In re ENRON CORP., et al., Chapter 11, Debtors.

Case No. 01-16034 (AJG), Jointly Administered.United States Bankruptcy Court, S.D. New York.
February 3, 2005

ORDER GRANTING IN PART THE DEBTORS’ 61ST OMNIBUS OBJECTION FILED IN AID OF CONSUMMATION OF JOINT PLAN TO PROOFS OF CLAIM FILED AS SECURED CLAIMS (CLAIMS ASSERTING FIRST PURCHASER LIENS UNDER STATE LAW) AS TO THE CLAIMS APPEARING ON EXHIBIT A HERETO
ARTHUR GONZALEZ, Bankruptcy Judge

Upon consideration of the Debtors’ Sixty-First Omnibus Objection Filed in Aid of Consummation of Joint Plan to Proofs of Claim Filed as Secured Claims (Claims Asserting First Purchaser Liens Under State Law), dated November 16, 2004 (the “Objection”), seeking entry of an order sustaining the relief requested therein with respect to the claims identified therein (the “First Purchaser Lien Claims”) pursuant to sections 502(a) and 506(a) of title 11 of the United States Bankruptcy Code (the “Bankruptcy Code”); and no response having been filed in support of the First Purchaser Lien Claims appearing on ExhibitA hereto; and it thus appearing that the relief granted herein is in the Debtors’ best interests with respect to such claims appearing on Exhibit A; and pursuant to Rule 3007 of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”), good and sufficient notice having been provided to the Office of the United States Trustee for the Southern District of New York, the persons or entities that filed the First Purchaser Lien Claims or their attorneys (if known), and any other

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parties on the Debtors’ Master Service List; and it appearing that no other or further notice need be provided; and the Court having reviewed the Objection, and having heard the statements of counsel in support of the relief requested therein at a hearing before the Court (the “Hearing”); and the Court having determined that the legal and factual bases set forth in the Objection and at the Hearing establish just cause for the relief granted herein; and upon all of the proceedings had before the Court; and after due deliberation and sufficient cause appearing therefore, it is therefore:

ORDERED that pursuant to sections 502(a) and 506(a) of the Bankruptcy Code, each of the First Purchaser Lien Claims identified on Exhibit A hereto shall be and hereby is recharacterized as a general unsecured claim, subject to further review and objection by the Debtors.

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Ehibit A Date: 01/18/2005
Sixty-First Omnibus Objection Time: 12:38:19

Claim as Filed Claim as Changed
Debtor Claim Debtor Claim
Claimant Claim Number Filed Against Amount Claim Class Filed Against Amount Claim Class

FOREST OIL CORPORATION 2011 ENA UPSTREAM $0.00 Unsecured ENA UPSTREAM $8,328,617.48 Unsecured
ROBERT G. LEO ENA UPSTREAM $8,328,617.48 Secured
1600 BROADWAY, SUITE 2200 ___________________
DENVER, CO 80202 $8,328,617.48

FOREST OIL CORPORATION 2012 CORP $0.00 Unsecured CORP $11,315,514.50 Unsecured
ROBERT G. LEO CORP $11,315,514.50 Secured
1600 BROADWAY, SUITE 2200 ___________________
DENVER, CO 80202 $11,315,514.50

FOREST OIL CORPORATION 2013 ENA $0.00 Unsecured ENA $11,315,514.50 Unsecured
ROBERT G. LEO ENA $11,315,514.50 Secured
1600 BROADWAY, SUITE 2200 ___________________
DENVER, CO 80202 $11,315,514.50

LONGACRE CAPITAL PARTNERS (QP), LP 11313 ENA $3,020,321.96 Unsecured ENA $3,075,131.96 Unsecured
TRANSFEROR: LONGACRE MASTER FUND, ENA $54,810.00 Secured
LTD. ATTN: VLADIMIR JELISAVCIC ___________________
810 SEVENTH AVENUE, 22ND FLOOR
$3,075,131.96 NEW YORK, NY 10019

PRO GAS, INC. 4351 ENA UPSTREAM $215,764.41 Secured ENA UPSTREAM $215,764.41 Unsecured
PHILLIP K WALLACE PHC
114 VILLAGE ST STE 100
SLIDELL, LA 70458

PRO GAS, INC. 4354 ENA UPSTREAM $271,977.17 Secured ENA UPSTREAM $271,977.17 Unsecured
PHILLIP K WALLACE PHC
114 VILLAGE ST STE 100
SLIDELL, LA 70458

* This claim has a contingent or unliquidated portion.

Total Distinct Claims: 6
Total Detail Records: 6
Total Dollars: $31,502,198

* This claim has a contingent or unliquidated portion.

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