ML023610420

Deloitte & Touche Llp'S Cover Sheet Application for Allowance and Payment of Interim Compensation and Reimbursement of Expenses (November 1, 2002, to November 30, 2002)

ML023610420
Person / Time
Site:	Diablo Canyon
Issue date:	12/20/2002
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: ML023610420 (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 In re Case No. 01-30923 DM Chapter 11 11 PACIFIC GAS AND ELECTRIC COMPANY, a California Corporation, DELOITTE & TOUCHE LLP'S COVER 12 SHEET APPLICATION FOR Debtor. ALLOWANCE AND PAYMENT OF 13 INTERIM COMPENSATION AND Federal I.D. No. 94-0742640 REIMBURSEMENT OF EXPENSES 14 (NOVEMBER 1, 2002, TO NOVEMBER 30, 15 2002) 16

[No Hearing Scheduled]

17 18 Deloitte & Touche LLP (the "Firm") submits this Cover Sheet Application for Allowance 19 and Payment of Interim Compensation and Reimbursement of Expenses ("Application") for 20 November 1, 2002, to November 30, 2002 ("Application Period"). In support of the Application, 21 the Firm respectfully represents as follows:

22 1. The Firm is Independent Auditor, Accountant, Tax Advisor, and Consultant to Debtor 23 Pacific Gas & Electric Company ("Debtor"). On July 10, 2001, the Firm's retention in this 24 capacity was approved nuncpro tunc, effective April 6, 2001. On April 11, 2002, the Firm's 25 employment to audit financial statements being prepared for four entities that would succeed to 26 Debtor's business assets upon confirmation of Debtor's proposed reorganization plan 27 ("Supplemental Services") was approved nuncpro tunc, effective October 1, 2001. By this DELOITTE & TOUCI-Il LLP'S COVER SHEET APPLICATION FOR 28 ALLOWANCE AND PAYMENT OF INTERIM COMPENSATION AND REIMBURSEMENT OF EXPENSES (NOVEMBER 1, 2002, TO NOVEMBER 30, 2002)

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1 Application, the Firm is applying to the-Court for allowance and payment of (a) interim 2 compensation for services rendered during the Application Period and (b) reimbursement of 3 expenses incurred from January 1, 2002, through the end of the Application Period.

4 2. The Firm logged $170,783.25 in hourly fees ("Hourly Fees"), representing 542.9 5 hours expended, during the Application Period, and the Firm incurred $13,021.94 in expenses 6 ("Expenses") from January 1, 2002 through the end of the Application Period. These Hourly 7 Fees and Expenses are shown as follows:

8 9 Period Hourly Fees Expenses Total 10 11/1/02 to 11/30/02 $170,783.251 $13,021.94 $183,805.19 11 3. The Firm seeks payment of a total of $158,187.70 at this time. 2 This is the sum of (i) 12 85% of the Hourly Fees for services rendered from November 1, 2002, through November 30, 13 2002, and (ii) 100 % of the Expenses incurred from January 1, 2002, through November 30, 14 2002.3 15 For the post-petition period, the Firm has been paid to date as follows:

16 17 1 In addition to fees for Supplemental Services, the amount requested includes $9,981 for time expended in preparing fee applications and $10,242.50 in fees for responding to a request from the Office 18 of Rate Payer Advocate of the California Public Utilities Commission to review working papers related to 19 the Firm's audits of Debtor's consolidated financial statements for the years 2000 and 2001.

2 Payment of this amount would result in a fees "holdback" of $25,617.49.

20 3 The expenses requested by this Application include expenses incurred during periods prior to November 1, 2002, as well as expenses incurred during the Application Period. The Firm did not request 21 reimbursement for any of these expenses in its previous compensation applications. Among other items, these expenses include travel related costs necessitated by changes in timing requirements for completion 22 of certain aspects of the audits. The changes required the Firm to utilize staffing resources from outside 23 the Firm's San Francisco office.

