Case Document 875 Filed in TXSB on 05/25/18 Page 1 of 29

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1 Case Document 875 Filed in TXSB on 05/25/8 Page of 29 IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION In re: CHAPTER COBALT INTERNATIONAL ENERGY, INC. CASE NO (MI) Debtor. SUMMARY OF FIRST AND FINAL FEE APPLICATION Name of applicant Snow Spence Green LLP Applicant s professional role in case Local Counsel for the Official Committee of Unsecured Creditors Interim or final fee application? Final Effective date of order approving professional s retention January, 208 [Dkt. # 358] Beginning of Period Ending of Period Time period covered in January, 208 April 0, 208 application Time periods covered by any prior applications N/A N/A Total amounts awarded in all prior applications N/A Amount of retainer received in case N/A Total fees applied for in this application and in all prior $93,37.50 applications (including any retainer amounts applied or to be applied) Total fees applied for in this application (including any $93,37.50 retainer amounts to be applied) Total professional fees requested in this application $93,67.50 Total professional hours covered by this application $ Average hourly rate for professionals $ Total paraprofessional fees requested in this application $50.00 Total paraprofessional hours covered by this application.5 Average hourly rate for paraprofessionals $00.00 Reimbursable expenses sought in this application $5,563.9 If a plan has been proposed, total to be paid to unsecured creditors under the plan Class 5 Subsidiary General Unsecured Claims (Trade Claims): $8 million under the Subsidiary GUC Settlement. Class 6 Cobalt General Unsecured Claims: $5 million + Indenture Trustee fees and expenses under the Cobalt GUC Settlement

2 Case Document 875 Filed in TXSB on 05/25/8 Page 2 of 29 If a plan has been proposed, percentage dividend to unsecured creditors under the plan If a plan has been proposed, total to be paid to all prepetition creditors under the plan Class 5 Trade Claims: 00% Class 6 Cobalt General Unsecured Claims:.003% See Fourth Amended Joint Chapter Plan (With Technical Modifications) of Cobalt International Energy, Inc. and Its Debtor Affiliates [Dkt. No. 704] Date of confirmation hearing April 3-5, 208 Indicate whether plan has been confirmed Yes BREAKOUT OF CURRENT APPLICATION NAME/CAPACITY TOTAL RATE TOTAL HOURS Snow, Phil / Partner. $ $75.00 Green, Kenneth / Partner $ $54, Hamm, Blake / Sr. Associate 5.7 $ $2, Hamm, Holly / Sr. Associate 43.2 $ $9, Prentice, Bryan / Associate 48.7 $ $5, Brewton, Brenda / Legal Asst..5 $00.00 $ $93,37.50 MINIMUM FEE INCREMENTS Applicant bills time in tenth of hours. EXPENSES Item Amount Postage $77.72 Photocopies ($.20 per page) $2, Delivery Charges $ Filing and Court Related Fees $ Professional Services (Landman) $, Parking $55.00 Lexis Nexis $ Taxi/Mileage $35.00 Lodging/Hotel $ Conference Call $ Meal $39.78 TOTAL $5,563.9 AMOUNT ALLOCATED FOR PREPARATION OF THIS FEE APPLICATION: $4, PRIOR APPLICATIONS: No Prior Application OTHER CO-EQUAL OR ADMINISTRATIVE CLAIMANTS IN THIS CASE:

3 Case Document 875 Filed in TXSB on 05/25/8 Page 3 of 29 Kirkland & Ellis LLP, counsel to the Debtors Zack A. Clement, PLLC, co-counsel to the Debtors Hector Duran, Stephen Statham, U.S. Trustee Wilmer Cutler Pickering Hale and Dorr, LLP, counsel to the indenture trustee for the Debtors first lien notes Waller Lansden Dortch & Davis, LLP, counsel to the indenture trustee for the Debtors second lien notes. Weil, Gotshal & Manges LLP, counsel to the ad hoc committee of holders of the Debtors first lien notes Akin Gump Strauss Hauer & Feld LLP, counsel to the ad hoc committee of holders of the Debtors second lien notes Reed Smith LLP, counsel to the indenture trustee for the Debtors 2.625% senior convertible notes Pachulski Stang Ziehl & Jones LLP, lead counsel to the Official Committee of Unsecured Creditors Snow Spence Green, LLP, local counsel to the Official Committee of Unsecured Creditors

