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Andrew N. Goldman WILMER CUTLER PICKERING HALE AND DORR LLP 399 Park Avenue New York, New York 10022 Tel: (212) 230-8800 Fax: (212) 230-8888 Dennis L. Jenkins WILMER CUTLER PICKERING HALE AND DORR LLP 60 State Street Boston, Massachusetts 02109 Tel: (617) 526-6000 Fax: (617) 526-5000 Proposed Counsel to the Official Committee of Unsecured Creditors UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK ----------------------------------------------------------------- x In re: GETTY PETROLEUM MARKETING INC., et al., Debtors. : : : : : : : Chapter 11 Case No. 11-15606 (SCC) ----------------------------------------------------------------- x APPLICATION OF THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS FOR ORDER AUTHORIZING AND APPROVING THE EMPLOYMENT AND RETENTION OF WILMER CUTLER PICKERING HALE AND DORR LLP AS COUNSEL TO THE COMMITTEE, NUNC PRO TUNC TO DECEMBER 20, 2011 The Official Committee of Unsecured Creditors appointed in these chapter 11 cases (the “Committee”), hereby applies (the “Application”) to this Court for entry of an order authorizing and approving the employment and retention of Wilmer Cutler Pickering Hale and Dorr LLP (“WilmerHale”), as counsel for the Committee, nunc pro tunc to December 20, 2011, pursuant to sections 328, 504 and 1103 of Title 11 of the United States Code, 11 U.S.C. §§ 101-1532 (the “Bankruptcy Code”) and Rules 2014, 2016 and 5002 of the Federal Rules of Bankruptcy 11-15606-scc Doc 120 Filed 01/06/12 Entered 01/06/12 17:08:43 Main Document Pg 1 of 8
Transcript
Page 1: Andrew N. Goldman WILMER CUTLER PICKERING HALE AND …1. Pursuant to its ordinary practices, WilmerHale generally revises its rates on January 1st of each year. The rates reflected

Andrew N. Goldman WILMER CUTLER PICKERING HALE AND DORR LLP 399 Park Avenue New York, New York 10022 Tel: (212) 230-8800 Fax: (212) 230-8888

Dennis L. Jenkins WILMER CUTLER PICKERING HALE AND DORR LLP 60 State Street Boston, Massachusetts 02109 Tel: (617) 526-6000 Fax: (617) 526-5000

Proposed Counsel to the Official Committee of Unsecured Creditors

UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK

----------------------------------------------------------------- x

In re:

GETTY PETROLEUM MARKETING INC., et al.,

Debtors.

: : : : : : :

Chapter 11

Case No. 11-15606 (SCC)

----------------------------------------------------------------- x

APPLICATION OF THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS FOR ORDER AUTHORIZING AND APPROVING THE EMPLOYMENT AND

RETENTION OF WILMER CUTLER PICKERING HALE AND DORR LLP AS COUNSEL TO THE COMMITTEE, NUNC PRO TUNC TO DECEMBER 20, 2011

The Official Committee of Unsecured Creditors appointed in these chapter 11 cases (the

“Committee”), hereby applies (the “Application”) to this Court for entry of an order authorizing

and approving the employment and retention of Wilmer Cutler Pickering Hale and Dorr LLP

(“WilmerHale”), as counsel for the Committee, nunc pro tunc to December 20, 2011, pursuant to

sections 328, 504 and 1103 of Title 11 of the United States Code, 11 U.S.C. §§ 101-1532 (the

“Bankruptcy Code”) and Rules 2014, 2016 and 5002 of the Federal Rules of Bankruptcy

11-15606-scc Doc 120 Filed 01/06/12 Entered 01/06/12 17:08:43 Main Document Pg 1 of 8

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1115606120106000000000008
Docket #0120 Date Filed: 1/6/2012
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Procedure (the “Bankruptcy Rules”). In support hereof, the Committee relies upon the Verified

Statement of Andrew N. Goldman of Wilmer Cutler Pickering Hale and Dorr LLP Pursuant to

Section 329 of the Bankruptcy Code and Bankruptcy Rules 2014 and 2016, attached hereto as

Exhibit A and incorporated herein by reference (the “Goldman Statement”), dated January 6,

2012. In further support hereof, the Committee respectfully represents as follows:

BACKGROUND

1. On December 5, 2011, Getty Petroleum Marketing, Inc. and its three subsidiaries

that are debtors and debtors in possession in these proceedings (collectively, the “Debtors”)

commenced with this Court voluntary cases under chapter 11 of the Bankruptcy Code. The

Debtors are continuing in possession of their property and are operating their businesses, as

debtors in possession, pursuant to sections 1107 and 1108 of the Bankruptcy Code.

2. On December 20, 2011, the Office of the United States Trustee appointed the

Committee, which consists of the following three members: (1) CITGO Petroleum Corporation;

(2) Nino’s Auto Repair; and (3) Bionel Clearfield, LLC. The Committee has selected Alfred T.

Guiliano, Chapter 7 Trustee of Bionel Clearfield, LLC, as its chair and, at a scheduled meeting at

which a majority of members of the Committee were present, has now selected WilmerHale as

its counsel.

3. The Court has jurisdiction over this matter pursuant to 28 U.S.C. §§ 157 and

1334. Venue is proper pursuant to 28 U.S.C. §§ 1408 and 1409. This is a core proceeding

pursuant to 28 U.S.C. § 157(b)(2).

4. The statutory predicates for the relief sought herein are sections 328, 504 and

1103 of the Bankruptcy Code and Bankruptcy Rules 2014, 2016 and 5002.

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RELIEF REQUESTED AND REASONS THEREFOR

5. Pursuant to sections 1103(a) and 328(a) of the Bankruptcy Code, the Committee

seeks to employ and retain WilmerHale as its counsel, effective as of December 20, 2011.

THE RETENTION OF WILMERHALE

6. The Committee respectfully submits that WilmerHale is qualified to represent it in

these cases in a cost-efficient and timely manner. Subject to the control and further order of this

Court, the professional services that WilmerHale will render to the Committee include, but shall

not be limited to the following:

(a) advising the Committee with respect to its rights, duties and powers in these chapter 11 cases;

(b) assisting and advising the Committee in its consultations with the Debtors relative to the administration of these chapter 11 cases;

(c) assisting the Committee in analyzing the claims of the Debtors’ creditors and the Debtors’ capital structure, and in negotiating with holders of claims and equity interests;

(d) assisting the Committee in its investigation of the acts, conduct, assets, liabilities and financial condition of the Debtors and of the operation of the Debtors’ businesses;

(e) assisting the Committee in its analysis of, and negotiations with, the Debtors or any third party concerning matters related to, among other things, the assumption or rejection of certain leases of non-residential real property and executory contracts, asset dispositions, financing of other transactions and the terms of one or more plans of reorganization for the Debtors and accompanying disclosure statements and related plan documents;

(f) assisting the Committee in its analysis of any claims that the Debtor may have against third parties, including any fraudulent conveyance or preference claims, and, to the extent appropriate, representing the Committee’s interest in any negotiations or litigation relating to these claims;

(g) assisting and advising the Committee as to its communications to the general creditor body regarding significant matters in these chapter 11 cases;

(h) representing the Committee at all hearings and other proceedings;

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(i) appearing, as appropriate, before this Court, the Appellate Courts, and the United States Trustee, and protecting the interests of the Committee before those courts and before the United States Trustee;

(j) reviewing and analyzing all motions, applications, orders, statements of operations and schedules filed with the Court and advising the Committee as to their propriety, and to the extent deemed appropriate by the Committee’s support, join or object thereto;

(k) advising and assisting the Committee with respect to any legislative or governmental activities;

(l) assisting the Committee in preparing pleadings and applications as may be necessary in furtherance of the Committee’s interests and objectives;

(m) investigating and analyzing any claims against the Debtors’ non-debtor affiliates;

(n) preparing, on behalf of the Committee, any pleadings, including without limitation, motions, memoranda, complaints, adversary complaints, objections or comments in connection with any of the foregoing;

(o) performing such other legal services as may be required or are otherwise deemed to be in the interests of the Committee in accordance with the Committee’s powers and duties as set forth in the Bankruptcy Code, Bankruptcy Rules or other applicable law.

7. Notwithstanding the foregoing, in the event that the Committee seeks—and is

granted— standing to pursue fraudulent conveyance or transfer claims, pursuant to sections 548

and/or 544 of the Bankruptcy Code, against LUKOIL Americas Corporation and/or Lukoil North

America LLC (collectively, the “Fraudulent Conveyance Claims”), then the Committee may

seek to retain Pepper Hamilton LLP to pursue the Fraudulent Conveyance Claims. In such event

the Committee will file appropriate pleadings with this Court seeking the retention of such

counsel and shall ensure that the work of such counsel does not unnecessarily duplicate the

efforts of WilmerHale as general counsel to the Committee.

8. WilmerHale intends to work closely with the Debtors’ representatives and the

other professionals retained by the Committee to ensure that there is no unnecessary duplication

of services performed or charged to the Debtors’ estates.

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9. The Committee selected WilmerHale based upon, among other things,

WilmerHale’s considerable national experience and knowledge in the field of creditors’ rights

and business reorganizations under chapter 11 of the Bankruptcy Code, as well as in other areas

of law related to these chapter 11 cases. The Committee believes that WilmerHale is well

qualified to represent it in these chapter 11 cases and requests that the Court approve such

retention nunc pro tunc to December 20, 2011.

10. The Committee requests that all fees and related costs and expenses incurred by

the Committee on account of services rendered by WilmerHale in these cases be paid as

administrative expenses of the Debtors’ estates pursuant to sections 328(a), 330(a), 331, 503(b),

507(a)(1) and 1103(a) of the Bankruptcy Code. Subject to this Court’s approval, WilmerHale

will charge for its legal services on an hourly basis in accordance with its ordinary and

customary hourly rates in effect on the date such services are rendered, subject to sections

328(a), 1103(a) and 330 of the Bankruptcy Code. The standard hourly rates of the attorneys and

paraprofessionals presently designated to represent the Committee generally range from $675 to

$1,250 for partners; $675 to $835 for most counsel; $395 to $695 for associates; and $195 to

$455 for most categories of litigation support, research and other paraprofessionals.1 The hourly

rates set forth above are subject to periodic adjustments in order to reflect economic and other

conditions. The Committee submits that such rates are reasonable and should be approved by

the Court, subject to a determination of the amounts to be paid to WilmerHale upon application

for allowance. WilmerHale will maintain detailed records of actual and necessary costs and

expenses incurred in connection with the legal services described above. WilmerHale will make

appropriate applications to this Court for compensation and reimbursement of out-of-pocket

1 Pursuant to its ordinary practices, WilmerHale generally revises its rates on January 1st of each year. The rates reflected herein are WilmerHale’s rates effective as of January 1, 2012.

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expenses in accordance with the provisions of the Bankruptcy Code, the Bankruptcy Rules, the

Local Rules for the United States Bankruptcy Court for the Southern District of New York (the

Local Rules) and all applicable orders or procedures fixed by this Court in these cases.

WilmerHale reserves its right to file an application for an allowance of an enhanced fee award at

the end of this proceeding, subject to the discretion of the Committee.

11. The WilmerHale attorneys who will be most active in these cases will be Andrew

N. Goldman, Mike Bongiorno, Dennis Jenkins, Lisa Ewart, and Lipi Shah. Mr. Goldman, Mr.

Bongiorno, and Ms. Shah are members in good standing of the New York Bar. Mr. Goldman

and Mr. Bongiorno are also admitted to practice in the United States District Court for the

Southern District of New York. On December 22, 2012, this Court entered Orders granting Mr.

Jenkins’s and Ms. Ewart’s motions to appear pro hac vice in this case. It may be necessary

during the course of these cases for other WilmerHale attorneys and professionals to provide

services to the Committee.

12. Neither WilmerHale nor any of its partners and associates, insofar as the

Committee has been able to ascertain, represents any interest adverse to the Debtors, their estates

or their creditors in the matters upon which WilmerHale is to be engaged. As set forth in the

Goldman Statement, WilmerHale is a disinterested person, as the Committee understands this

term is defined, pursuant to sections 101(14) and 101(31), as modified by section 1103(b), of the

Bankruptcy Code.

13. The Committee believes that WilmerHale’s attorneys have no connection with the

Debtors and their creditors, except as otherwise set forth in the Goldman Statement. However,

WilmerHale is a large firm with a national and international practice, and may represent, or may

have represented, certain of the Debtors’ creditors, equity holders, related parties or other parties

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in interest in matters unrelated to these cases, as set forth in greater detail in the Goldman

Statement.

14. Because of the extensive legal services that may be necessary in these chapter 11

cases, and the fact that the full nature and extent of such services are not known at this time, the

Committee believes that the employment of WilmerHale to provide the services described above

is appropriate and in the best interests of the Debtors’ estates and their creditors.

15. Since the Committee retained the services of WilmerHale on December 20, 2011,

and WilmerHale immediately began to provide necessary services to the Committee at the

Committee’s direction, the Committee requests that the Court enter an order authorizing

WilmerHale’s retention nunc pro tunc to December 20, 2011.

16. No prior application for the relief requested herein has been made by the

Committee to this or any other court.

RESERVATION OF RIGHTS

17. The Committee hereby reserves the right to retain additional professionals as

necessary in these cases, subject to Court approval.

WAIVER OF MEMORANDUM OF LAW

18. Because the relevant facts and law to the relief requested in this Application are

detailed herein, the Committee respectfully requests that the Court waive the requirement that the

Committee file a separate memorandum of law in support of the Application. The Committee

reserves the right to file a brief in reply to any objection to this Application.

NOTICE

19. No trustee or examiner has been appointed in the Debtors’ chapter 11 cases.

Notice of this Motion has been provided to counsel for the Debtors, the United States Trustee’s

Office, Kurtzman Carson Consultants, LLC, and upon all counsel of record using the Court’s

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CM/ECF system. In light of the nature of the relief requested, the Committee submits that no

further notice is necessary.

WHEREFORE, the Committee respectfully requests the entry of an order (i) authorizing

and approving the retention and employment by the Committee of the law firm of WilmerHale,

pursuant to 11 U.S.C. §328(a), as its attorneys, with compensation and reimbursement of

expenses to be paid as an administrative expense in such amounts as may be allowed by this

Court pursuant to sections 330, 503(b) and 507(a)(1) of the Bankruptcy Code; and (ii) granting

such other and further relief as this Court deems just and proper.

Dated: New York, New York January 6, 2012

THE OFFICIAL COMMITTEE OF UNSECURED CREDITORS OF GETTY PETROLEUM MARKETING INC., ET AL.

By: __/s/ Alfred T. Giuliano_____________ Name: Alfred T. Giuliano, as Chapter 7 Trustee for Bionol Clearfield, LLC Title: Chairperson of the Committee

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UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK

----------------------------------------------------------------- x

In re:

GETTY PETROLEUM MARKETING INC., et al.,

Debtors.

: : : : : : :

Chapter 11

Case No. 11-15606 (SCC)

----------------------------------------------------------------- x

ORDER PURSUANT TO SECTIONS 328, 504 and 1103 of THE BANKRUPTCY CODE AUTHORIZING AND APPROVING THE EMPLOYMENT AND RETENTION OF WILMER CUTLER PICKERING HALE AND DORR LLP AS COUNSEL TO THE

COMMITTEE, NUNC PRO TUNC TO DECEMBER 20, 2011

Upon consideration of the Application of the Official Committee of Unsecured Creditors

for Order (“Committee”) Authorizing and Approving the Employment and Retention of Wilmer

Cutler Pickering Hale and Dorr LLP (“WilmerHale”) as Counsel to the Committee Nunc Pro

Tunc to December 20, 2011 (“Application”)1; and upon the consideration of the Verified

Statement of Andrew N. Goldman of WilmerHale Pursuant to Section 329 of the Bankruptcy

Code and Bankruptcy Rules 2014 and 2016 (the “Goldman Statement”); and the Court being

satisfied, based on the representations made in the Goldman Statement and Application, that the

partners, counsel, associates and attorneys of WilmerHale who will be engaged in these cases

represent no interest adverse to the Debtors’ estates with respect to the matters upon which they

are to be engaged and that they are disinterested persons as that term is defined under Section

101(14) of the Bankruptcy Code; and it appearing that no other or further notice is required; and

it appearing that this Court has jurisdiction to consider the motion in accordance with 28 U.S.C.

1 Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Application.

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§§ 157 and 1334; and it appearing that this is a core proceeding pursuant to 28 U.S.C.