24 25 26 27 DELOITTE & TOUCHE LLP'S COVER SHEET APPLICATION FOR 2 28 ALLOWANCE AND PAYMENT OF INTERIM COMPENSATION AND REIMBURSEMENT OF EXPENSES (NOVEMBER 1, 2002, TO NOVEMBER 30, 2002)

1 Application Period Amount Applied For - Description Amount Paid 2

First (4/7/01 to $62,263.50 in hourly fees $39,987.405 3 2/28/02) $62,333.904 and $70.40 in expenses, less $22,346.50, which 4 was withdrawn from the Firm's request in its June 5 25, 2002, reply to the United State's Trustee's 6 objection to the Firm's First Interim Application 7 Second (10/1/01 to $1,643,315.50 in hourly 3/31/02)6 1,643,315.50 fees, less $4,500 $1,638,815.50 8 disallowed by the court at the July 2, 2002, hearing 9 on the Firm's First Interim Application 10 Third (4/1/02 to $232,523 in hourly fees 11 4/30/02) $232,523.00 $232,523.00 Fourth (5/1/02 to $147,016.50 in hourly $147,016.50 12 5/31/02) $147,016.50 fees 13 Fifth (6/1/02 to $115,006 in hourly fees $115,006.00 6/30/02) $115,006.00 14 Sixth (7/1/02 to $128,834.50 in hourly $125,770.00 7/31/02) $128,834.50 fees less $3,064.50, 15 which was withdrawn from the Firm's request 16 in its November 22, 2002 Memorandum re 17 Supplemental Time Diaries Supporting 18 Second Interim Application for 19 Compensation by Deloitte & Touche LLP 20 Seventh (8/1/02 to 85% of $156,475 in $133,003.75 21 8/31/02) $156,475.00 hourly fees 22 4 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.

23 5 Debtor initially paid the Firm $54,331.45 on account of its first cover sheet application, but the $240 24 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.

25 6 The Application Periods for the Firm's first two "cover sheet" applications overlapped because the Firm did not seek compensation for any of the Supplemental Services until after the court's April 11, 26 2002, "nunc pro tunc" order specifically authorizing that work.

27 DELOITTE & TOUCHE LLP'S COVER SHEET APPLICATION FOR 3 28 ALLOWANCE AND PAYMENT OF INTERIM COMPENSATION AND REIMBURSEMENT OF EXPENSES (NOVEMBER 1, 2002, TO NOVEMBER 30, 2002)

The Firm has also received (1) $855,000 as the Firm's base fee for auditing and reporting I on Debtor's consolidated financial statements and reviewing interim financial information for the 2001 fiscal year and (2) $840,000 of the base fee for auditing and reporting on Debtor's consolidated financial statements and reviewing interim financial information for the 2002 fiscal year. The July 10, 2001, order approving the Firm's employment, together with the November 5, H 2002, order approving the 2002 base audit fee, authorized Debtor to pay these fees upon receipt of invoices from the Firm. Including the 2001 Base Audit Fee and the paid portion of the 2002 Base Audit Fee, the total paid to the Firm to date is $4,127,122.15.

14 To date, the Firm is owed as follows (excluding amounts owed pursuant to this Application):

U 11 12 Application Period Amount Description 13 Seventh (8/1/02 to $23,471.25 15% of holdback of fees 8/31/02) requested by the Firm's seventh 19 "cover sheet" application filed September 27, 2002 20 15 Eighth (9/1/02 to $130,353.50 Fees requested by the Firm's 211 9/30/02) eighth "cover sheet" application filed on October 31, 2002 122 27 Ninth (10/1/02 to $426,408.75 Fees requested by the Firm's 10/31/02) ninth "cover sheet" application 2(

28 filed on November 26, 2002 Total Owed to the $580,233.507 Firm to Date I I

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 the United States Trustee are (i) a list of the names and hourly billing rates of each professional 28 23 who performed services for which compensation is sought by this Application and (ii) detailed 24 time and expense statements for the Application Period that comply with all Northern District of 25 7 The $580,233.50 does not include any fees incurred but not yet paid for the Firm's 2002 audit of 26 Debtor's consolidated financial statements and review of interim financial information.

27 DELOITrE & TOUCHE LLP'S COVER SHEET APPLICATION FOR 4 ALLOWANCE AND PAYMENT OF INTERIM COMPENSATION AND REIMBURSEMENT OF EXPENSES (NOVEMBER 1, 2002, TO NOVEMBER 30, 2002)

1 California Bankruptcy Local Rules and Compensation Guidelines and the Guidelines of the 2 Office of the United States Trustee.

3 7. The Firm has served a copy of this Application on each person shown on the Special 4 Notice List for this case. (Only the parties referred to in paragraph 6 received Exhibits 1 and 2; 5 the copies served on other parties did not include the exhibits.)