4 Case Document 875 Filed in TXSB on 05/25/8 Page 4 of 29 IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION In re: CHAPTER COBALT INTERNATIONAL ENERGY, INC. CASE NO (MI) Debtor. FIRST AND FINAL FEE APPLICATION OF SNOW SPENCE GREEN LLP, LOCAL COUNSEL FOR THE OFFICIAL UNSECURED CREDITORS COMMITTEE A HEARING WILL BE CONDUCTED ON THIS MATTER ON JUNE 29, 208, AT 9:00 A.M. (CST) IN COURTROOM 404, 4th FLOOR, UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS, 55 RUSK STREET, HOUSTON, TEXAS THIS APPLICATION SEEKS AN ORDER THAT MAY ADVERSELY AFFECT YOU. IF YOU OPPOSE THE APPLICATION, YOU SHOULD IMMEDIATELY CONTACT THE APPLICANT TO RESOLVE THE DISPUTE. IF YOU AND THE APPLICANT CANNOT AGREE, YOU MUST FILE A RESPONSE AND SEND A COPY TO THE APPLICANT. YOU MUST FILE AND SERVE YOUR RESPONSE WITHIN 2 DAYS OF THE DATE THIS WAS SERVED ON YOU. YOUR RESPONSE MUST STATE WHY THE APPLICATION SHOULD NOT BE GRANTED. IF YOU DO NOT FILE A TIMELY RESPONSE, THE RELIEF MAY BE GRANTED WITHOUT FURTHER NOTICE TO YOU. IF YOU OPPOSE THE APPLICATION AND HAVE NOT REACHED AN AGREEMENT, YOU MUST ATTEND THE HEARING. UNLESS THE PARTIES AGREE OTHERWISE, THE COURT MAY CONSIDER EVIDENCE AT THE HEARING AND MAY DECIDE THE APPLICATION AT THE HEARING. REPRESENTED PARTIES SHOULD ACT THROUGH THEIR ATTORNEY. TO THE HONORABLE MARVIN ISGUR, UNITED STATED BANKRUPTCY JUDGE: Snow Spence Green LLP ( SSG or Committee Local Counsel ), as local counsel for the Official Unsecured Creditors Committee in the above-styled case, files its First and Final Fee

5 Case Document 875 Filed in TXSB on 05/25/8 Page 5 of 29 Application ( Application ) for the period from the date of January, 208 through April 0, 208 ( Application Period ). In support thereof, SSG respectfully shows unto the Court the following: Jurisdiction and Venue. This Court has jurisdiction over this Application pursuant to 28 U.S.C. 57 and 334. Venue is proper in this district pursuant to 28 U.S.C. 408 and The statutory and other bases for the relief requested herein are sections 330 and 33 of title of the United States Code (the Bankruptcy Code ), Rule 206 of the Federal Rules of Bankruptcy Procedure (the Bankruptcy Rules ), Rule 206- of the Local Rules of Bankruptcy Practice and Procedure of the United States Bankruptcy Court for the Southern District of Texas (the Local Rules ) and the applicable provisions of the Order Establishing Procedures for Interim Compensation and Reimbursement of Expenses for Professionals (the Fee Procedures Order ) entered on January, 208 [Dkt. No. 204], and the applicable provisions of the Appendix B Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed Under U.S.C. 330 for Attorneys in Larger Chapter Cases (the U.S. Trustee Guidelines ). Procedural Background 3. On December 4, 207 ( Petition Date ) Cobalt International Energy, Inc. ( CIE or Debtor ) filed a voluntary petition under Chapter of Title of the United States Code. [Doc. ] 4. On December 2, 207, the Office of the United States Trustee appointed the Official Committee of Unsecured Creditors for this case, pursuant to U.S.C. 02(a)() [Doc. 7]. Thereafter, at a meeting of the Committee members, the Committee selected and formally voted to retain SSG, subject to the approval of the Court. 2

6 Case Document 875 Filed in TXSB on 05/25/8 Page 6 of On January, 208, the Committee filed an Application to Retain Snow Spence Green LLP as Local Counsel for the Committee effective as of January, 208 ( Retention Application ). [Doc. 206]. On February 8, 208 this Court granted the Retention Application for SSG. [Doc. 370]. 6. On March 6, 208, SSG submitted Snow Spence Green LLP s First Monthly Fee Statement for the Period from January, 208 through January 3, 208 (the First Fee Statement ) pursuant to which SSG sought payment of (i) $5, (80% of $63,830.00) as compensation for professional services rendered and (ii) $2, for reimbursement of expenses, attached hereto as Exhibit A. There were no objections to the First Fee Statement. 7. On March 27, 208, SSG submitted Snow Spence Green LLP s Monthly Fee Statement for the Period from February, 208 through February 28, 208 (the Second Fee Statement ) pursuant to which SSG sought payment of (i) $44, (80% of $55,032.50) and (ii) $402.9 for reimbursement of expenses, attached hereto as Exhibit B. There were no objections to the Second Fee Statement. 8. On May 24, 208, SSG submitted Snow Spence Green LLP s Monthly Fee Statement for the Period from March, 208 through March 3, 208 (the Third Fee Statement ) pursuant to which SSG sought payment of (i) $4, (80% of $5,665.00) and (ii) $2,27.87 for reimbursement of expenses, attached hereto as Exhibit C. 9. A true and correct copy of the detailed time report for the period of April, 208 through April 0, 208, for which no Monthly Fee Statement was submitted, consisting of fees in the amount of $22, and expenses in the amount of $30.00 is attached as Exhibit D. No fees were billed after the Effective Date other than as pertaining to the preparation of Committee professionals final fee applications. 3