§ 157(b)(2); and it appearing that the venue of this proceeding and this Motion is proper pursuant

to 28 U.S.C. §§ 1408 and 1409; and it appearing, after due deliberation, that the relief requested

is in the best interest of the Debtors, their estates and creditors; and sufficient cause appearing

therefor; it is hereby:

ORDERED, that the Application is granted; and it is further

ORDERED, that, in accordance with Sections 328, 504 and 1103 of the Bankruptcy

Code, the Committee is authorized to employ and retain WilmerHale as their counsel, nunc pro

tunc as of December 20, 2011, on the terms set forth in the Application and the Goldman

Statement; and it is further

ORDERED, that WilmerHale shall be compensated in accordance with the applicable

provisions of the Bankruptcy Code, the Bankruptcy Rules, the United States Trustee Guidelines

for Reviewing Applications for Compensation and Reimbursement of Expenses Filed under 11

U.S.C. § 330, the Local Rules, the Interim Compensation Order dated December 23, 2011, and

such procedures as may be fixed by order of this Court; and it is further

ORDERED, that notwithstanding the Interim Compensation Order, the first Monthly Fee

Statement of WilmerHale shall cover the period from December 20, 2011 to January 31, 2012

and shall be filed on or before February 20, 2011; and it is further

ORDERED, that ten (10) business days’ notice must be provided by WilmerHale to the

Debtors, the United States Trustee, and to the Committee prior to any change in WilmerHale’s

hourly rates, and such notice must be filed with the Court. The United States Trustee retains all

rights to object to any rate increase on all grounds including, but not limited to, the

reasonableness standard provided for in Section 330 of the Bankruptcy Code, and the Court

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retains the right to review any rate increase pursuant to Section 330 of the Bankruptcy Code; and

it is further

ORDERED, that, notwithstanding WilmerHale’s retention pursuant to 11 U.S.C. §328(a),

the United States Trustee shall be entitled to review WilmerHale’s fees and expenses based on

the reasonableness standard provided for in Section 327 of the Bankruptcy Code; and it is further

ORDERED, that the Committee is hereby authorized and empowered to take all actions

necessary to implement the relief granted in this Order; and it is further

ORDERED, that this Court shall retain jurisdiction with respect to all matters arising

from or related to the implementation of this Order.

New York, New York Dated: ______________, 2012 ______________________________

Judge Shelley C. Chapman United States Bankruptcy Judge

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EXHIBIT A

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Andrew N. Goldman WILMER CUTLER PICKERING HALE AND DORR LLP 399 Park Avenue New York, New York 10022 Tel: (212) 230-8800 Fax: (212) 230-8888

Dennis L. Jenkins WILMER CUTLER PICKERING HALE AND DORR LLP 60 State Street Boston, Massachusetts 02109 Tel: (617) 526-6000 Fax: (617) 526-5000

Proposed Counsel to the Official Committee of Unsecured Creditors

UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF NEW YORK

----------------------------------------------------------------- x

In re:

GETTY PETROLEUM MARKETING INC., et al.,

Debtors.

: : : : : : :

Chapter 11

Case No. 11-15606 (SCC)

----------------------------------------------------------------- x

VERIFIED STATEMENT OF ANDREW N. GOLDMAN OF WILMER CUTLER PICKERING HALE AND DORR LLP PURSUANT TO SECTION 329 OF THE

BANKRUPTCY CODE AND BANKRUPTCY RULES 2014 AND 2016

Andrew N. Goldman, Esquire, declares under penalty of perjury as follows:

1. I am a partner of the law firm of Wilmer Cutler Pickering Hale and Dorr LLP

(“WilmerHale”), which maintains an office at 399 Park Avenue, New York, New York 10022. I

am a member in good standing of the bars of the state of New York and the United States

District Court for the Southern District of New York.

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2. I submit this verified statement, pursuant to Fed. R. Bankr. P. 2014, in connection

with the application of the Official Committee of Unsecured Creditors appointed in these

Chapter 11 cases (the “Committee”) for an order pursuant to sections 328 and 1103 of Title 11,

United States Code (the “Bankruptcy Code”), and Rule 2014(a) of the Federal Rules of

Bankruptcy Procedure (the “Bankruptcy Rules”), authorizing and approving the employment and

retention of WilmerHale as counsel for the Committee (the “Application”) in the bankruptcy

cases of Getty Petroleum Marketing, Inc., Gasway Inc., Getty Terminals Corp., and PT Petro

Corp. (collectively, the “Debtors”), nunc pro tunc to December 20, 2011. This statement shall

also constitute WilmerHale’s disclosure of compensation required by Bankruptcy Rule 2016(b)

and section 329 of the Bankruptcy Code. I am authorized to make this statement on

WilmerHale’s behalf and, unless otherwise stated, I have personal knowledge of the facts set

forth herein. Certain disclosures herein relate to matters within the knowledge of other attorneys

at WilmerHale and are based on information provided by them. I will supplement this statement

if additional information becomes available concerning any relationship between WilmerHale

and the Debtors or, as appropriate, other parties in interest.

WilmerHale’s Qualifications

3. WilmerHale is an international law firm with offices in New York, New York;

Boston, Massachusetts; Washington, D.C.; Waltham, Massachusetts; Los Angeles, California;

and Palo Alto, California. WilmerHale also has offices in London and Oxford, England; Berlin

and Frankfurt Germany; Brussels, Belgium; and Beijing, China. WilmerHale has extensive

expertise and experience in the fields of debtors’ and creditors’ rights and business

reorganizations under Chapter 11 of the Bankruptcy Code, in addition to areas of the law that

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typically arise in the context of a case under Chapter 11. In particular, WilmerHale has

substantial experience in the representation of creditors’ committees in Chapter 11 cases.

4. WilmerHale believes that it has assembled a highly qualified team of attorneys to

represent the Committee during the Debtors’ Chapter 11 proceedings. I am a partner in, and

global Vice-Chair of, the firm’s Bankruptcy and Financial Restructuring Practice Group and will

coordinate the firm’s representation of the Committee. I have over 19 years of experience in

Chapter 11 reorganizations, asset sales, liquidations, and related matters.

Services to be Rendered

5. The Committee has requested, and WilmerHale has agreed to provide, among other

things, the following services:

a. advising the Committee with respect to its rights, duties and powers in these chapter 11 cases;

b. assisting and advising the Committee in its consultations with the Debtors relative to the administration of these chapter 11 cases;

c. assisting the Committee in analyzing the claims of the Debtors’ creditors and the Debtors’ capital structure, and in negotiating with holders of claims and equity interests;

d. assisting the Committee in its investigation of the acts, conduct, assets, liabilities and financial condition of the Debtors and of the operation of the Debtors’ businesses;

e. assisting the Committee in its analysis of, and negotiations with, the Debtors or any third party concerning matters related to, among other things, the assumption or rejection of certain leases of non-residential real property and executory contracts, asset dispositions, financing of other transactions and the terms of one or more plans of reorganization for the Debtors and accompanying disclosure statements and related plan documents;

f. assisting the Committee in its analysis of any claims that the Debtor may have against third parties, including any fraudulent conveyance or preference claims, and, to the extent appropriate, representing the Committee’s interest in any negotiations or litigation relating to these claims;

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g. assisting and advising the Committee as to its communications to the general creditor body regarding significant matters in these chapter 11 cases;

h. representing the Committee at all hearings and other proceedings;

i. appearing, as appropriate, before this Court, the Appellate Courts, and the United States Trustee, and protecting the interests of the Committee before those courts and before the United States Trustee;

j. reviewing and analyzing all motions, applications, orders, statements of operations and schedules filed with the Court and advising the Committee as to their propriety, and to the extent deemed appropriate by the Committee’s support, join or object thereto;

k. advising and assisting the Committee with respect to any legislative or governmental activities;

l. assisting the Committee in preparing pleadings and applications as may be necessary in furtherance of the Committee’s interests and objectives;

m. investigating and analyzing any claims against the Debtors’ non-debtor affiliates;

n. preparing, on behalf of the Committee, any pleadings, including without limitation, motions, memoranda, complaints, adversary complaints, objections or comments in connection with any of the foregoing;

o. performing such other legal services as may be required or are otherwise deemed to be in the interests of the Committee in accordance with the Committee’s powers and duties as set forth in the Bankruptcy Code, Bankruptcy Rules or other applicable law.

6. Notwithstanding the foregoing, in the event that the Committee seeks—and is

granted— standing to pursue fraudulent conveyance or transfer claims, pursuant to sections 548

and/or 544 of the Bankruptcy Code, against LUKOIL Americas Corporation and/or Lukoil North

America LLC (collectively, the “Fraudulent Conveyance Claims”), then the Committee may

seek to retain Pepper Hamilton LLP to pursue the Fraudulent Conveyance Claims. In such event

the Committee will file appropriate pleadings with this Court seeking the retention of such

counsel and shall ensure that the work of such counsel does not unnecessarily duplicate the

efforts of WilmerHale as general counsel to the Committee.

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7. WilmerHale intends to work closely with the Debtors’ representatives and the other

professionals retained by the Committee to ensure that there is no unnecessary duplication of

services performed or charged to the Debtors’ estates.

8. Subject to this Court’s approval of the Application, WilmerHale is willing to serve as

the Committee’s counsel and to perform the above-described services.

WilmerHale Is Not Precluded From Representing The Committee

9. To the best of my knowledge and information, neither I nor WilmerHale is an insider

of the Debtors. Except as set forth below, neither I nor WilmerHale holds directly any claim,

debt or equity security of the Debtors.

10. To the best of my knowledge, WilmerHale is not and has not been an investment

banker for any outstanding security of the Debtors.

11. To the best of my knowledge, WilmerHale has not been, within two years of the date

of the filing of the Debtors’ petitions, a director, officer, or employee of the Debtors as specified

in subparagraph (B) of 11 U.S.C. § 101(14).

12. To the best of my knowledge, WilmerHale does not have any interest materially

adverse to the interests of the Debtors’ estates, or of any class of creditors or equity security

holders, by reason of any direct or indirect relationship to, connection with, or interest in, the

Debtors or for any other reason, as specified in subparagraph (C) of 11 U.S.C. § 101(14).

13. WilmerHale does not currently represent the Debtors, or to the best of my knowledge,

any of their related parties, partners, or subsidiaries, and WilmerHale will not undertake the

representation of the Debtors or any of their affiliates, partners or subsidiaries during this

engagement. Moreover, except as otherwise set forth herein, WilmerHale will not undertake the

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representation of any party other than the Committee in connection with the Debtors’ Chapter 11

proceedings.

14. To the best of my knowledge, WilmerHale neither holds nor represents, in these

Chapter 11 cases, any interest materially adverse to the Committee, the Debtors, their creditors

or other parties in interest, or such parties’ respective attorneys and professionals. Based upon

information available to me, I believe that WilmerHale is a “disinterested person” within the

meaning of the Bankruptcy Code.

WilmerHale’s Disclosure Procedures

15. In preparing this statement, I implemented procedures developed by WilmerHale to

ensure compliance with the requirements of the Bankruptcy Code and the Bankruptcy Rules

regarding WilmerHale’s disclosure obligations (the “WilmerHale Disclosure Procedures”). The

statements and disclosures contained herein are based on the results of the WilmerHale

Disclosure Procedures. Pursuant to the WilmerHale Disclosure Procedures, I caused to be

performed, the following actions to identify the parties relevant to this statement and to ascertain

WilmerHale’s connections to such parties:

16. I caused to be submitted to WilmerHale’s computer conflict database, which is

comprised of the names of the entities for which any attorney time charges have been billed (the

“Client Database”), the names set forth in the schedule attached hereto as Exhibit A (the

“Potential Parties in Interest”), which names were provided by counsel to the Debtors. The

various categories of Potential Parties in Interest reviewed by WilmerHale include: (i) Debtors

and Current Entities Affiliated with the Debtors; (ii) Current Directors and Officers; (iii) Banks;

(iv) Contract Counterparties; (v) Equity Holders; (vi) Insurers; (vii) Litigation Parties; (viii)

Professional Services Providers; (ix) Vendors; (x) United States Trustee, Judges and Court

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Contacts for the Southern District of New York (and Key Staff Members); (xi) Commission

Stations and Subtenants; (xii) Governmental Entities; (xiii) General Creditors (this list includes

Committee Members); (xiv) Secured Creditors; and (xv) a catchall “Other” Potential Parties in

Interest category. Some names provided to WilmerHale were incomplete or abbreviated.

WilmerHale has used its best efforts to determine the actual entity referred to, but as ambiguities

are clarified, I will supplement this statement appropriately.

17. WilmerHale next compared each of the Potential Parties in Interest to the names that

WilmerHale has compiled in the Client Database. The Client Database includes the name of

each current and former client, the names of the parties who are or were adverse to such current

and former clients, and the names of the WilmerHale personnel who are or were responsible for

current or former matters for such clients. The Client Database does not generally keep track of

all parties who are or were related to or affiliated with a current or former client or adverse party,

unless such current or former client expressly requested that WilmerHale consider such

relationships in our conflict clearance process. WilmerHale did not compare the List of Potential

Parties to clients that were retired as clients of WilmerHale on or prior to, or have had no billings

since, December 5, 2006.

18. Any Potential Parties in Interest who were identified as current or former clients in

the Client Database were identified (the “Client Match List”) together with the names of the

respective WilmerHale personnel responsible for current or former matters for the entities on

such Client Match List. Additionally, the Client Database was searched to identify any clients

who are currently adverse to any members of the Committee or any General Creditors (the

“Adverse Client List”).

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19. An attorney then reviewed the Client Match List and the Adverse Client List and

deleted obvious name coincidences. The remaining client connections were compiled for

purposes of this declaration.

20. On January 3 and 4, 2012, WilmerHale emailed all WilmerHale attorneys responsible

for the current or former matters on the Client Match List and/or contacted attorneys responsible

for matters on the Adverse Client List, inquiring as to whether such attorneys were aware of any

connections between such current or former matters and the Debtors. WilmerHale asked

attorneys to respond with any connections by close of business on January 5, 2012.

21. In addition to the foregoing, on January 3, 2011, WilmerHale emailed all WilmerHale

attorneys an inquiry memorandum that listed the majority of the entities identified as Potential

Parties in Interest, including (i) Debtors and Current Entities Affiliated with the Debtors; (ii)

Current Directors and Officers; (iii) Banks; (iv) Contract Counterparties; (v) Equity Holders; (vi)

Litigation Parties; (vi) Professional Services Providers; (viii) Vendors; (ix) United States

Trustee, Judges and Court Contacts for the Southern District of New York (and Key Staff

Members); (x) General Creditors (this list includes Committee Members); and (xi) Secured

Creditors. The memorandum inquired as to all matters that could constitute “connections” with

such entities or individuals within the meaning of Rule 2014 of the Bankruptcy Rules.

WilmerHale asked all attorneys to respond with any connections by close of business on January

5, 2012.

Representation of Potential Parties in Interest

22. Set forth in Exhibit B1 is a listing of those Potential Parties in Interest and/or

certain affiliates and subsidiaries of such parties that WilmerHale (i) either represents in matters

1 In addition to appearing in Exhibit B, current and former clients that appear in certain categories of Potential Parties in Interest are separately discussed in the following sections.

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wholly unrelated to Debtors’ Chapter 11 cases (the “Current Clients”), or (ii) has in the past

represented in matters wholly unrelated to the Debtors’ Chapter 11 cases. In connection with the

services to be rendered to the Committee, WilmerHale will not commence a cause of action

against any Current Client with respect to the Debtors’ Chapter 11 cases, unless WilmerHale

receives a waiver from the Current Client and the Committee allowing WilmerHale to

commence such an action. To the extent any actions are commenced by or against any Current

Client in connection with these Chapter 11 cases, and waiver letters are not obtained permitting

WilmerHale to participate in such action, the Committee will use separate conflicts counsel to

represent its interests.

23. WilmerHale has in the past served as counsel to various parties in other Chapter 11

cases in which certain members of the Committee or other Potential Parties in Interest in these

cases may have been, or currently are, involved. In addition, certain professionals retained and

proposed to be retained by the Debtors, the Committee, or other Potential Parties in Interest in

these cases are involved in other cases in which WilmerHale serves as counsel to various other

Clients.

Connections With Parties Representing 1% or More of WilmerHale’s Revenues for 2009, and 2010 and 2011

24. At the inception of each engagement for which a declaration is required pursuant to

Federal Rule of Bankruptcy Procedure 2014, WilmerHale reviews the information relating to the

parties involved in a bankruptcy case to determine whether any such party, together with its

known related entities, were clients of WilmerHale and as a result made payments to

WilmerHale for services rendered in the calendar year prior to the date of review that in the

aggregate for each such party exceeds 1% of WilmerHale’s total revenues for such calendar year.

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In connection with the declaration, WilmerHale has reviewed similar information for the years

2009, 2010, and 2011.