6 8. Pursuant to this Court's Second Amended Order Establishing Interim Fee Application 7 and Expense Reimbursement Procedure, filed on March 18, 2002, the Debtor will be authorized 8 to make the payment requested herein without further hearing or order unless an objection to this 9 Application is filed with the court by the Debtor, the Committee, or the United States Trustee 10 and served by the fifteenth day of the month following the service of this Application. If such an 11 objection is filed, Debtor will be authorized to pay the amounts, if any, not subject to the 12 objection. The Firm is informed and believes that this Application was mailed to all persons 13 shown on the Special Notice List by first class mail, postage prepaid, on December 20, 2002.

14 9. The interim compensation and reimbursement sought by this Application is on 15 account and not final. At the conclusion of this case, the Firm will seek fees and reimbursement 16 of expenses incurred for the totality of its employment in this case. Any interim fees or 17 reimbursement of expenses approved by the court and received by the Firm (along with any 18 retainer paid to the Firm) will be credited against such final fees and expenses as may be allowed 19 by the court.

20 10. The Firm represents and warrants that its billing practices comply with all Northern 21 District of California Bankruptcy Local Rules and Compensation Guidelines and the Guidelines 22 of the Office of the United States Trustee. Neither the Firm nor any member of the Firm has any 23 agreement or understanding of any kind or nature to divide, pay over or share any portion of the 24 fees or expenses awarded to the Firm with any other person or entity other than members and/or 25 associates of the Firm.

26 27 DELOITJE & TOUCHE LLP'S COVER SHEET APPLICATION FOR 5 28 ALLOWANCE AND PAYMENT OF INTERIM COMPENSATION AND REIMBURSEMENT OF EXPENSES (NOVEMBER 1, 2002, TO NOVEMBER 30,2002)

I WHEREFORE, the Firm respectfully requests-that Debtor pay compensation to the Firm 2 as requested herein pursuant to and in accordance with the terms of the Second Amended Order 3 Establishing Interim Fee Application and Expense Reimbursement Procedure.

4 Dated: December 20, 2002 DELOITTE & TOUCHE LLP 5

6 By Mark A. Edmunds, Partner 7

Independent Auditor, Accountant, Tax 8 Advisor and Consultant to Debtor Pacific Gas and Electric Company 9

10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 DELOITTE & TOUCHE LLP'S COVER SHEET APPLICATION FOR 6 28 ALLOWANCE AND PAYMENT OF INTERIM COMPENSATION AND REIMBURSEMENT OF EXPENSES (NOVEMBER 1, 2002, TO NOVEMBER 30, 2002)

1 PROOF OF SERVICE 2

LLP, I am over the age of 18, and I am employed at the offices of Deloitte & Touche 3 located at 50 Fremont Street, San Francisco, California.

4 On December 20, 2002, 1 served the foregoing DELOITTE & TOUCHE LLP'S OF INTERIM COVER SHEET APPLICATION FOR ALLOWANCE AND PAYMENT SERVICES 5 COMPENSATION AND REIMBURSEMENT OF EXPENSES (FOR by (1) depositing RENDERED FROM NOVEMBER 1, 2002, TO NOVEMBER 30, 2002) California, in sealed 6 true and correct copies thereof in the United States Mail at San Francisco, party shown on the envelopes with first class postage thereon fully prepaid, addressed to eachService, for overnight 7 attached list and (2) by sending true and correct copies via United Parcel 6 with charges fully prepaid, to each of the following three addressees :

8 delivery, James L. Lopes Stephen Johnson 9 Howard, Rice, Nemerovski,Canady, Falk & Rabkin Office of the U.S. Trustee Three Embarcadero Center, 7 th Floor 250 Montgomery Street, Suite 1000 10 San Francisco, CA 94111 San Francisco, CA 94104-3401

[United States Trustee]

11 [Counsel for Pacific Gas and Electric Company]

Robert J. Moore 12 Paul S. Aronzon Milbank, Tweed, Hadley & McCloy LLP 13 601 South Figueroa Street Los Angeles, CA 90017 14 [Counsel for Official Committee of Unsecured Creditors]

15 I declare under penalty of pe'jury under the laws of the State of California and the United States of America that the foregoing is true and correct.

16 Dated: December 20, 2002.

17 18 Lydia Lee 19 20 21 22 6 Only the copies served on the Office of the United States Trustee, counsel for debtor Pacific Gas and creditors included Exhibits 1 and 23 Electric Company, and counsel for the official committee of unsecured 2; the copies served on other parties did not include the exhibits.

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