30/03) hourly fees and 100% of

$95.13 in expenses 13 Twenty-First (10/1/03 $116,104.70 85% of$116,104.70 in $98,689.00 to 11/30/03) , hourly fees 14 The Firm has also received (1) $855,000 as the Firm's base fee for auditing and reporting 15 on Debtor's consolidated financial statements and reviewing interim financial information for the 16 2001 fiscal year, (2) $1,132,000 as the base fee for auditing and reporting on Debtor's 17 consolidated financial statements and reviewing interim financial information for the 2002 fiscal 18 year and (3) $1,145,000 as a portion of the base fee for auditing and reporting on Debtor's 19 consolidated financial statements and reviewing interim financial information for the 2003 fiscal 20 year. (The July 10, 2001, order approving the Firm's employment, together with the November 21 5, 2002, order approving the 2002 base audit fee and the September 29, 2003, order approving 22 the 2003 base audit fee, authorized Debtor to pay these fees upon receipt of invoices from the 23 24 7 The relevant cover sheet application requested a total of $161,335.50 in hourly fees, all of which was approved by the court in its July 7,2003, Order Awarding Interim Compensation to Deloitte & Touche 25 LLP. However, the Firm and Debtor have since agreed that Debtor need not pay $19,727.00 of the amount awarded.

26 27 DELOITTE & TOUCHE LLP'S COVER SHEET APPLICATION FOR 28 ALLOWANCE AND PAYMENT OF INTERIM COMPENSATION AND 4 REIMBURSEMENT OF EXPENSES (DECEMBER 1, 2003, TO JANUARY 31,2004)

1 Firm.) Including hourly fees and expenses, the 2001 and 2002 Base Audit Fees, and the paid 2II portion of the 2003 Base Audit Fee, the total paid to the Firm to date is $8,061,695.49.

3i 5. To date, the Firm is owed as follows (excluding amounts owed pursuant to this 4I Application):

Application Period Amount Description I Nineteenth (8/1/03 to $5,094.45 15 % "holdback" of fees requested 8/31/03) by the Firm's nineteenth "cover r sheet" application filed on September 29, 2003 I

Twentieth (9/1/03 to $11,043.22 15 % "holdback" of fees requested 9/30/03) by the Firm's twentieth "cover sheet" application filed on October

__ __ _ __ __ __ _ __ __ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ 3 0 , 2 00 3 I

Twenty-first (10/1/03 $17,415.70 15 % "holdback" of fees requested 11 to 11/30/03) by the Firm's twentieth "cover sheet" application filed on 12II December 30, 2003 120I Total Owed to the $ $33,553.378 Firm to _D ate_ _ _ _ _ _ _ _ _ _ _ _ __ __ ___ __ __ __ __ _

14 6. Attached as Exhibits 1 and 2, respectively, to the copies of this Application served on counsel for the Official Committee of Unsecured Creditors, counsel for Debtor, and the Office of 15 the United States Trustee are (i) a list of the names and hourly billing rates of each professional who performed services for which compensation is sought by this Application and (ib)detailed time and expense statements that comply with all Northern District of California Bankruptcy Local Rules and Compensation Guidelines and the Guidelines of the Office of the United States 2C Trustee.

21 7. The Firm has served a copy of this Application on each person shown on the Special 22 Notice List for this case. (Only the parties referred to in paragraph 6 received Exhibits 1 and 2; 23 the copies served on other parties did not include the exhibits.)

24 8The $33,553,37 does not include any fees incurred but not yet paid for the Firn's 2003 audit of 25 Debtor's consolidated financial statements and review of interim financial information.

DELOITTE & TOUCHE LLP'S COVER SHEET APPLICATION FOR 5 ALLOWANCE AND PAYMENT OF INTERIM COMPENSATION AND REIMBURSEMENT OF EXPENSES (DECEMBER 1, 2003, TO JANUARY 31, 2004)

1 8. Pursuant to this Court's Second Amended Order Establishing Interim Fee Application 2 and Expense Reimbursement Procedure, filed on March 18, 2002, the Debtor will be authorized 3 to make the payment requested herein without further hearing or order unless an objection to this 4 Application is filed with the court by the Debtor, the Committee, or the United States Trustee 5 and served by the fifteenth day of the month following the service of this Application. If such an 6 objection is filed, Debtor will be authorized to pay the amounts, if any, not subject to the 7 objection. The Firm is informed and believes that this Application was mailed to all persons 8 shown on the Special Notice List by first class mail, postage prepaid, on March 1,2004.

9 9. The interim compensation and reimbursement sought by this Application is on 10 account and not final. At the conclusion of this case, the Firm will seek fees and reimbursement 11 of expenses incurred for the totality of its employment in this case. Any interim fees or 12 reimbursement of expenses approved by the court and received by the Firm (along with any 13 retainer paid to the Firm) will be credited against such final fees and expenses as may be allowed 14 by the court.

15 10. The Firm represents and warrants that to the best of its knowledge its billing 16 practices comply with all Northern District of California Bankruptcy Local Rules and 17 Compensation Guidelines and the Guidelines of the Office of the United States Trustee. The 18 Firm has no agreement to share any portion of the fees or expenses awarded to the Firm for this 19 engagement with any non-affiliated person or entity.

20 WHEREFORE, the Firm respectfully requests that Debtor pay compensation to the Firm 21 as requested herein pursuant to and in accordance with the terms of the Second Amended Order 22 Establishing Interim Fee Application and Expense Reimbursement Procedure.

23 24 25 26 27 28 DELOITTE &TOUCHE LLP'S COVER SHEET APPLICATION FOR 6 ALLOWANCE AND PAYMENT OF INTERIM COMPENSATION AND REIMBURSEMENT OF EXPENSES (DECEMBER 1,2003, TO JANUARY 31,2004)

1 Dated: March 1, 2004 DELOITTE & TOUCHE LLP 2

3 By 4 Mark A. Edmunds, Partner Independent Auditor, Accountant, Tax 5 Advisor and Consultant to Debtor Pacific Gas and Electric Company 6

7 8

9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 DELOI1= & TOUCHE LLP'S COVER SHEET APPLICATION FOR 7 ALLOWANCE AND PAYMENT OF INTERIM COMPENSATION AND REIMBURSEMENT OF EXPENSES (DECEMBER 1, 2003, TO JANUARY 31, 2004)