25. WilmerHale’s revenues for services rendered on behalf of the Potential Parties in

Interest identified in Exhibit B aggregate, with respect to each such party in interest, less than 1%

of WilmerHale’s annual revenues in each calendar year 2009, 2010, and 2011, other than:

• JPMorgan Chase & Co. • Citibank, N.A. and its affiliates • Merrill Lynch (including Bank of America, N.A. and their respective affiliates)

26. WilmerHale’s revenues for services rendered on behalf of JPMorgan Chase & Co.,

Citibank, N.A. and its affiliates, and Merrill Lynch (including Bank of America, N.A. and their

respective affiliates)., aggregate, with respect to each such party, less than 2.5% of WilmerHale’s

annual revenues in each calendar year 2009, 2010, and 2011.

Connection with the Debtors

27. To the best of my knowledge and information based upon responses received to the

information requests made in connection with the WilmerHale Disclosure Procedures,

WilmerHale has not represented, does not currently represent, and will not in the future represent

any of the Debtors in connection with the matters for which WilmerHale is to be retained in

these Chapter 11 cases.

Connections with Members of the Committee

28. WilmerHale has represented a client who is adverse to Bionol Clearfield LLC in a

matter that is wholly unrelated to these Chapter 11 cases. No attorney has billed time on this

matter since August 2011. In addition, WilmerHale has represented and currently represents

clients who are adverse to Citgo Petroleum Corp. in matters that are wholly unrelated to these

Chapter 11 cases.

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Connections with Equity Holders

29. To the best of my knowledge and information based upon responses received to the

information requests made in connection with the WilmerHale Disclosure Procedures,

WilmerHale has not represented, does not currently represent, and will not in the future represent

any of the Equity Holders in connection with the matters for which WilmerHale is to be retained

in these Chapter 11 cases.

Connections With Secured Creditors and Unsecured Creditors

30. To the best of my knowledge and information based upon responses received to the

information requests made in connection with the WilmerHale Disclosure Procedures, in the past

five years, WilmerHale has represented, but does not currently represent, Clear Channel, Con

Edison, Federal Express, Fleet Services, Ramon Rodriguez, Akin Gump Strauss Hauer & Feld

LLP, and Sunoco, Inc. in matters wholly unrelated to the Debtors’ Chapter 11 cases.

31. To the best of my knowledge and information based upon responses received to the

information requests made in connection with the WilmerHale Disclosure Procedures,

WilmerHale has in the past and currently represents Aramark Refreshment Services; Atlantic

City Electric Co.; Citibank, N.A.; City of New Bedford; Commonwealth of Massachusetts;

Exxon Mobil Oil Corporation; Flint Hills Resources, LP; JPMorgan Chase & Co.; National Grid;

Pitney Bowes; Posternak Blankstein & Lund; Staples Contract & Commercial, Inc.; Verizon

Communications Inc. and/or certain subsidiaries and affiliates thereof; and Wright Express Corp.

in matters wholly unrelated to the Debtors’ Chapter 11 cases.

32. To the best of my knowledge and information based upon responses received to the

information requests made in connection with the WilmerHale Disclosure Procedures,

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WilmerHale has represented in the past or currently represents clients who are adverse to certain

creditors in matters that are wholly unrelated to these Chapter 11 proceedings.

Other Connections and General Disclosures

33. Various attorneys and employees of WilmerHale have connections with certain

Potential Parties in Interest and/or certain known related parties of such Potential Parties in

Interest. A family member of Bruce Berman (a partner) is employed by ADP. The son of Bruce

Rabinovitz (a partner) is employed by Akin Gump Strauss Hauer & Feld LLP. A family member

of Mary Rose Scozzafava (a partner) is a former employee of Grainger. The father of Danielle

Spinelli (a partner) is Acting General Manager of the Providence Water Supply Board. The

sister of Kathryn Bennett (a senior associate) is employed by Citigroup. John Demeter (a senior

associate) and his family, through a family owned limited liability corporation, lease certain

property to Cintas Corporation. John Polley (an associate) is a former employee of the

Commonwealth of Massachusetts. Mitchel Appelbaum (a partner) works on matters for Bank of

America, N.A. wholly unrelated to these Chapter 11 cases pursuant to a secondment agreement.

The wife of Jonathan Roses (an associate) is employed by Bank of America/Merrill Lynch. A

family member of Stephanie Singer (an associate) is an owner of a Getty franchise. The mother

of Keith Spence (an associate) is employed by the Commonwealth of Massachusetts. Joshua

Ferrentino (an associate) formerly worked for Carl Ferrentino, an attorney who may have

represented one or more of the Debtors in matters wholly unrelated to these Chapter 11 cases.

Julie Choe (a staff attorney) is a former employee of Raymond James & Associates Inc. Brooks

Constantine (a staff attorney) is a former employee of Ajilon Professional Staffing.

34. Partners and employees of WilmerHale may hold investments directly or indirectly in

public companies that are Potential Parties in Interest. To the best of my knowledge and

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information based upon responses received to the information requests made in connection with

the WilmerHale Disclosure Procedures, no partner of WilmerHale owns a direct equity interest

in any of the Debtors.

35. Certain WilmerHale attorneys hold interests in certain passive investment vehicles

(such as mutual funds or other similar funds), which in turn hold or may hold equity interests or

other securities of the Debtors or other Potential Parties in Interest. It is possible that a

professionally managed retirement plan on behalf of WilmerHale’s attorneys, or a 401(k)-type

plan, may hold equity interests or other securities of the Debtors or other Potential Parties in

Interest. If further information respecting holdings becomes known, WilmerHale will file a

supplemental statement in these cases.

36. Certain WilmerHale attorneys maintain bank accounts with and/or obtained

mortgages from Potential Parties in Interest that are financial institutions.

37. Certain WilmerHale attorneys hold credit cards issued by Potential Parties in Interest

that are financial institutions.

38. Certain WilmerHale attorneys hold insurance policies issued by Potential Parties in

Interest that issue such policies.

39. WilmerHale, which has over 1,000 attorneys, has a large and diversified legal

practice that encompasses the representation of many financial institutions and commercial

corporations, some of which may be claimants in the Debtors’ Chapter 11 cases or otherwise

have an interest in such cases. In addition, as part of its practice, WilmerHale appears in cases,

proceedings and transactions involving many different attorneys and accountants, some of whom

may represent claimants or other parties in interest in the Debtors’ Chapter 11 cases. Given the

size of WilmerHale’s practice, it is virtually impossible to conceive of a major Chapter 11 case

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in which at least some of WilmerHale’s current or former clients, or their attorneys and

accountants, would not have business relationships with or hold claims against the Debtors.

However, in my experience, and in that of my partners representing debtors, creditors, and

trustees in Chapter 11, the fact that some current or former clients of WilmerHale, or their

attorneys and accountants, and in particular, the current and former clients of WilmerHale and

their attorneys and accountants described above, may hold claims against a debtor will not

impair WilmerHale’s ability to represent the Committee in these Chapter 11 cases.

40. WilmerHale may, from time to time, refer matters to certain of the Debtors’

Professionals and the professionals representing other parties in interest. Furthermore, certain of

the Debtors’ Professionals and the professionals representing other parties in interest may have

referred matters to WilmerHale. In my experience, occasional referrals to or from other

professional firms would in no way impair WilmerHale’s ability to represent its client in any

particular matter.

41. WilmerHale may have represented in the past and/or may currently represent or in the

future represent entities (other than parties in the attached exhibits) not currently known to

WilmerHale in matters wholly unrelated to the Debtors’ Chapter 11 cases who may be parties in

interest in these cases. To the extent that WilmerHale discovers any such information or needs

to update the information disclosed herein, WilmerHale will disclose such information by filing a

supplemental declaration pursuant to Bankruptcy Rule 2014.

42. None of WilmerHale’s representations of creditors or other parties in interest who are

involved in these Chapter 11 cases comprises a material component of WilmerHale’s practice,

nor does WilmerHale currently represent such parties on any issue relating to these Chapter 11

cases. To the best of my knowledge, the standard articulated by courts of the Second Circuit

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regarding the appointment of counsel by a creditors’ committee has been met by WilmerHale in

these cases. One bankruptcy court explains that counsel to a creditors’ committee, which owes a

fiduciary duty both to the committee and to the individual creditors that the committee

represents, may not represent any other entity that has an interest that is adverse to the individual

creditors’ interests in the Chapter 11 case. In re Mesta Machine Comp., 67 B.R. 151 (Bankr.

W.D. Pa. 1986). For the reasons stated herein, to the best of my knowledge, WilmerHale

represents no interests adverse to the interests of the Debtors’ individual creditors or the

Committee in these Chapter 11 cases and, therefore, is capable of fulfilling its fiduciary duty.

WilmerHale is Disinterested

43. I am, and each member of WilmerHale is, a “disinterested person” as that term is

defined in section 101(14) of the Bankruptcy Code. Specifically, I do not believe that the

connections between WilmerHale and the entities identified in this statement will in any way

impair WilmerHale’s ability to represent loyally and zealously the interests of the Debtors’

estates in connection with these Chapter 11 cases.

WilmerHale’s Rates and Billing Practices

44. WilmerHale will apply for compensation for professional services rendered in

connection with its representation of the Committee in these Chapter 11 cases and for

reimbursement of expenses incurred in connection therewith in accordance with the provisions of

the Bankruptcy Code, the Bankruptcy Rules, the United States Trustee Guidelines for Reviewing

Applications for Compensation and Reimbursement of Expenses Filed Under 11 U.S.C § 330

(the “Guidelines”), the Local Rules of Bankruptcy and Procedure of the United States

Bankruptcy Court for the Southern District of New York (the “Local Rules”), and orders of this

Court.

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45. Subject to approval of this Court and in compliance with applicable provisions of the

Bankruptcy Code, the Bankruptcy Rules, the Guidelines, the Local Rules, and orders of this

Court, WilmerHale will seek compensation for its professional services on an hourly basis, plus

reimbursement of actual, necessary expenses and other charges incurred by the firm. The

standard hourly rates of the attorneys and paraprofessionals presently designated to represent the

Committee generally range from $675 to $1,250 for partners; $675 to $835 for most counsel;

$395 to $695 for associates; and $195 to $455 for most categories of litigation support, research

and other paraprofessionals.2 The hourly rates set forth above are subject to periodic adjustments

in order to reflect economic and other conditions.

46. No promises have been received by WilmerHale or any partner, counsel or associate

thereof as to payment or compensation in connection with these cases other than in accordance

with the provisions of the Bankruptcy Code and the Bankruptcy Rules. WilmerHale has no

agreement with any other entity to share with such entity any compensation received by

WilmerHale. I have neither shared nor agreed to share, with any person other than partners,

counsel or associates of WilmerHale, any compensation or reimbursements to be received by

WilmerHale in connection with its services rendered in these cases.

Supplemental Disclosures

47. WilmerHale will continue to monitor its relationships with the creditors and other

parties in interest in the Debtors’ Chapter 11 cases. I shall amend this statement following my

learning that (A) any of the representations within are incorrect or (B) there is any change of

circumstances relating thereto.

48. I have reviewed the provisions of Local Rules 2014-1 and 2016-1.

2 Pursuant to its ordinary practices, WilmerHale generally revises its rates on January 1st of each year. The rates reflected herein are WilmerHale’s rates effective as of January 1, 2012.

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49. The foregoing constitutes the statement of WilmerHale pursuant to section 329 of the

Bankruptcy Code and Rules 2014(a) and 2016(b) of the Bankruptcy Rules.

I declare under penalty of perjury that the foregoing is true and correct to the best of my knowledge. Executed this 6th day of January, 2012. /s/ Andrew N. Goldman_______ Andrew N. Goldman

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EXHIBIT A

Current Entities Affiliated with the Debtors__________________________________________

Camridge Petroleum Headquarters LLC Gasway Inc. Getty Petroleum Marketing Inc.

Getty Terminals Corp. PT Petro Corp.

Current Directors and Officers____________________________________________________

Aaserod, Bjorn Baumgaurtner, Donna Cinque, Lorenzo Hanley, Scott

Karro, Scott Richer, David Romano, Salvatore Wallace, David

Banks________________________________________________________________________ Citibank JPMorgan Chase & Co.

Merrill Lynch Wells Fargo & Co.

Contract Counterparties_________________________________________________________

401K Advisors ADP Payroll Ajilon Professional Staffing Bank of America/Paymentech Chase Health Savings Account Cigna Eye Med Visions Care Getty Realty Corp. Hughes Network Systems, Inc.

IBM Credit LLC LexPath Technologies MassMutual Mindshift/Invision Mutual Oil Company Inc. Oxford PSG Consulting Reliastar Life and LTD

Equity Holders_________________________________________________________________

Cambridge Petroleum Holding Inc.

Insurers______________________________________________________________________

Ironshore Indemnity Inc. National Union Fire Insurance Co. of Pittsburgh PA New Hampshire Insurance Company

Starr Indemnity & Liability Co. State Farm Mutual Automobile Insurance Company Westport Insurance Corp. (Swiss Re)

Litigation Parties_______________________________________________________________

2211 Realty Abbasi, Sadhia

Alexander, John Angelini, Tricia

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Aponte, Yvonne Augustin, Martha Bande Development Barna, Anthony Bassett, Michael Best, Rosalyn Bocrest Station, LLC Bridgewater Water Department Budhram, Mahadeo Caidor, Mildrene Carmichael, Lisa Cohen, Eyal Cohen, Maryanna Coraopolis Water and Sewer Authority Correa, Jessica Devlin, Thomas James DiBuono, Iraci DiBuono, James Duguid, James Edelman, Marilyn Ellis-Robinson, Eunice Epps, Georgia Estate of Regina Schneider Fiseha, Amlaku Mezgebu Freed, Tatiana Garcia, Nicky GEICO Golceva, Dordi Graham, James Hammond, Jonathan Happiness Is Camping For Children With Cancer, Inc. Jacobson, John Jacobson, John JCMP Holdings Jean-Phillipe, Rose Manett Khindri & Horseblock, Inc. Local 268 Bronx, New York Local 58014, Bronx, New York Luciano, Chris Mayor and Council of Berlin Mennella, Vincent Miss Francine Day School II Mr. Roberts Convenience Store New Jersey Department of Environmental Protection

Augustin, Martha Bande Development Barna, Anthony Bassett, Michael Best, Rosalyn Bocrest Station, LLC Bridgewater Water Department Budhram, Mahadeo Caidor, Mildrene Carmichael, Lisa Cohen, Eyal Cohen, Maryanna Coraopolis Water and Sewer Authority Correa, Jessica Devlin, Thomas James DiBuono, Iraci DiBuono, James Duguid, James Edelman, Marilyn Ellis-Robinson, Eunice Epps, Georgia Estate of Regina Schneider Fiseha, Amlaku Mezgebu Freed, Tatiana Garcia, Nicky GEICO Golceva, Dordi Graham, James Hammond, Jonathan

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Professional Service Providers____________________________________________________

Anderson, Kill & Olick, P.C. Assante, Ciro Bleakly, Platt & Schmidt, LLP Brach Eichler LLC Cambridge Securities LLC DJS Consulting Inc.

Lester, Schwab, Katz & Dwyer LLP Raymond James & Associates Inc. Stendardi, Paul Thompson Hine LLP Van Duyne, Behren & Co, P.A.

Vendors_______________________________________________________________________

Alternative Fuels Trans Inc. ARFA Enterprises, Inc. ARG Trucking Corp. Citgo Petroleum Corp. Crompco Corp. Dyam Transport E.S.& H. Compliance Environmental Waste Treatment George E. Warren Corp. Global Petroleum Hughes Network Systems J M Sorge Inc. Lee Transport Systems , L.L.C.

Lukoil Pan Americas, LLC Mark Trans Inc. Metro Environmental Services Metro Terminals Corp. Papco Oil Company PCA Engineering Inc Prospect Transportation Inc. Small Trucking, Corp. South Jersey Fuel Tyree Environmental Corp. Tyree Service Corp. Warren Rogers Associates, Inc.

United States Trustee, Judges and Court Contacts for the Southern District of New York (and Key Staff Members)

Chapman, Shelley C. Davis, Tracey Hope Commision Stations and Subtenants________________________________________________

100-17 Beach Channel Dr. Corp. 100-17 Beach Channel Dr. Corp. 1133 Jerome Avenue Corp. 1133 Jerome Avenue Corp. 1160 Straight Path Tradingcorp 1160 Straight Path Tradingcorp 1164 Gas Inc. 1164 Gas Inc. 1224 Route 22, LLC 1245 Nepperham, LLC 1314 Sedgwick Avenue, LLC 1714 New York Ave., LLC 1714 New York Ave., LLC 185 East Lincoln, LLC 18th Avenue Auto Center, Inc.

18th Avenue Auto Center, Inc. 195 Leasing Corp. 195 Leasing Corp. 2 Montauk Highway LLC 262-12 Hillside Avenue 26-27 College Point Blvd #2 LLC 27 Raceway LLC 286 Ashburton Ave., LLC 286 Ashburton Ave., LLC 292 Railroad Ave., LLC 292 Railroad Ave., LLC 310 Bayshore Road, LLC 31-05 Queens Blvd., LLC 40 N.M.Corp. 40 N.M.Corp.

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440 Express Stop, LLC 440 Express Stop, LLC 49-25 Van Dam Street, LLC 600 White Plains Road 6126 Amboy Rd, LLC d/b/a MM&B Gar 6126 Amboy Rd, LLC d/b/a MM&B Gar 67 Quaker Ridge Road LLC 687 Route 109 Realty Corp. 69 BK Street, LLC 751 White Plains Road, LLC 755 White Plains Rd. LLC 857 Rt. 6 Mahopac LLC 9 W Auto Center Inc. 9 W. Auto Center Inc. A & H Investments USA Inc A & H Investments USA Inc. A & L Auto Repair Inc. A & L Auto Repair Inc. A & S Car Clean LLC A & S Car Clean LLC A&M Westchester Corp A&R Petroleum Inc. A&R Petroleum Inc. A-1 Auto Repair A-1 Auto Repair AA MM Auto Inc. AA MM Auto Inc. AALCARE Service LLC AALCARE Service LLC Abbasi, Sadhia Abdelkarim A Assaf d/b/a Good ABK Petroleum Corp ABK Petroleum Corp. AC Deli, Inc. Ace Auto Clinic, Inc. Ace Auto Clinic, Inc. Adams S/S at 11 E. Post Rd. Inc. Adams S/S At 11 E. Post Rd. Inc. Adelphi Auto Repair, Inc. Adelphi Auto Repair, Inc. Agate Auto Service Center Inc. Agate Auto Service Center,Inc. Aggarwal Brothers, Inc. Aggarwal Brothers, Inc. Aggregate Resources, Inc. Aggregate Resources, Inc.

Ahmad, Ali d/b/a Aga & Son Ahmad, Ali d/b/a Aga & Son Ahmad, Zubair Ahmed, Muktar A. Albzra, Ghyath Albzra, Ghyath Ali Khanian d/b/a One Stop Auto Ali Khanian d/b/a One Stop Auto All-Fleet Service, Inc. All-Fleet Service, Inc. Aman Enterprises Inc. Aman Enterprises Inc. Aman Group, Inc. Aman Group, Inc. Amar Energy Corp Amar Energy Corp. Amarfo, Inc. American Auto Repair, Inc AMSP, Inc Andover Quick Mart, LLC Andover Quick Mart, LLC Andrew I. Skillman AP & Son, Inc. A-Plus Auto Service Corp A-Plus Auto Service Corp. Ardsley Gas Station, Inc. Ardsley Gas Station, Inc. ARFA Enterprises, Inc. Arlington Gas Mart Inc. Arlington Gas Mart Inc. Asad Petroleum Inc. Asad Petroleum, Inc. Asad Petroleum, Inc. Assaf, Abdelkarim A Atacan Demirbulakli Ates, Hasim N. Auto Wiz Repair Shop, Inc. Auto Wiz Repair Shop, Inc. Autochopshop, Inc. Autochopshop, Inc. Avani Trading Corporation Avani Trading Corporation Avin Auto Service, LLC Avin Auto Service, LLC B&P Auto Repairs LLC B&P Auto Repairs LLC

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B2B Auto Care, Inc. B2B Auto Care, Inc. B2B Automotive Services, Inc. B2B Automotive Services,Inc Babita Petroleum Corp. Babita Petroleum Corp. Bailey Service Station Inc. Bailey Service Station Inc. Bajaj Gas And Convenience Inc. Bajaj Gas and Convenience Inc. Banwait Enterprises, Inc. Basbous, Abdul Basbous, Hamin Bayshore Convenience Inc. Bayshore Convenience Inc. Begum, S. Begum, S. Belleville Getty Beltway Energy Inc. Beltway Energy Inc. Bennington Service Betso Inc. Betso Inc. Betz, Carl Betz, Carl Bhalla, Sundeep S. BJP Energy LLC (Bali Bab) BKY Enterprise Corp. BKY Enterprise Corp. Bobby Petroleum Corp. Bobby Petroleum Corp. Bobby Petroleum Corp. Bobby Petroleum Corp. Bouchamoun, George Bouchamoun, George Brian Bosworth Bronx Auto Tire Inc. Bronx Auto Tire Inc. Bronx River Gas & Auto Care Inc. Bronx River Gas & Auto Care Inc. Bruckner/Virginia Service Station, Inc. Bruckner/Virginia Service Station, Inc. Bruther, Gregory Burke Ave. Automotive Inc. Burke Ave. Automotive Inc. Bustamante, Herbert

Bustamante, Herbert Campana Brothers Inc. Campana Brothers Inc. Car Life Auto Care, Inc. Car Life Auto Care, Inc. Carlisle Pike Pre-Owned, Inc. Carlisle Pike Pre-Owned, Inc. Carlson, Thomas Carlson, Thomas Carmel Usa Corp. Carmel USA Corp. Casablanca Auto Sales Casablanca Auto Sales Castro’s Enterprises, Inc. Castro's Enterprises, Inc. Causeway Food Zone Inc. Causeway Food Zone Inc. Cedar Point Service, Inc. Cedar Point Service, Inc. Central Getty Inc. Central Getty Inc. Chaudry, A. Chaudry, A. Chauhan, Ashok K. Cips Service Center Cips Service Center Clove-Victory LLC Clove-Victory LLC CML Foods Inc. CML Foods Inc. CNKC, LLC Colonial Auto Repair, LLC Colonial Auto Repair, LLC Complete Automotive Complete Automotive Conewago Valley School District – Philip E. Little, Collector Corner Service Station, Inc. Corner Service Station, Inc. Countryside Management Corp. Cox Autos, Inc. Cox Autos, Inc. Crown Petroleum, Inc. Crown Petroleum, Inc. D. & Lika Station Corp. D.& Lika Station Corp.

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D.P.Oil, Inc. D.P.Oil, Inc. Dajon Ventures Inc. Dajon Ventures Inc. Daniel J. Lynch Dantoni’s Service Center d/b/a M&B Gar Dantoni’s Service Center d/b/a M&B Gar Davis Service, Inc. Davis Service, Inc. Del & Del Enterprises, Inc. Del & Del Enterprises, Inc. Demirbulaki, Atacan Demirbulakli, Atacan Denver Auto Repair, Inc. Denver Auto Repair, Inc. Devang Inc. DHC Enterprises Inc. DHC Enterprises Inc. Dinunzio Corp. Dinunzio Corp. DNSV, Inc. Dobbs Ferry Food & Gas, Inc. Dobbs Ferry Food & Gas, Inc. Earle Bonini, Inc. East Hills Auto Care, Inc. East Hills Auto Care, Inc. East Meadow Service Center Inc. East Meadow Service Center Inc. East Side Auto Services Inc. East Side Auto Services Inc. Eden Dan 2 Inc. Eden Dan 2 Inc. Edward L. Grant Corp. Edward L. Grant Corp. Eesa Ahmer, Inc. Eesa Ahmer, Inc. Eliot Auto Service Inc. Eliot Auto Service Inc. Elizabeth Getty Elkins Park Getty Elmaria, Fouad M. Elsabaawy, M. Empire Petroleum Holdings, LLC Englewood Gas, LLC Englewood Gas, LLC Enterprise Rent-A-Car

Enterprise Rent-A-Car Eraslan, Hafiz Eraslan, Hafiz Ersa-1 Corp. Ersa-1 Corp. Escarpment Business Co II, LLC Escarpment Business Co II, LLC Esha Corp. Esha Corp. Evergreen Energy Enterprises LLC Evergreen Energyenterprises LLC F & A Petroleum, Inc. F & A Petroleum, Inc. F & B Service Station, Inc. F & B Service Station, Inc. F & D Mart, Inc. F & D Mart, Inc. F & E Auto Service Inc. F & E Auto Service Inc. F & K Brothers, Inc. F & K Brothers, Inc. Fanwood Getty Inc. Fanwood Getty Inc. Felbo Service Corp. Felbo Service Corp. Fioretti, Henry Fioretti, Henry & Roberta Fioretti, Roberta First Star Auto Repair Inc. First Star Auto Repair Inc. Five Star Auto Company Five Star Auto Company Five Star Automotive Service Inc. Five Star Automotive Service Inc. Flip’s LLC Flip’s LLC Fordham Road Auto Care Inc. Fordham Road Auto Care Inc. Fort Lee Mart, Inc. Fort Lee Mart, Inc. Four West Gas LLC Four West Gas LLC Fresco, David Fresco, Frank Fresh Store, Inc. Fresh Store, Inc.

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Froelich, Stephen M. Furlong Getty Gabby Roustic Gabby Roustic Ganesha, Inc. Ganesha, Inc. Gas Me & Auto Repair Inc. Gas Me & Auto Repair Inc. Gas On The Hill Ltd. Gas On The Hill Ltd. Gas Plus Store Inc. Gas Up America, Inc. Gas Up America, Inc. Gas We Serve, Inc. Gas We Serve, Inc. Genco Investments LLC Genco Investments LLC Gentile Automotive LLC Gentile Automotive LLC Geo Auto Repairs Inc. Geo Auto Repairs Inc. George P. Auto Repairs, Inc. George P. Auto Repairs, Inc. Georgica Services Ltd. Georgica Services Ltd. German F. Concepcion Getty Amc, Inc. Gill, Harbhajan Gill, Harbhajan Gjinko, Olsi Glendale Service Station Inc. Glendale Service Station Inc. Global Fuel Inc. Global Fuel Inc. Gomez, Victor d/b/a Aguas Buena Good Luck Service Station Inc. Good Luck Service Station Inc. Gradan LLC Grand KH Lee, Inc. Grand KH Lee, Inc. Great Neck Triumph, Inc. Great Neck Triumph, Inc. Green Valley Oil, LLC Grego, James Gregro, James & Wendy GRM Automotive Service

GRM Automotive Service Gujar Enterprise LLC Gujar Enterprise LLC Gurlen Group Inc. Gurlen Group Inc. Gurminder Singh Guru Mehar LLC Guru Mehar LLC Guru Star, Inc. Guru Star, Inc. H & H Food & Grocery Corp. H & H Food & Grocery Corp. H.T. Elmont Inc. H.T. Elmont Inc. Habashi, W. Hannavi, Haluk Hannavi, Haluk Hartaj Petroleum Inc. d/b/a Rubyk Hasbrouck Heights Gas, Inc. Hasbrouck Heights Gas, Inc. High Tech Automotive, LLC High Tech Automotive, LLC Holtzer, George Holtzer, George Holtzer, Joann Holtzer, Joann Hudson Gas & Auto Hudson Gas & Auto I And U Petroleum Inc. I And U Petroleum Inc. Interstate Equities Inc. Inwood Auto Service Corp Inwood Auto Service Corp. J & R Towne Auto LLC J & R Towne Auto LLC J & Z International Inc. J & Z International Inc. J&C Gas & Auto Repair Inc. J&C Gas & Auto Repair Inc. J.K. Petroleum Inc. Jai Mata Inc. Jai Mata Inc. Jay Auto Service, Inc. Jay Auto Service, Inc. Jay Management, Inc. Jay Management, Inc.

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Jimzo Minimart Corp. Jimzo Minimart Corp. JK Mart #2 JMD Auto Care Ltd. JMD Auto Care Ltd. JMJ Gas Corp. JMJ Gas Corp. John’s South Bay Service Inc. John’s South Bay Service Inc. JTE Service Station, Inc. JTE Service Station, Inc. Junction Station Incorporated Junction Station Incorporated JVET, Inc. Kadam Corp. Kanchan Auto Service, Inc. Kanchan Auto Service, Inc. Kanubhai Patel DBA Snk, Inc. Kartech NY, Inc. Kartech NY, Inc. Kaydee Enterprises, Inc. Kerrymen’s Property, Inc. Kerrymen's Property, Inc Kevins Quallicone Inc. Khan Auto Repairs, Inc. Khan Auto Repairs, Inc. Khan Auto Service, Inc. Khan Auto Service, Inc. Kim, Joo Han Kim, Joo Han Kim, Richard K. Kim, Richard K. Kishan & Jigar, Inc. Kiska Construction Corp. - USA Kozah, Hanna Kozah, Hanna Kumar, Jatinder Kumar, Jatinder Kumthala, Paulthek Kushans Enterprise, LLC Kyu Ung Lee & Sons Service Station, Inc. Kyu Ung Lee & Sons Service Station, Inc. L & I Quality Service Inc. L & I Quality Service Inc. L C Slater d/b/a Millerton Auto L C Slater d/b/a Millerton Auto.

Lake Street Fuel Corp. Lake Street Fuel Corp. Lal, Hussan Lal, Hussan LAP Petroleum LLC Latham Petroleum, Inc. Latham Petroleum, Inc. Lensky & Son Enterprises, Inc. Lensky And Son Enterprises Inc. LG Gas Station Corp. Liberty Lube & Service Inc. Lim, Chong H. LN Utility Corp. Long’s Automotive Long’s Automotive Loops Farmer Inc. Loops Farmer Inc. Los Amigos of NY Corp. Los Amigos of NY Corp. Lui & Son Corp. Lui & Son Corp. Lynch, Daniel J. M & R Mart, Inc. M & R Mart, Inc. M & S Gasmart, Inc. M & S Gasmart, Inc. M T A M Station, Inc. M TA M Station, Inc. MA & Sons, Inc. Maitri Corporation Maitri Corporation Mak Petroleum, Inc. Malcom & Company Corp. Malik Enterprises, Inc. Malik Enterprises, Inc. Manhasset Auto Diagnostic Inc. Manhasset Auto Diagnostic Inc. Mani Petro Line Inc. Mani Petro Line Inc. Manor Gas Mart Inc. Manor Gas Mart Inc. Mansour, LLC Mansour, LLC Maria Dos Santos d/b/a Flawles Beauty Salon Marine Park Service Station, Inc. Marine Park Service Station, Inc.

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Marston, Shaun A. Marston, Shaun A. Mastory Automotive Serv. Inc. Mastory Automotive Service Inc. Matt’s Truck & Auto Repair, Inc. Matt's Truck & Auto Repair, Inc. MCA Service Corp. MD Wahid Corporation MD Wahid Corporation Metro Goodies LLC Metro, Inc. Metro, Inc. Metro, Inc. Mian Petroleum Inc. Mian Petroleum Inc. Michele’s Bway Stylists Inc. Midland Park Getty Mikhelson, Grigoriy Mikhelson, Grigoriy MLJC, Inc. MMF Inc. MMF Inc. MNZ Mart, Inc . MNZ Mart, Inc. Montvale Auto Spa, LLC Montvale Auto Spa, LLC Morez, Inc. Morrisville Services LLC Motta's Country Gardens, Inc. Motta's Country Gardens, Inc. N & J Auto Repairs, Inc N & J Auto Repairs, Inc. N & N Mobil Mart, Inc. N & N Mobil Mart, Inc. Nabil & Niamul Management Inc. Nabil & Niamul Management Inc. Naranda, Inc. Nasren Sons Inc. Nasren Sons Inc. Nate Auto Care, Inc. Nate Auto Care, Inc. Neet Enterprises Ltd Neet Enterprises Ltd. Neffsville Bagels Inc. Neffsville Bagels Inc. Neil’s Automotive, Inc.

Neil’s Automotive, Inc. New Bronx River Parking Inc. New Way Gas Inc. New Way Gas Inc. Niagara Petroleum Mart, Inc. Niagara Petroleum Mart, Inc. Nick Davvetas d/b/a Columbia D Nick Davvetas d/b/a Columbia D Nino Auto Repair, Inc. Nino Auto Repair,Inc. Nisan Service Station, Inc. Nitya Trading Inc. Nobert Allen Stewart Jr. Noel, Joseph C. Northfield Auto Service Inc. Northfield Auto Service Inc. Nyugen, Than N. O’Keefe, Robert O’Keefe, Robert Ocean Ave Auto Center Inc. Ocean Ave. Auto Center Inc. Ocean City Getty Olsen Automotive, Inc Olsen Automotive, Inc. Olsi Gjinko Om-Namay Shiway LLC Om-Namay Shiway LLC One Pleasantville Road, LLC One Shot Wireless One Shot Wireless One Stop 86 St. Inc. One Stop 86 St. Inc. Ossining Snack Shop Inc. Ossining Snack Shop Inc. Oxford Getty, Inc. Ozone Management Inc. Ozone Management Inc. P & R Petroleum, Inc. P & R Petroleum, Inc. P.E.H. Auto Center, Corp. P.E.H. Auto Center, Corp. Pamar Petroleum LLC Pamar Petroleum LLC Parkville of Saint James Inc. Pasmel Property, Inc. Pat’s Garage, Inc.

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Patel, Amitkumar Patel, Amitkumar Patel, Kanubhal Patel, Sarfarez Patel, Sarfarez Pat's Garage, Inc. Peke Petroleum, Inc. Peke Petroleum, Inc. Pelham Parkway Services Inc. Pelham Parkway Services Inc. Pequa Automotive, Inc. Pequa Automotive, Inc. Performance Trans, Inc. Petromarsh, Inc. Petromarsh, Inc. Philips Mart, Inc. Pine Bush Petrol, Inc. Pine Bush Petrol, Inc. Piyush A. Shah Pleasant Briar Service Station, Inc. Pleasant Briar Service Station, Inc. Popoli Service Station, Inc. Popoli Service Station, Inc. Pramukh Food, Inc. Pullu Corporation Quality Auto Repair, Inc. Quality Auto Repair, Inc. Quallicone, Inc. Quick Petroleum Inc. Quick Petroleum Inc. Quick Stop Mart, Inc. Quick Stop Mart, Inc. R & D Petroleum Inc. R & D Petroleum Inc. Rail Auto Service Inc. Rail Auto Service Inc. Rajpet, Inc. Rajpet, Inc. Ram Sunrise Inc. Ram Sunrise Inc. Ramay Enterprises LLC Ramay Enterprises LLC Rasila Mart Inc. Rasila Mart Inc. Rawal Petroleum Inc. Rawal Petroleum Inc.

RDS Service Center LLC RDS Service Center LLC Reagan's Service, Inc. Refaat, Ibrahim Ricciardi Automotive, Inc. Richard Leaper Service Center Right Service Station, Inc. Right Service Station, Inc. Robustelli, Robert Robustelli, Robert Roosevelt, Inc. Roosevelt, Inc. Ropri Enterprises Ropri Enterprises RS Oil & Gas LLC RS Oil & Gas LLC S & R Inc. S & R Inc. S &P Automotive, Inc. S Great Auto Inc. S Great Auto Inc. S&D Motor Aid Inc. S&D Motor Aid Inc. S&J&I Corporation S&J&I Corporation Saba Saba, Inc. Saba Saba, Inc. Sadhia Abbasi Saeed, Jamshed Saeed, Jamshed Saeed, Khalid Saeed, Khalid Sahay Management LLC Sai Bina Corporation Sai Bina Corporation SAI Group Enterprises, Inc. SAI Group Enterprises, Inc. Sai Ram Enterprises Inc. Salimi, Abdur R. Salimi, Abdur R. Sanaa Petroleum, Inc. Sanaa Petroleum, Inc. Sandy’s Service, Inc. Sandy's Service, Inc. Sant Petroleum, Inc. Santa Fuel, Inc.

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Sark Corp. Sark Corp. Sedkam, Inc. Sedkam, Inc. Seema Kumar LLC Seema Kumar LLC Shah Petroleum, Inc. Shah Petroleum, Inc. Shah, Piyush A. Shah, Samina Shakti and Laxmi Corp. Shakti and Laxmi Corp. Shamraz, Shahid Shamraz, Shahid Shan & Co. Inc Shan & Co. Inc. Shivam Corp. Shivam Corp. Shivm Petroleum Inc. Shivm Petroleum Inc. Showtime Express Lube Inc. Showtime Express Lube Inc. Shree Hari Auto Inc. Shree Hari Auto Inc. Shree Narayan Corporation Shrub Oak Auto, Inc. Shrub Oak Auto, Inc. Shumaker’s Service Inc. Siddhi, LLC Singh, Darshan Singh, Lakhwinder Singh, Tejinder SK Auto Repair LLC SK Auto Repair LLC Ska Mini Mart, Inc. SKA Mini Mart, Inc. Skillman, Andrew I. Soufan, Michael Soufan, Michael South Hylan LLC South Hylan LLC South Side Sandwich Shop LLC South Side Sandwich Shop LLC Southview, Inc. Southview, Inc. Sparti Station Inc.

Sparti Station Inc. Splended Star Corp. Splended Star Corp. SSJ Friends, LLC SSJ Friends, LLC Stan’s Service Center Inc. Standard Petroleum, Inc. Stan's Service Center Inc. Star Central Auto, LLC Star Central Auto, LLC Star Central Motors, LLC Star Central Motors, LLC Stephen M. Froelich Stewart Jr., Nobert Allen Sunny Triangle, Inc. Sunny Triangle, Inc. Sunset Service Station, Inc. Sunset Service Station, Inc. Suri, Paramjit Singh Suri, Paramjit Singh Swami Auto Repair Inc. Swami Auto Repair Inc. Swami Auto Repairs 2, Inc Swami Auto Repairs 2, Inc. T.E.K. Corporation T.E.K. Corporation Tejinder Singh Than N. Nyugen Tip Top Mart Plus, Inc. Tip Top Mart Plus, Inc. Tony & Prem Service Station Inc. Tony & Premium Service Station Inc. Tony Atlas, Inc. Tony Atlas, Inc. Top Cat Management Corporation ARFA Enterprises, Inc. Top Cat Management Corporation Toporowski, Joseph Toto Auto Service Center, LLC Trappe Auto Service, Inc. Tremillo, Mario Vasquez Tremillo, Mario Vasquez Tresh Enterprises, Inc. Tresh Enterprises, Inc. Tuckahoe Gas & Mart Inc. Tuckahoe Gas & Mart Inc.

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Twin County Collision U.S. Petroleum, Inc U.S. Petroleum, Inc. UF Ruihong Inc. UF Ruihong Inc. Umar Enterprise, Inc. V & V Auto Services, Inc. V.F. Franklin Ave. Inc. V.F. Franklin Avenue Inc. Van Vranken Enterprises, Inc. Van Vranken Enterprises,Inc. Vanita Trading Inc. Vedat Service Corp. Vedat Service Corp. VIB Enterprises Inc. VIB Enterprises Inc. Victor Gomez d/b/a Aguas Buena VSB Enterprises, Inc. VSB Enterprises, Inc. VSN, LLC Wafaa Habashi & Mervat Wantagh & Hempstead Gas, Inc. Wantagh & Hempstead Gas, Inc. Wantagh Ave. Automotive Inc. Wantagh Ave. Automotive Inc. Waterfront Gas & Convenience LLC Waterfront Gas & Convenience LLC Wave Green, Inc. Wave Green, Inc. Webster Gas Corp. Wegricht, George Wegricht, George West Islip Convenience,Inc. Whitten, Phillip L.

Whitten, Phillip L. Wild Ridge Service Center Wild Ridge Service Center Wizard Cars II, Inc. Wizard Cars II, Inc. Woodbridge Transmission Specia Woodbridge Transmission Specialists Wyandanch Getty Yaphank Gas Corp. Yaphank Gas Corp. Yasasny Inc. Yasasny Inc. Yayla, Inci Yayla, Mehmet Yim, Seongmin Yim, Seongmin YMCS Repair & Gas Service Station, LLC YMCS Repair & Gas Service Station, LLC YMCS Repair & Gasoline SS LLC Yonkers Central Energy Services Inc. Yonkers Central Energy Services Inc. Young Lee Corp. Young Lee Corp. Your Town Garage, Inc. Z Z Petroleum Z Z Petroleum Zamzam Service Station, Inc. Zamzam Service Station,Inc. Zebrowski, William Zman Brothers Inc. Zman Brothers Inc. Zoom Car Spa, LLC Zoom Car Spa, LLC

Governmental Authorities________________________________________________________

Abington School District Abington Township Abington Township - Max M. Solomon, Tax Collector Albany Water Board Albertson Water District Allegany County Tax & Utility Amity Township Amity Township - Dean E. Fronheiser, Tax Collector

Asbury Park Sewer Department Auburn Water District Audubon Borough Bayonne M.U.A. Benards Township Sewerage Authority Bensalem, PA - Ray Wall, Treasurer Berkeley Heights Township Berks County Services Center - Nelson H Long, Cpa, Treasurer Bethpage Water District

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Big Cove Tannery - Julie A Shearer, Tax Collector Boiling Springs - Robert C. Cairns, Tax Collector Borough of Adamstown Borough of Aldan- Tax Collector Borough of Belmar Borough of Bergenfield Borough of Clifton Heights Borough of Columbia Borough of Conshohocken Authority Borough of Doylestown Borough of Eatontown Borough of Fanwood Borough of Flemington Borough of Fort Lee Borough of Garwood Borough of Hamburg Borough of Hamburg - Casey M. Moser, Tax Collector Borough of Hasbrouck Heights Borough of Hawthorne Borough of Keyport Borough of Lindenwold Borough of Lodi Borough of Madison Borough of Magnolia Borough of Magnolia Utility Borough of Media - Robert Dimond, Tax Collector Borough of Metuchen Borough of Middlesex Borough of Midland Park Borough of Monmouth Beach Borough of Morris Plains Borough of Mountainside Borough of Naugatuck Borough of New Milford Borough of North Arlington Borough of North Plainfield Borough of Paramus Borough of Phoenixville Borough of Pine Hill Borough of Pottstown Borough of Quakertown Borough of Ridgefield

Boiling Springs - Robert C. Cairns, Tax Collector Borough of Adamstown Borough of Aldan- Tax Collector Borough of Belmar Borough of Bergenfield Borough of Clifton Heights Borough of Columbia Borough of Conshohocken Authority Borough of Doylestown Borough of Eatontown Borough of Fanwood Borough of Flemington Borough of Fort Lee Borough of Garwood Borough of Hamburg Borough of Hamburg - Casey M. Moser, Tax Collector Borough of Hasbrouck Heights Borough of Hawthorne Borough of Keyport Borough of Lindenwold Borough of Lodi Borough of Madison Borough of Magnolia Borough of Magnolia Utility Borough of Media - Robert Dimond, Tax Collector Borough of Metuchen Borough of Middlesex Borough of Midland Park Borough of Monmouth Beach Borough of Morris Plains Borough of Mountainside Borough of Naugatuck Borough of New Milford Borough of North Arlington Borough of North Plainfield Borough of Paramus Borough of Phoenixville Borough of Pine Hill Borough of Pottstown Borough of Quakertown Borough of Ridgefield

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City of Buffalo City of Buffalo Div. of Water City of Chesapeake City of Clifton City of East Orange City of East Providence City of Elizabeth City of Everett City of Fall River City of Gardner City of Garfield City of Garfield Water Dept. City of Hartford Tax Collector City of Haverhill City of Holyoke, Tax Collector City of Jersey City City of Kingston, Treasurer City of Lebanon Authority City of Leominster City of Lewiston City of Long Branch City of Manchester City of Medford City of Meriden City of Methuen City of Methuen- Water & Sewer City of Middletown City of Middletown, Tax Collector City of Milford, Tax Collector City of Mount Vernon City of Nashua, Tax Collector City of New Britain City of New Haven City of New Haven Treasurer City of New Rochelle City of New York Finance Administrator City of New York Finance Commissioner City of New York Fire Dept. City of Newark Fire Dept. City of Newark, Payroll Tax City of Newark, Tax Collector City of Newton City of North Adams City of Norwalk City of Norwich City of Ocean City

City of Buffalo Div. of Water City of Chesapeake City of Clifton City of East Orange City of East Providence City of Elizabeth City of Everett City of Fall River City of Gardner City of Garfield City of Garfield Water Dept. City of Hartford Tax Collector City of Haverhill City of Holyoke, Tax Collector City of Jersey City City of Kingston, Treasurer City of Lebanon Authority City of Leominster City of Lewiston City of Long Branch City of Manchester City of Medford City of Meriden City of Methuen City of Methuen- Water & Sewer City of Middletown City of Middletown, Tax Collector City of Milford, Tax Collector City of Mount Vernon City of Nashua, Tax Collector City of New Britain City of New Haven City of New Haven Treasurer City of New Rochelle City of New York Finance Administrator City of New York Finance Commissioner City of New York Fire Dept. City of Newark Fire Dept. City of Newark, Payroll Tax City of Newark, Tax Collector City of Newton City of North Adams City of Norwalk City of Norwich City of Ocean City

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Clark Township Sewer Utility Clerk of Town of Orange Clifton Tax Collector Colchester Sewer Collector of Wpca Revenues Columbia Borough School District Commonwealth of Pennsylvania - Ustif Conewago Valley School Dist. Connecticut Commissioner of Revenue Services Connecticut Department of Enviromental Protection Connecticut Department of Environmental Protection Connecticut Secretary Of State Connecticut State Administor Unemployment Compensation County of Essex County of Lehigh County of Loudoun County of Nassau Treasurer, Cumru Townshipr - Kathleen S. Sonnen, Tax Collector Dallastown Area School Dist. Daniel Boone Area School Dist. Dedham-Westwood Water District Delaware County Delaware Division of Revenue Delmar, New York Receiver of Taxes Deptford Township Municipal Derry - Tax Collector Division/Real Estate Services New York, Ny Dover Township Dover Water Commissioners Doylestown Borough Tax Collector Duke, Duke - Chester County Treasurer Dutchess County Dept. of Health Dutchess County Finance Commissioner East Lampeter Township East Meadow Fire Department East Norriton - Kenneth Lahner, Tax Collector East Norriton Township East Orange Water Commission East Orange Water Dept.

Clerk of Town of Orange Clifton Tax Collector Colchester Sewer Collector of Wpca Revenues Columbia Borough School District Commonwealth of Pennsylvania - Ustif Conewago Valley School Dist. Connecticut Commissioner of Revenue Services Connecticut Department of Enviromental Protection Connecticut Department of Environmental Protection Connecticut Secretary Of State Connecticut State Administor Unemployment Compensation County of Essex County of Lehigh County of Loudoun County of Nassau Treasurer, Cumru Townshipr - Kathleen S. Sonnen, Tax Collector Dallastown Area School Dist. Daniel Boone Area School Dist. Dedham-Westwood Water District Delaware County Delaware Division of Revenue Delmar, New York Receiver of Taxes Deptford Township Municipal Derry - Tax Collector Division/Real Estate Services New York, Ny Dover Township Dover Water Commissioners Doylestown Borough Tax Collector Duke, Duke - Chester County Treasurer Dutchess County Dept. of Health Dutchess County Finance Commissioner East Lampeter Township East Meadow Fire Department East Norriton - Kenneth Lahner, Tax Collector East Norriton Township East Orange Water Commission East Orange Water Dept.

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Hyannis Water System Hyde Park Fire & Water Dist. Inc. Village of Brightwaters Inc. Village of Cedarhurst Inc. Village of East Hills Inc. Village of Mineola Jericho Water District Jersey Central Power & Light Jersey City M.V.A. Kenhorst Borough- Joanna L. Roche, Tax Collector Kent County Water Authority Kingston Water Dept. Lackawanna City Treasurer Lancaster Area Sewer Authority Lancaster Country - Tom Vecchiolli, Tax Collector Lancaster County Treasurer Lanesborough Village Latham Water District Lawrence Township Tax Collector Leacock Township Leacock Township Sewer Authority Lebanon County Treasurer Levittown, PA - Ray Chapman, Tax Collector Littlestown Borough - Stacey Motter, Tax Collector Long Branch Sewerage Authority Lopatcong Township Tax Collector Lower Pottsgrove Authority Lower Southampton Township Madonna Heights Mahwah Tax Collector Maine Secretary Of State Malta Tax Receiver Manalapan Township Manchester E.P.D. Manheim Township School Dist. Manheim Township-Tax Collector Mantua Township Maryland Sales & Use Tax Division Maryland State Dept. of Assessments & Taxation Massapequa Water District McConnellsburg Borough

Hyde Park Fire & Water Dist. Inc. Village of Brightwaters Inc. Village of Cedarhurst Inc. Village of East Hills Inc. Village of Mineola Jericho Water District Jersey Central Power & Light Jersey City M.V.A. Kenhorst Borough- Joanna L. Roche, Tax Collector Kent County Water Authority Kingston Water Dept. Lackawanna City Treasurer Lancaster Area Sewer Authority Lancaster Country - Tom Vecchiolli, Tax Collector Lancaster County Treasurer Lanesborough Village Latham Water District Lawrence Township Tax Collector Leacock Township Leacock Township Sewer Authority Lebanon County Treasurer Levittown, PA - Ray Chapman, Tax Collector Littlestown Borough - Stacey Motter, Tax Collector Long Branch Sewerage Authority Lopatcong Township Tax Collector Lower Pottsgrove Authority Lower Southampton Township Madonna Heights Mahwah Tax Collector Maine Secretary Of State Malta Tax Receiver Manalapan Township Manchester E.P.D. Manheim Township School Dist. Manheim Township-Tax Collector Mantua Township Maryland Sales & Use Tax Division Maryland State Dept. of Assessments & Taxation Massapequa Water District McConnellsburg Borough

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New York City Finance Commissioner New York City Fire Department New York City Water Board New York County Clerk New York Dept.of Environmental Conservation New York Sales Tax Bureau New York State Child Support Processing New York State Commisioner of Motor Vehicles New York State Commissioner - Taxation & Finance New York State Dept. of State New York State Dept. of Taxation & Finance New York State Dept. of Transportation New York Umemployment Insurance Newark, New Jersey Receiver of Taxes Newton Tax Collector Niagara County Treasurer Niagara Falls Water Board NJ Family Support Payment Ctr North Bergen M.U.A. North Haven Tax Collector, North Hudson Sewer Authority North Manheim Township North Penn Water Authority North Wales Water Authority Northampton Bucks County Northampton Township Bucks County Northeast Tax Collector Norwalk, Ct First Taxing District Nutley Township Nutley Township NYACS NYC Dept. Finance - Manhattan NYC Dept. of Environmental Protection NYC Dept. of Finance NYC Dept. of Finance - Bronx NYC Dept. of Finance - Brooklyn NYC Dept. of Finance - Manhattan NYC Dept. of Finance - Queens NYC Dept. of Finance - Staten Island NYSSCPA Old Bridge Mua Onset Water Dept.

New York City Fire Department New York City Water Board New York County Clerk New York Dept.of Environmental Conservation New York Sales Tax Bureau New York State Child Support Processing New York State Commisioner of Motor Vehicles New York State Commissioner - Taxation & Finance New York State Dept. of State New York State Dept. of Taxation & Finance New York State Dept. of Transportation New York Umemployment Insurance Newark, New Jersey Receiver of Taxes Newton Tax Collector Niagara County Treasurer Niagara Falls Water Board NJ Family Support Payment Ctr North Bergen M.U.A. North Haven Tax Collector, North Hudson Sewer Authority North Manheim Township North Penn Water Authority North Wales Water Authority Northampton Bucks County Northampton Township Bucks County Northeast Tax Collector Norwalk, Ct First Taxing District Nutley Township Nutley Township NYACS NYC Dept. Finance - Manhattan NYC Dept. of Environmental Protection NYC Dept. of Finance NYC Dept. of Finance - Bronx NYC Dept. of Finance - Brooklyn NYC Dept. of Finance - Manhattan NYC Dept. of Finance - Queens NYC Dept. of Finance - Staten Island NYSSCPA Old Bridge Mua Onset Water Dept.

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S. Middleton Township Authority Sadsbury Township Sadsbury Township Municipal Saint Clair Borough Schenectady City Sd Schuylkill County Municipal Seabrook Water Dept. Seekonk Water District Shendendehowa Csd Taxes Simsbury - Tax Collector Somerville Borough South Colonie Central School South Fire District Tax Collector South Glens Falls Csd South Hadley, Ma Water Department - Fire District No.1 Southeast Morris County M.U.A. Southern Delaware County Authority Southington Board of Water CommisionerSouthington Sewer Department Spring Garden Township Springfield Water & Sewer Commisioner State of Connecticut Treasurer State of Connecticut Treasurer State of Delaware State of Delaware Secretary of State State of Maine Treasurer State of Maine Treasurer, State of New Hampshire State of New Hampshire - Road Toll State of New Hampshire Treasurer State of New Jersey State of New Jersey Treasurer State of New Jersey Treasurer, State of New York State of New York Comptroller State of Vermont Treasurer State Treasurer of Maine Stratford Municipal Sewer Suffolk County Dept. of Health Services Suffolk County Sewer Dist. Suffolk County Water Authority Taunton Water Dept. The Borough of Littlestown The City Court of Yonkers The Glouster Township M.U.A.

Sadsbury Township Sadsbury Township Municipal Saint Clair Borough Schenectady City Sd Schuylkill County Municipal Seabrook Water Dept. Seekonk Water District Shendendehowa Csd Taxes Simsbury - Tax Collector Somerville Borough South Colonie Central School South Fire District Tax Collector South Glens Falls Csd South Hadley, Ma Water Department - Fire District No.1 Southeast Morris County M.U.A. Southern Delaware County Authority Southington Board of Water CommisionerSouthington Sewer Department Spring Garden Township Springfield Water & Sewer Commisioner State of Connecticut Treasurer State of Connecticut Treasurer State of Delaware State of Delaware Secretary of State State of Maine Treasurer State of Maine Treasurer, State of New Hampshire State of New Hampshire - Road Toll State of New Hampshire Treasurer State of New Jersey State of New Jersey Treasurer State of New Jersey Treasurer, State of New York State of New York Comptroller State of Vermont Treasurer State Treasurer of Maine Stratford Municipal Sewer Suffolk County Dept. of Health Services Suffolk County Sewer Dist. Suffolk County Water Authority Taunton Water Dept. The Borough of Littlestown The City Court of Yonkers The Glouster Township M.U.A.

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Town of East Bridgewater Town of East Greenwich Town of East Hampton Town of East Hartford Town of Eastchester Town of Easton Town of Easton Water Division Town of Enfield Town of Epping Town of Epsom Town of Esopus Town of Exeter Town of Fairfield Town of Fairhaven Town of Falmouth Town of Fort Edward Town of Foxborough Town of Franklin Town of Georgetown Town of Georgetown Water Dept. Town of Ghent Town of Glenville Town of Gorham Town of Grafton Treasurer/Collector Town of Granby Town of Great Barrington Town of Greenwich Town of Guilderland Town of Guilford Town of Hadley Town of Halfmoon Town of Hamden Town of Hammontown Water Dept Town of Hampton Town of Hancock Town of Hanover Town of Hartford Town of Harwich Town of Haverstraw Town of Hingham Town of Holbrook Town of Huntington Town of Hyde Park Town of Ipswich Town of Islip Town of Johnstown

Town of East Greenwich Town of East Hampton Town of East Hartford Town of Eastchester Town of Easton Town of Easton Water Division Town of Enfield Town of Epping Town of Epsom Town of Esopus Town of Exeter Town of Fairfield Town of Fairhaven Town of Falmouth Town of Fort Edward Town of Foxborough Town of Franklin Town of Georgetown Town of Georgetown Water Dept. Town of Ghent Town of Glenville Town of Gorham Town of Grafton Treasurer/Collector Town of Granby Town of Great Barrington Town of Greenwich Town of Guilderland Town of Guilford Town of Hadley Town of Halfmoon Town of Hamden Town of Hammontown Water Dept Town of Hampton Town of Hancock Town of Hanover Town of Hartford Town of Harwich Town of Haverstraw Town of Hingham Town of Holbrook Town of Huntington Town of Hyde Park Town of Ipswich Town of Islip Town of Johnstown

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Town of Pelham Tax Collector Town of Pembroke Town of Plainfield Town of Plainville Town of Plaistow Town of Pleasant Valley Town of Plymouth Town of Portsmouth Town of Poughkeepsie Town of Queensbury Town of Randolph Town of Randolph Town of Reading Town of Rhinebeck Town of Ridgefield Town of Riverhead Town of Rockland Town of Rotterdam Town of Salem Town of Salisbury Town of Sanford Town of Saugerties Town of Saugus Town of Schaghticoke Town of Seabrook Town of Seekonk Tax Collector Town of Smithtown Town of Smithtown General Fund Town of Somerset Town of Somerset Water Dept. Town of South Hadley Town of South Kingston Town of South Windsor Town of Southampton Town of Southbridge Tax Collector Town of Southeast Town of Southington Town of Stafford Town of Sterling Town of Stony Point Town of Stoughton Town of Stratford Town of Sutton Town of Tewksbury Town of Tolland Town of Tolland Water Fund

Town of Pembroke Town of Plainfield Town of Plainville Town of Plaistow Town of Pleasant Valley Town of Plymouth Town of Portsmouth Town of Poughkeepsie Town of Queensbury Town of Randolph Town of Randolph Town of Reading Town of Rhinebeck Town of Ridgefield Town of Riverhead Town of Rockland Town of Rotterdam Town of Salem Town of Salisbury Town of Sanford Town of Saugerties Town of Saugus Town of Schaghticoke Town of Seabrook Town of Seekonk Tax Collector Town of Smithtown Town of Smithtown General Fund Town of Somerset Town of Somerset Water Dept. Town of South Hadley Town of South Kingston Town of South Windsor Town of Southampton Town of Southbridge Tax Collector Town of Southeast Town of Southington Town of Stafford Town of Sterling Town of Stony Point Town of Stoughton Town of Stratford Town of Sutton Town of Tewksbury Town of Tolland Town of Tolland Water Fund

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Township of Howell Township of Irvington Township of Jefferson Tax Collector Township of Lakewood Township of Livingston Township of Lyndhurst Township of Mahwah Township of Mantua Township of Middletown Township of Montville Township of Moorestown Township of Neptune Township of North Bergen Township of Ocean Township of Ocean Sewerage Township of Old Bridge Township of Palmer Township of Scotch Plains Township of South Orange Village Township of Union Township of Upper Chichester Township of Vernon Township of Warminster Township of Waterford Township of Wayne Township of West Deptford Township of West Milford Township of West Orange Township of West Windsor Township of Woodbridge Township of Wyckoff Treasurer of Frederick County Treasurer of Virginia Trenton Water Works Tyngsborough Water District U.S. Customs Service U.S. Dept. of Transportation Union County Union Fire District Union Township Sewer Utility United States of America Treasurer United States Postal Service United States Treasury Upper Darby Township Upper Gwynedd Township Upper Leacock Township

Township of Irvington Township of Jefferson Tax Collector Township of Lakewood Township of Livingston Township of Lyndhurst Township of Mahwah Township of Mantua Township of Middletown Township of Montville Township of Moorestown Township of Neptune Township of North Bergen Township of Ocean Township of Ocean Sewerage Township of Old Bridge Township of Palmer Township of Scotch Plains Township of South Orange Village Township of Union Township of Upper Chichester Township of Vernon Township of Warminster Township of Waterford Township of Wayne Township of West Deptford Township of West Milford Township of West Orange Township of West Windsor Township of Woodbridge Township of Wyckoff Treasurer of Frederick County Treasurer of Virginia Trenton Water Works Tyngsborough Water District U.S. Customs Service U.S. Dept. of Transportation Union County Union Fire District Union Township Sewer Utility United States of America Treasurer United States Postal Service United States Treasury Upper Darby Township Upper Gwynedd Township Upper Leacock Township

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Warrensburg Central Sch. Dist. Warrensburg Water District Warwick Township Warwick Township Tax Collector Warwick Water Division Washington County Treasurer Washington D.C.Treasurer Washington Township Waste System Authority of Eastern Montgomery Water Authority Of Great Neck Watertown Fire District Wauregan Fire Dist. West Cocalico Township West Cocalico Township Authority West Deptford Township West Hanover Township West Haverstraw Justice Court West Hempfield Township West Hempstead-Hempstead Gardens West Manchester Township West Reading Tax Collector West Virginia Secretary of State West Windsor Township Westampton Township Westbury Water District Westchester County Westchester Joint Waterworks Willingboro Municipal Willingboro Township Wyomissing Tax Collector York County - Michelle Ross, Tax Collector York Township

General Creditors_______________________________________________________________

1100 Main St. Coventry, LLC 570 Sunrise Trading Corp A & L Cesspool Service Corp. Action Calendar & Specialty Co Adams Service Station Adirondack Envir. Srvcs, Inc. Advanced Fueling Systems Inc Akin Gump Strauss Hauer & Albany Welding Supply Co d/b/a American Compressed Gases Inc.

Anderson Kill & Olick, P.C. Andover Borough Andre, Mitchell Aqua Pennsylvania Aquarion Water Co. of Mass. Aquarion Water Company of Ct. Aramark Refreshment Services Aramark Refreshment Services Aramark Uniform Services Archery Paint & Plaster, Inc

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Arendtsville Borough Arfa Enterprises, Inc. AS Computer Systems, LLC Atlantic City Electric Co. Atlantic Product Services , Inc BCWSA Bionol Clearfield LLC Blackstone Prime Auto Service Bleakley Platt & Schmidt, LLP Bonneauville Borough Boro of Keyport-Utililty Borough of Carlisle Borough of Ephrata Boston Water & Sewer Commission Brach Eichler LLC Broadview Networks Brookfield Auto Works, Inc.L/L Bruneau’s Garage Burns & Levinson LLP C-3 Technologies, LLC Cairo Sewer District Camden County Div. of Health & Camin Cargo Control, Inc. CCH Inc. Central Hudson Central Hudson Central Maine Power Co. Certified Climate Control Charles Casa & Son Inc Chester Water Authority Childs Engineering Corp. Chris’ Coffee Service Inc. Christian, Robert W. CIMCO Construction & Masonry Cintas Corporation #111 Citgo Petroleum Corp. Citibank, N.A. City of Attleboro City of Brockton, City Clerk City of Danbury City of Fitchburg City of Lancaster City of Lowell City of New Bedford City of New London City of New York

City of Newark City of Oranston City of Philadelphia City of Reading City of Rochester City of Worcester Clear Channel Columbia Water Co. Commonwealth of Massachusetts Commonwealth of Massachusetts Con Edison Con Edison Connecticut Light & Power Co. Cooley Manion Jones LLP Corestates, Inc. Crompco Corp. Cronin Cronin & Harris, PC Cumberland, Ri-Water Dad & Sons Inc. Department of Consumer Affairs Donahue, Tucker & Ciandella E.A.J. Automatic Lawn E.S.& H. Compliance Eastern Connection Edwards Angell Palmer & Dodge Ehrlich Termite & Pest Control Electronic Control Systems Empro Products Co. Empro Products Co. Environmental Strategy Equipment & Meter Services Inc Eric Palatnik, P.C. Exxon Mobil Oil Corporation E-Z Pass Customer Service Ctr F&B Fuel Oil Co. Inc Federal Express Ferrara Electric, Inc. Fleet Services Flint Hills Resources, LP Four Star Petroleum Serv. Inc. Fox Rothschild LLP Friedman Gaythwaite Wolf & Garda CL Atlantic, Inc. General Utilities, Inc. Genisis Landscaping Getty Properties Corp.

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GNHWPCA Grainger Green Valley Oil, LLC Groundwater & Environmental Services, Inc. Hazardville Water Company Inc. Village of Rockville Ctr. Island Transportation Corp. J. Cocuzzo Paving Inc. Jersey City M.U.A. John M. Ellsworth Co., Inc. John Zink Company LLC. June Eysel d/b/a Arista NY Junell Corporation Junell Corporation JW Scott Service Station Kearny Water Department Kenan Transport Company Kilpatrick Stockton, LLP Kingston Oil Supply Corp Kosco-Amost Post Co. Div. Lester Schwab Katz & Dwyer LLP Lexpath Technologies Holdings Long Island Water Corp Lukoil North America LLC M & T Mini Mart, Corp M R K Gas, Inc. MA & Sons Inc Mahmood, T.; Myanev, L.; Kolev, N. Manchester Water Works Marathon Ashland Petroleum McCarter & English LLP Mccollisters Melissa Brinson Town Clerk Met-Ed Metro Fuel Oil Corp. Metro Terminals Corp. Middletown Sewerage Authority Mike’s Truck & Trailer Repair Milford Water Company N.J. Bureau of Fire Safety National Grid Nationwide Printing Company New Jersey American Water Nextel Communications Nguyen, Than N.

Nightingale, George North Lebanon Township NSTAR Electric NYC Dept of Consumer Affairs NYC Dept. of Buildings O’Connor, Cozen Obermayer Rebmann Maxwell Papco Oil Company Passaic Valley Water Comm. PCA Engineering Inc Pembroke Sewer Commission Pennsylvania-American Water Co Pitney Bowes Pitney Bowes Global Financial Plainville Sewer Fund Posternak Blankstein & Lund Praxair Distribution Prime Time Services, Inc Providence Water Supply Board Public Service Electric & Gas Rainbow Inspection Agency Regional Water Authority Repeat Business Systems, Inc. Ridgewood Water Rockland Cnty Comm of Finance Rodriguez, Ramon Ruskin, Moscou, Evans, and Sark Corp (Recap Sark) Slomins, Inc. Slomins, Inc. South Jersey Fuel Southern States Cooperative Spotswood Utility Department Staples Contract & Commercial Sterling Honey Farms Suburban Carting Sunoco, Inc. Tanios, Inc. The Borough of Phoenixville Thompson Hine LLP Torrington Water Co. Town of Auburn Town of Bennington Town of Clinton Town of Framingham Town of Grand Island

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Town of Greenport Town of Hempstead Town of Hempstead Town of Ipswich Utilities Dept Town of Wallkill Town of Webster Town of Yarmouth Treasurer, State of New Jersey Treasurer, State of New Jersey Tri Star Light Llc Tricounty Locksmith & Door Tri-State Maintenance Co. Tyree Environmental Corp. Tyree Environmental Corp. Tyree Organization Tyree Service Corp. United Illuminating

United Parcel Service United Water New Rochelle Valley 82 Holding Corp. Verizon Verizon Verizon W.B.Mason Company Inc. Wall Township Warrensburg Sewer District Waste Management of Eastern Ny Waste Mgmt of New Jersey, Inc. Weights And Measures Fund Wright Express Corp. Zee Medical Inc. Zee Medical Inc. Zee Medical, Inc. Zman Brothers Inc.

Secured Creditors______________________________________________________________

JPMorgan Chase & Co. Ford Motor Credit Co. Other Potential Parties in Interest_________________________________________________

121 Point Breeze Mgmt. Corp. 1367 Union Valley Road 27 Raceway Llc 3 G Petroleum 3961 Knapp Man, Llc. 4D Limited Inc. 80 North Park Ave D/B/A 95 Vermont Avenue Inc. A T & T A&M Industrial Supply A. Duie Pyle Inc A.N.N. Gasmart, Inc. A+ Conferencing ABC Automatic Fire Protection ABT Design & Fire Protection Accuity Inc. Accutest Laboratories Action Carting Environmental Advanced Business Link Corp. Aegon Usa Realty Advisors, Inc. Aerotek Professional Services Affordable Cesspool Sewer And Drain Service Inc.

Afshan Inc. Aggrawal Brothers, Inc. Ahmad, Ali d/b/a Aga & Son AICPA Publications Air Liquide Specialty Glasses Ajilon Professional Staffing Albany Fire Extinguisher Sales Alemite Llc All American Waste, Llc. All Fleet Service, Inc. All Pro Marine Contracting All Safe Fire Protection, Inc. All Type Professional Alliance Health & Safety Almeida Oil Company Alternative Fuels Trans Inc. Amarfo, Inc. American Arbitration Association American Auto Repair, Inc. American Bank Note Company American Bar Association American Cancer Society American Door

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American Honda Finance Corp. American Institute Of Cpa’s American Paper Towel American Secured Fencing Corp. American Wear, Inc. AMH Management Llc. Aminkhan & Son Inc Ammann, John Andersen, Robin M. ANS Distributing, Inc.- Cleveland Anthony Farinella Anvil Fence & Supply Co., Inc. Apex Oil Company, Inc. A-Plus Service Corp. Aqua Maine, Inc. Aqua New Jersey Aqua New York Aramark Aramark Food & Support Services Archer Daniels Midland Company Arctic Falls Arctic Mechanical Inc. Ardee Electrical Construction Arg Trucking Corp. Arista Business Imaging Armash Trading Inc. Arrowhead Equipment South,Inc. Artesian Water Co., Inc. Asad Petroleum Corp. Asad Petroleum, Inc. Association For Financial Professionals AST Construction Inc. AT&T Mobility ATC Associates Inc. Ates, Hasim N. Attia, William Auchter Ind. Vac. Svce. Inc. Audubon Borough Auletti, Linda Auto Wiz Inc. Automatic Data Processing B.Alkurabi d/b/a A K F Convenience Backflow Test Inc. Bahar Petroleum Baker & O'brien, Inc. Baker Petrolite Corp.

Bank Petrocommerce Bank Petrocommerce Barlett Tree Experts Baron’s Realty Llc Bauer Office Solutions Inc. Beaver’s Tree Co. Inc. Bemas Llc Benards Township Sewerage Authority Bendzin, Gary R. Bennett Contracting Inc. Bennington Service Berkeley Heights Township Berks E.I.T. Bureau Bethpage Water District Beyer Bros. Corp. Biddeford Saco Water Co. Bigelow’s Oil Service, Inc Biller, Joseph Bistany, Charles T. Black Box Network Services Blackler Air Compressor Corp. Blackley, Susan J Blank Rome Llc Blank Rome Llc B-Lann Equipment Co., Inc. Bleznak, Donald A. Blue Diamond Fuel Oil Corp. Blue Ocean Brokerage Llc Bob’s Motor Works Boback, Patricia Bon Appetit Borough-Wide Recyling Corp. Brailber, Larbi Brake Service Group Brenmac Construction Inc. Brennan Oil & Heating Co. Inc. Brigantine Auto & Marine Llc Brilliant Lewis Environmental Brinnier & Larios, Pc Broadspire A. Crawford Co. Brodan Engineering Llc Buckeye Pipe Line Co., L.P. Buckeye Terminals Llc Buffalo Alarm Inc. Bunge North America, Inc. Burke, John

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Byrne, Steven A C. White & Son, Inc. C.G.S. Enterprises, Inc. C.T. Corporation System Cablevision Cablevision Lightpath, Inc. Cabreja, Omar Cahir, Thomas S. Campbell Fire Protection Inc. Campisi Construction, Inc. Canada Dry Atlantic City Capital Terminal Company Car Tracker Inc Caracappa, Donna M. Carbo Industries ,Inc. Cardinals Plaza Cargill Energy Division Cargill, Inc. Cargo Tank Concepts, Ltd. Carr Business Systems Carrollton 202 Condominium Catapano Engineering, P.C. Cecelia, Michael J Central Cleaning Service Central Industries ,Inc. Chauhan, Ashok K. Chemsearch Cherry Hill Towers Cherry Valley & Rochdale Chin, Michael Chinn, Yisroel Christopher & Christine Shaw Christopher Construction Co. Chromate Industrial Corp. CHS Inc. Cigna Behavioral Health Cimsoc Holdings, Llc Cintas Corporation #617 Ciro Assante CIT d/b/a CIT Technology Clean Sweep Maintenance System Cleanharbors Environmental Services, Inc. CMS Communications Inc CNKC, Llc Coca-Cola Of Philadelphia Coffee Distributing Corp

Cohen And Acampora Colangelo, Joseph Colon, Barbara Colonial Oil Comcast Comdata Network, Inc. Commerce Bank & Trust Computer Resource Technology Conestoga-Rovers & Associates Inc. Conklin Services & Constrruction Inc. Connecticut General Life Insurance Co. Conocophillips Company Consolidated Dairies, Inc. Containment Solutions Conway Contracting, Inc. Cooper-Booth Wholesale Co. Country True Value Coverall North America, Inc. Crain Communications Crawford & Company Crestwood Service Center, Inc. Crumling, Kay A. Crystal Chem Dry Crystal Rock Llc Crystal Water Company C-T Utility Dept. Culinary Depot Cumberland Fire District Cunningham D & Lika Station Corp. D G Masumian-Wiacek D.R.S. D4, LLC Dale Holden Dallastown Area School Dist. Daly, Robin A. D/B/A Royal Flush Dam Kenneth Square Llc Dana Masterson Daniel Boone Area School Dist. Daniel Bunten d/b/a Dan’s Dantoni’s Service Center Inc. Datamax Consulting Corp. Davanne Realty Company Dave's Heavy Towing, Inc. David A Bowdish David G. Rosen, Inc.

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David J Broderick Pc Davis & Warshow Inc. Day Pitney Llp De Monte, John Deblasi, Nicholas Dedham-Westwood Water District Dee Jay's Auto Center & Car Wash Deer Park Spring Water Delta Air Compressor Desantis, John Digital Waterworx, Ltd. Dillon, Stephen M Discount Fuel Services Division/Real Estate Services New York, Ny DJs Consulting Inc. DMX Music Drew & Rogers Inc DRV Technologies Inc. DSH Engineering Inc. Duane Morris Llp Duarte, David Duarte, Judy Ann Dubbioso, Dominick Duck Island Terminal Inc. Dunbar Bank Pak Inc. Dyam Transport E.O. Habhegger Co. Inc. Eagle Sanitation, Inc. Earl R. Martin Inc. East Coast Graphics Eastern Digital Ebw Property Llc Ecm Electronics Ecmc Accounts Receivable Edison Water Company Edwin Placeres Egner, Arthur d/b/a Ace Auto C Eisen, Richard E. Elite Action Fire Extinguisher Elmaria, Fouad M. Emerald Island Supply Co. Empire Petroleum Marketing Llc Environmental Management Environmental Waste Treatment Epilepsy Foundation Of Long

Erzrum Limited Liabilty Co. Escobar, Meldin Guardado Esposito, Joseph. ESS Cleaning Corp. Exeter Township Experian F & B Service Station, Inc. F.W. Webb Company Fairfield Maintenance, Inc. Fairfield Municipal Authority Fairpoint Communications Fairview Realty Associates Llc Faraone, Donald M. Federal Reserve Bank Chicago Fedex Freight Ferguson & Mccann, Inc. Ferry Associates Inc. Figueroa, Jorge Fire Marshal Benevolent Association Flach Development And Realty Fleetpride , Inc. Fleetwash Inc, Fleetwood Lock & Alarm Co.Inc. Flemington Boro Forbes Magazine Ford's Hometown Services Four Seasons Roofing Inc. FP Mailing Franklin Mills Associates Lp Fred Way d/b/a Way’s Lawn Care Fresco, David Fresco, Frank Friedland, Laifer, & Robbin Llp Frito Lay, Inc. Fromme, Heather Frontier Future Technologies Gabrielli Truck Sales, Ltd. Gach, Gina Garden City Hotel Garden State Food Group, Llc Garden State Laboratories, Inc. GE Capital GE Fleet Services Gelco Corporation Genatt Associates, Inc.

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Genco Systems, Inc. George E. Warren Corp. Geraci, James Gianco Gillotti, Lucy Girgia, William Girgis, Mervat Gleba Inc. Global Companies Llc Global Petroleum Gnieser, Raymond P Going Maintenance Gold, Paul Golden, Randall Goldin Associates, Llc Gomes, John F. Good Guys Garage Inc. Goodman Tank Lines Inc. Goody's Hardware & Paint, Llc Graham Painting Grant Oil Green Motor Lines, Inc. Greenburgh Consolidated Gregorio, Salvatore G. Gretchen Lawson Gross, Joseph E. Ground Guard, Inc. GTS Tank Service Llc Guarino, Chistopher Gulf Oil Limited Partnership Gullo, Matthew D. Gulsen Sanyer H A Fernot Co., Inc. Hab-Bpt Habit Calibrating Services Inc. Hackensack Roofing Co, Inc. Hackettstown Interstate, Llc Hahn Transportation Inc. Halperin Battaglia Raicht Llp Hamin Realty Hanehan, Michael Hassan, Rao A. Heerema Company Help/Systems-IL, LLC. Hempfield School District Henkels & Mccoy, Inc.

Hera, Aahnad Herr Foods, Inc. Hershel Rosenfeld Hess Corporation Hester, Terri L. Higgins, Michael Hill Properties Llc Hillsborough Municipal Hinkle, Mark J HL Petroleum Co., Inc. HMS Host Hodulik, David S. Holyoke Board Of Health Holyoke Board Of Public Safety Home Depot Credit Services Home Depot Usa Inc. Hoopes Fire Prevention Inc. Horowitz, Meir Houlihan, Lokey, Howard & Zukin Howell Township Sewerage Utility Hudson Blueprint Co., Inc. Hudson Gas & Auto Service Inc. Hudson Regional Health Comm. Hughes Network Systems Huguenot Stations Inc. Hunter Mountain Ski Bowl Inc. Hyannis Water System Hyde Park Fire & Water Dist. Hydro-Tech Reclamation Inc. IBM Corporation - Seb IESI NY Corporation Ikram, Mohammad Inc. Village Of Brightwaters Inc. Village Of Cedarhurst Inc. Village Of East Hills Inc. Village Of Mineola Independent Liquid Terminals Independent Testing & Consultation Inc. Industrial Rubber Company Ingrassia, Dorothy H. Innospec Institute Of Management Accnts Inter City Tire Interior Foliage Design Inc. International Energy Credit International Risk Management

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Interstate Waste Services Iron Mountain Information Management Island Fence Co. Issac Steif ITW Industries, Inc. J & J Truck Repair J M Sorge Inc. J&Z International Inc. J.C. Miller Auto Parts J.H. Fischer & Son Inc. J.J. Keller & Assoc. Inc. Jack & Jill Ice Cream Jackson Lewis Llp Jacob, Robert Jaffin, Janet Jakubowick, Benjamin Jamal, Mustafa A. Jani-King Of New Jersey, Inc. Jani-King Of New York, Inc. Janssen Law Offices, Llc Jason’s Food Service Group Jassi Petroleum, Llc JC Ehrlich Pest Control JEP Inc. Jericho Water District Jersey Central Power & Light Jersey City M.V.A. Jersey Steel Doors Inc. JHW Financial Services JK Automotive JK Mart #2 JMK Sales Llc Jodi Weiner Joe Getty, Inc. Joedo, Rhino John Duffy Fuel Company Johnson Ford Inc. Johnston, Rosemary Jones, Forrest T./Stnd Security Jordan, Anne C. JVET, Inc. K/W Cross Connection Control Kadam Corp. Kantor, Ilya KAR Engineering Assoc. Inc. Katz, Steven K.

Kaydee Enterprises, Inc. KBTF Group Llc Kearny Water Services Keer Electrical Supply Co. Keil, Kim Keller, Robert Kenco Designs Inc. Kenhorst Boro - Joanna L. Roche, Tax Collector Kenneth E. & Eunice G. Kent County Water Authority Kevco d/b/a All Star Disposal Key Benefit Administrators Inc Keystone Structures Inc. Kfp Family Ltd Partnership Khanian, Ali d/b/a One Stop Auto Kingston Oil Supply Corp Kingston Water Dept Kirk, Bob Kissoon, Miaciah Klein, Joel Kleinfelder East,Inc. Knechel, Donald P. Knockout Pest Control,Inc. Koeppel, Martone & Leistman Llp Konica Minolta Business Sol. Korman, Leonard I. Korman, Samuel J. KPMG LLP Krall Coal & Oil Co. Kristine Keener Krupa Enterprise Corp. Kurk Fuel Company Kushner, Marc L.I. Locksmith & Alarm Co.,Inc L.I.P.A. Lambert Brothers Partnership Lambert, Robert Langer, Norman S Lansing Ethanol Services Llc Lasante, Lisa Law Office Of Christopher E. Lim Law Office Of Ronald C. Markoff Lax, Elkunen Lazo, Eduardo Lee S/S

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Page 60: Andrew N. Goldman WILMER CUTLER PICKERING HALE AND …1. Pursuant to its ordinary practices, WilmerHale generally revises its rates on January 1st of each year. The rates reflected

Lee Stein Maintenance Lee Transport Systems, L.L.C. Leff, Paul Lehotsky, John Lenoir City Company Levco Associates Llc Levine, Howard L. Lexisnexis LG Gas Station Corp. Liberty Ashes, Inc. Liberty Water Company Ligotino, Jessica Liriano, Maribel Little Washington Wastewater LN Layton Service, Llc LN Utility Corp. Lopez, Marissa Lorco Petroleum Services Louann Associates Inc. Lucknow Highspire Terminals Co. Luigi Caliendo & Sons Inc Lukoil Pan Americas, Llc Lukoil Personnel Lukoil Technology Services Lund Fire Products Company Inc M&M Displays Mab Waste System Madison National Life Maimon, Lee Malicki, Robert J. Mallon, Thomas Manhattan Ignition Manish, Wadhwa Manners, David W. Marcum Search Marine Park Getty Marino, Mayers & Jarrach, Llc Mark Trans Inc. Markoff, Ronald C. Marlow Candy And Nut Company Marnie Gross Cooper Marpal Company, Inc #873 Marsh Usa Inc. Marshall M. Miller Assoc., Inc. Mary Monaghan Trustee Massachusetts Mutual Life Ins.

Matthew Bender & Co., Inc. MAWG LLC Maxwell Service Group MCI Comm Service MCS Tank Service Meier, Dorothea J. Mejia, Jorge L. Mejia, Jorge L. Menna, Angelo Mercedes-Benz Credit Corp. Merchandising Milestones Ltd Metro Beverage Of Philadelphia Metro Chauffeurs Services Llc Metro Environmental Services Metro Resources Inc. Metrocom Nyc, Inc Metropolitan Telecommunication Michael's Mid Atlantic Petroleum Service Mid-Atlantic Coop. Serv.,Llc Middlesex Water Company Miller Marine Inc. Miller Photography Miller Place Auto Care Inc. Mindshift Technologies Inc Mineola Signs Minnwhale Llc Dba Acme Oil Co. Minutemen Plumbing & Heating Modern Disposal Services ,Inc. Monaghan, Eleanor Monarch Environmental Inc Monarch Glass & Mirror Monoyos, George Montgomery County Md Montgomery County/ Collector Montgomery Delval Assoc.Lp Moores Electric, Inc Morrison & Foerster Lp Moss, Sarah R. Motiva Enterprises Llc Mott Tank Inspection Inc. MSN Petroleum Inc. Murphy, Bartol & O’brien Murphy, Kent Murray S. Lubitz Law Firm Muzak Llc

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Page 61: Andrew N. Goldman WILMER CUTLER PICKERING HALE AND …1. Pursuant to its ordinary practices, WilmerHale generally revises its rates on January 1st of each year. The rates reflected

MVP Select Care Inc. N & P Business Inc. N&N Mobil Mart Inc. NACM-New England, Inc. Nahas Rug Co Inc Naranda,Inc. Nassau Broadcasting 1, Llc Nassau Police Conference, Inc Nathan Barry Co. National Appliance National Fuel National Notary Association National Petroleum News NEC Financial Services Inc NECSD Nelson Tso Nestarez, Ely Nesterwitz, Michael Neve Realty Co. New England Truck Tire Centers New Haven Harbor Co-Op New Horizons New York State Electric&Gas Co Newson Gale, Inc NFPA NIC Holding Corp. Nilsen, Christopher Nissan Motor Acceptance Corp Nobel Equipment & Supplies Inc Noco Energy Corp. Noel, Joseph C. Noonan Jr., James F. Norfolk Southern Railway Co. North American Video North Shore Fire Equipment Northeast Sign & Lighting, Inc Northfield Auto Service Inc. Now Properties, LLC Nowell Amoroso Klein Nunez, Jorge Nustar Logisitcs,L.P. Oberman, Nathan B. Ochotorena, Luis Office Communications Office Furniture Installation On Site Energy Company Inc

One Pleasantville Road, Llc Opis Energy Group Otis Elevator Company Outside In Horticultural Svces Oxford Getty,Inc Oxford Health Plans P & S Business Enterprises Inc P&G Lighting & Sign Svc Inc. P&S Pro-Wash Paoli Shopping Center Parfitt, Sally Paslis, Eggy Passonno Paints Pathway Auto Care Inc Payne, Melissa Pegasus Contracting Of L.I.Inc Pelham Gas & Mart Inc. Penn Tank Lines, Inc. Pepsi-Cola Company Percy, Diane R. Perry, William A. Pesin, Oleg Pessin, Rachel Peter Jacobs & Associates Petro Mechanics Petro-Acme Petroactive Management,L.L.C. Petrochem Mechanical Serv, Inc Petrodriver Transportation Llc Petroleum Products Corp. Petroleum Properties Phh Arval,C/O First Fleet Corp Philips Mart, Inc. Pifer III, Howard W. Pindynski, John Platt's Oilgram /Standard/Poor PNC Bank Poland Spring Poling & Cutler Portee, Joseph M. Portland Pump Co. PR Newswire Prager, Michael Preferred Petroleum Products Primack, Russell D. Prism Color Corporation

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Page 62: Andrew N. Goldman WILMER CUTLER PICKERING HALE AND …1. Pursuant to its ordinary practices, WilmerHale generally revises its rates on January 1st of each year. The rates reflected

Pro Data Computer Services Pro Web Concepts Inc Proforma Progressive Business Publication Progressive Distributors Prospect Transportation Inc. Protank, Casie PSG International Putnam Engineering, Pllc QC Inc. Quadrant Software Quagliara, Suanne Quality Nozzle Co. Quality Nozzle Supplies Quench Usa Llc Quiles, Nancy R & S Iseries Consulting Llc R Banca, F & R. Carrasco R.D.Industrial Painting Co Inc R.Fullam Rabinowitz, David Rallye Motors Llc Raymond James & Associates Inc Raynor Garage Door Corp Registration Renewal Center Reit Lubricants Reliastar Life Insurance Co. Republic Services Retta, Roy Reynolds, Allie Reynolds, Tom RGIS Inventory Specialists Rhodes, Howard Rhodes, Robert A. Richard & Diane Peterson Rietti, Jonathan Riley, Robert E. Rivera, Phillip J. Roberts Towing & Recovery Spec Robinson, Cary Rockhurst University Rogers, Cheryl E. Roosevelt Getty, Inc. Rosenfeld, Abraham Rosewood Fire Equipment Co.Inc Rosewood Harper Partners Llc

Royal Carting Service Co. RPMG Inc. Rubber Stamp X-Press Inc. Runzheimer International Ltd Rybczynski, Catherine A. Ryder Transportation Services S & D Motor Aid Inc. S & S Gas Llc S&D Motor Aid Inc. Safelite Fulfillment, Inc. Safelite Glass Corp Sakhi Enterprises,Inc. Salt Point Snack & Gas Inc Samia, Richard Samuel Coraluzzo Co, Inc. Samuel Stothoff Co. Inc. Samuel, Sheldon Sandfort Jr., William H. Sandfort, Clair Sarafin, John Scherer, Patricia E. Schodack Septic Service Sds Tree And Stump Removal Sea Isle Ice Co., Inc Seb Services Of New York Inc Select Telecom Inc Semenychev, Igor Serpa, William G Service Tire Truck Center Sewa Petroleum Corp. Shah Oil Inc Shah, Dharmesh Shant Fuel,Inc. Sharpe, Kenneth Sheldon L. Reich, P.C. Sherwin Williams Co. Shipman's Fire Equip Co., Inc. Shotmeyer Brothers Siemens Water Tech. Corp Simon, Barry Simon's Industrial Supply Co. Singh, Kardra Sirina Fire Protection Corp. Sisti P.E., Charles J. Six Flags Inc. Slade, Robert

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Page 63: Andrew N. Goldman WILMER CUTLER PICKERING HALE AND …1. Pursuant to its ordinary practices, WilmerHale generally revises its rates on January 1st of each year. The rates reflected

Small Trucking ,Corp. Smartpros Ltd. Smith Environmental Laboratory Society For Human Resource Mgt Soil Safe Inc. Solomon Lighting Co. Sonum Enterprises Inc. Soucy's Sewer Service, Inc Sovereign Consulting Inc. Specialty Technical Publishers Sportiello, Tracey Sprint Sprint/Nextel Communications Standard Funding Corp State Farm Insurance Co. State Line Fire & Safety Inc. Steifel, Mark Stendardi, Paul Stewart, Donna Lee Stilsing Electric, Inc. Stohrer Brothers Inc. Stop Loss Concepts ,Inc. Storbase Corporation Straubinger, Laura Stubest As Suburban Propane Succar, Maurice Sucic, Mary Surjit & Dalip, Inc Swartz, Larry A. Sybase Inc. T & G Industries T.W.S.U. Talx UC Express Tantillo, Christopher Taraksian, Anoush Tarasov, Rostislav Tashian, Souad Tasty Baking Company Tax Executives Institute, Inc. Taylor Oil,Inc. Taylor Team Relocation, Llc TEF Environmental LLLC dba TEF Telvent DTN, Inc Tenney, Christopher The Brennan Family Lp

The Conn. Water Co. The Davidson Group The Florida Bar The Lamar Companies Therese Balloutine Thomas E. Legrand Excavating Thompson Publishing Group Thomson Tax & Accounting Thorpe Electric Supply Inc. Thrifty Propane And Oil, Inc. Thulin Brothers Llc Time Warner Cable T-Mobile Todak, Loretta Togut, Segal & Segal Llp Toptech Systems, Inc. Toptech Systems, Inc. Toto Auto Service Center, Llc Toto Auto Service Center, Llc Tozer, Russ Transmediamt, Inc. Travelors Insurance Tri-Media Marketing ,Inc. Tripoli, Maria Tri-State Maintenance Co. Triton Environmental, Inc. Troopers Memorial Fund Inc. Truck And Trailer Service Trumpore Plumbing&Heating Inc Trustee Of Steve Rontiris Trustwave Holdings, Inc. Two Rivers Union Tank Car Company United Overhead Door Corp United Service Workers Union United Service Workers Welfare United Tank Technology, Inc. United Water United Water Delaware United Water New Jersey United Water New York United Welfare Fund Unitil Upper Darby Sign Company US Changyu Inc USA Auto Service, Llc

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Page 64: Andrew N. Goldman WILMER CUTLER PICKERING HALE AND …1. Pursuant to its ordinary practices, WilmerHale generally revises its rates on January 1st of each year. The rates reflected

USA-PA Valera Global Inc. Valero Marketing & Supply Corp. Valley Energy Van Duyne, Behren & Co, Pa Vanguard Systems Inc. Varricchio, Deanna Vento, Samia Verdolino & Lowey Pc Verifone Inc. Verizon Business Fios Vertical Scaffold Llc Veselak Llc Vic’s Cafe Inc. Victor Mangal Vigilant Fire & Safety Corp. Village Gas Inc. Vision Solutions, Inc. Vitol Inc. W.A.W.N.C W.C. Tank Technology Walter S. Pratt & Sons, Inc. Walter T.Gorman P.E, P.C. Ward Consulting Services, Llc Warren Rogers Associates, Inc. Waterford Auto,Llc Weaver, Randy Webster Gas Corp. Weeds, Inc. Wells Fargo Equipment Fin. Wells Fargo Financial Capital Wensel, Dawn Wensel, Leroy West Group West Payment Center

Westbury Window Cleaning Western Refining Yorktown, Inc White River Texaco, Llc Wiehagen, Pamela K. William Saloy,Inc. William Street Corp. Williams, Bob Willis Of New Jersey,Inc. Willis Of New York ,Inc. Wilton Wpca Winograd,Shine & Zacks, P.C. Winston Office Support Li Wizard Cars Ii, Inc. Womelsdorf-Robesonia Wonder/Hostess Woodside 56, Llc WPCA, Branford Xerox Corporation Xerxes Corp. XO Communications Yammine, Joe Yasin, Syed M. Yates, Marcia Your Town Garage,Inc YRC Z Services Corp. Zegouros, James J. Zelman, Martin Zep Manufacturing Company Zipp & Tannenbaum ,Llc. Zuheir Jamal Zurich American Insurance Company Zurich Insurance Company ZZ Petroleum Inc.

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Page 65: Andrew N. Goldman WILMER CUTLER PICKERING HALE AND …1. Pursuant to its ordinary practices, WilmerHale generally revises its rates on January 1st of each year. The rates reflected

*Certain Parties in Interest could not be identified with specificity from the description provided on Exhibit A; in particular, certain single name persons or entities may not have been searched effectively in the Firm’s database, and potential connections may therefore not be disclosed herein. ** Attorneys who worked on certain matters related to these companies are no longer with WilmerHale. Based upon information and belief, WilmerHale’s representation of these companies (and/or certain known related parties of these companies) with respect to those matters was wholly unrelated to the Debtors’ Chapter 11 cases.

EXHIBIT B Banks __________________________________________ WilmerHale has in the past represented and currently represents the following companies (and/or certain known related parties of such companies) on matters wholly unrelated to the Debtors’ Chapter 11 cases: Wells Fargo & Co. Citibank

JPMorgan Chase & Co. Merrill Lynch

Contract Counterparties WilmerHale has in the past represented and currently represents the following companies (and/or certain known related parties of such companies) on matters wholly unrelated to the Debtors’ Chapter 11 cases: Cigna Hughes Network Systems, Inc. IBM Credit LLC

Mindshift/Invision** Reliastar Life and LTD

WilmerHale has in the past represented the following companies (and/or certain known related parties of such companies) on matters wholly unrelated to the Debtors’ Chapter 11 cases: MassMutual** Oxford**

General Creditors_______________________________________________________________ WilmerHale has in the past represented and currently represents the following companies (and/or certain known related parties of such companies) on matters wholly unrelated to the Debtors’ Chapter 11 cases: Aramark Refreshment Services Atlantic City Electric Co. City of New Bedford Commonwealth of Massachusetts Exxon Mobil Oil Corporation Flint Hills Resources, LP

National Grid Pitney Bowes Staples Contract & Commercial Verizon Wright Express Corp.

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Page 66: Andrew N. Goldman WILMER CUTLER PICKERING HALE AND …1. Pursuant to its ordinary practices, WilmerHale generally revises its rates on January 1st of each year. The rates reflected

** Attorneys who worked on certain matters related to these companies are no longer with WilmerHale. Based upon information and belief, WilmerHale’s representation of these companies (and/or certain known related parties of these companies) with respect to those matters was wholly unrelated to the Debtors’ Chapter 11 cases.

WilmerHale has in the past represented the following companies (and/or certain known related parties of such companies) on matters wholly unrelated to the Debtors’ Chapter 11 cases: Clear Channel Con Edison Federal Express

Fleet Services Ramon Rodriguez**

General Creditors ______________________________________________________________ WilmerHale has in the past represented and currently represents the following companies (and/or certain known related parties of such companies) on matters wholly unrelated to the Debtors’ Chapter 11 cases: Citibank, N.A. Posternak Blankstein & Lund WilmerHale has in the past represented the following companies (and/or certain known related parties of such companies) on matters wholly unrelated to the Debtors’ Chapter 11 cases: Akin Gump Strauss Hauer & Feld LLP** Sunoco, Inc. Governmental Authorities________________________________________________________ WilmerHale has in the past represented and currently represents the following companies (and/or certain known related parties of such companies) on matters wholly unrelated to the Debtors’ Chapter 11 cases: Bourne Water District City of New Haven

Town of Saugus

WilmerHale has in the past represented the following companies (and/or certain known related parties of such companies) on matters wholly unrelated to the Debtors’ Chapter 11 cases: Borough of Naugatuck** Borough of Stratford City of Baltimore** City of Buffalo City of Richmond** City of Waterbury** Jersey Central Power & Light Town of Easton** Town of Greenwich**

Town of Hamden** Town of Orange** Town of Plymouth** Town of Salisbury Town of Stratford Town of Watertown** Town of Westport** United States Postal Service**

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Page 67: Andrew N. Goldman WILMER CUTLER PICKERING HALE AND …1. Pursuant to its ordinary practices, WilmerHale generally revises its rates on January 1st of each year. The rates reflected

** Attorneys who worked on certain matters related to these companies are no longer with WilmerHale. Based upon information and belief, WilmerHale’s representation of these companies (and/or certain known related parties of these companies) with respect to those matters was wholly unrelated to the Debtors’ Chapter 11 cases.

Insurers _________________________________________________ WilmerHale has in the past represented and currently represents the following companies (and/or certain known related parties of such companies) on matters wholly unrelated to the Debtors’ Chapter 11 cases: National Union Fire Insurance Co. of Pittsburgh PA

Litigation Parties_______________________________________________________________ WilmerHale has in the past represented and currently represents the following companies (and/or certain known related parties of such companies) on matters wholly unrelated to the Debtors’ Chapter 11 cases: Vornado Other Potential Parties in Interest_________________________________________________ WilmerHale has in the past represented and currently represents the following companies (and/or certain known related parties of such companies) on matters wholly unrelated to the Debtors’ Chapter 11 cases: AT&T American Bar Association American Cancer Society American Honda Finance Corp. Aramark Archer Daniels Midland Company AT&T Mobility CIT d/b/a CIT Technology Comcast Connecticut General Life Insurance Co. Duane Morris Llp Fleetwash, Inc. Frontier** GE Capital** Hess Corporation Houlihan, Lokey, Howard & Zukin Hughes Network Systems** IBM Corporation - Seb Interstate Waste Services

Marsh Usa Inc. MCI Comm Service Oxford Health Plans PNC Bank Reliastar Life Insurance Co. Republic Services Sherwin Williams Co. Siemens Water Tech. Corp Sprint** Standard Funding Corp Sybase Inc. Time Warner Cable T-Mobile Valley Energy Verifone Inc. William Street Corp. Xerox Corporation Zurich American Insurance Company Zurich Insurance Company

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Page 68: Andrew N. Goldman WILMER CUTLER PICKERING HALE AND …1. Pursuant to its ordinary practices, WilmerHale generally revises its rates on January 1st of each year. The rates reflected

** Attorneys who worked on certain matters related to these companies are no longer with WilmerHale. Based upon information and belief, WilmerHale’s representation of these companies (and/or certain known related parties of these companies) with respect to those matters was wholly unrelated to the Debtors’ Chapter 11 cases.

WilmerHale has in the past represented the following companies (and/or certain known related parties of such companies) on matters wholly unrelated to the Debtors’ Chapter 11 cases: American Arbitration Association Blank Rome Llc** Cablevision Cargill, Inc. Conocophillips Company DMX Music** Experian Fairpoint Communications Global Petroleum KPMG LLP Massachusetts Mutual Life Ins.

Mercedes-Benz Credit Corp. Michael’s Mindshift Technologies Inc Morrison & Foerster LP New Horizons Pepsi-Cola Company Raymond James & Associates Inc Six Flags Inc. Sovereign Consulting Inc. Travelors Insurance West Group

Professional Services Providers____________________________________________________ WilmerHale has in the past represented the following companies (and/or certain known related parties of such companies) on matters wholly unrelated to the Debtors’ Chapter 11 cases: Raymond James & Associates Inc Secured Creditors_______________________________________________________________ WilmerHale has in the past represented and currently represents the following companies (and/or certain known related parties of such companies) on matters wholly unrelated to the Debtors’ Chapter 11 cases: Ford Motor Credit Co. JPMorgan Chase & Co. Vendors_______________________________________________________________________ WilmerHale has in the past represented and currently represents the following companies (and/or certain known related parties of such companies) on matters wholly unrelated to the Debtors’ Chapter 11 cases: Hughes Network Systems**

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