7 Case Document 875 Filed in TXSB on 05/25/8 Page 7 of Pursuant to this Application, SSG seeks final approval of payment of 00% of the fees and expenses that were requested pursuant to the First, Second and Third Fee Statement, as well as final approval of fees and expenses incurred from April, 208 through April 0, 208. The total fees sought by SSG during the Application Period are $93,37.50 and the total expenses 5,563.9, for which SSG has previously received payments totaling $97,952.5, with a remaining unpaid balance of $00, In addition to the 20% holdback for fees for January and February, SSG requests compensation of fees in the amount of $74, and reimbursement of expenses in the amount of $2,40.87 for services rendered on behalf of the Committee for the period of March, 208 through April 0, 208. Retainer and Prior Compensation. SSG did not receive a retainer in this case. SSG has received payments totaling $97,952.5 for its First Fee Statement and Second Fee Statement which were billed on March 6, 208 and March 27, 208. Compliance with Local Guidelines and the Bankruptcy Code 2. SSG submits that this Application complies with Sections of the Bankruptcy Code and other applicable Bankruptcy Code sections, the Bankruptcy Rules, the Local Rules, the Trustee Guidelines, and the Southern District Guidelines. SSG seeks compensation on the basis of the terms and conditions of employment set forth in the Retention Application and affidavit of Kenneth Green attached thereto. 3. Consistent with the applicable provisions of the Bankruptcy Code and the Bankruptcy Rules, SSG has received no payment and no promises of payment from any source for services rendered or to be rendered in connection with the Bankruptcy Case other than as set forth in and approved by its Retention Application presented to this Court. In addition, there is no 4

8 Case Document 875 Filed in TXSB on 05/25/8 Page 8 of 29 agreement or understanding between SSG and any other person, other than partners of SSG, for fixing or the sharing of fees or other compensation to be received for services rendered to or on behalf of the Committee in the Bankruptcy Case. Categories of Services Performed 4. SSG separated its billing into twenty-four (24) distinct categories, which are more fully described by name as follows: Category : Asset Analysis/Recovery. Category 2: Asset Disposition. Category 3: Avoidance Actions. Category 4: Appeals. Category 5: Bankruptcy Litigation. Category 6: Case Administration. Category 7: Claims Administration/Objections. Category 8: Compensation of Professions. Category 9: Compensation of Professionals Others. Category 0: Employee Benefits/Pensions. Category : Executory Contracts. Category 2: Financial Filings. Category 3: Financing. Category 4: General Business Advice. Category 5: General Creditors Committee. Category 6: Insurance Coverage. Category 7: Meeting of Creditors. 5

9 Case Document 875 Filed in TXSB on 05/25/8 Page 9 of 29 Category 8: Operations. Category 9: Plan Disclosure Statement. Category 20: Plan Implementation. Category 2: Retention of Professionals. Category 22: Retention of Professionals Others. Category 23: Stay Litigation. Category 24: Tax Issues. Work Performed, Results Obtained, and Fees Sought by Category 5. The paragraphs to follow describe the specific matters handled within each category during the Application Period and the identification of each person providing service on the project, along with a statement of the number of hours spent and the amount of compensation requested for each professional and paraprofessional on the project: Category : Asset Analysis/Recovery. 6. As more particularly described in the billing summaries attached hereto as Exhibit E, which set forth in detail the services rendered in this category, the primary tasks performed as part of this category include the analysis and investigation of the Debtors oil and gas assets, the Sonangol transactions, the first and second lien mortgages and the scope of the liens and security interests granted and perfected in connection with same and the review and analysis of unencumbered assets and the impact of same on the potential recoveries for unsecured creditors. 7. A summary of the hours worked, the rate charged, and the amount sought under this category broken down by professional or paraprofessional is as follows: 6

10 Case Document 875 Filed in TXSB on 05/25/8 Page 0 of 29 Category : Asset Analysis/Recovery Timekeeper Hours Rate/Hour Total Amount Sought Phil Snow.2 $ Ken Green 95.3 $ Blake Hamm.2 $ Holly Hamm 43.2 $ Brenda Brewton.5 $00.00 TOTALS 4.4 $77, Category 2: Asset Disposition. 8. As more particularly described in the billing summaries attached hereto as Exhibit E, which set forth in detail the services rendered in this category, the primary tasks performed as part of this category include reviewing motions, stipulations, orders and information related to contractual preferential purchase rights, Debtors seismic-related agreements and the Anchor Prospect. 9. A summary of the hours worked, the rate charged, and the amount sought under this category broken down by professional or paraprofessional is as follows: Category 2: Asset Disposition Timekeeper Hours Rate/Hour Total Amount Sought Ken Green.6 $ TOTALS.6 $ Category 3: Avoidance Actions. 20. As more particularly described in the billing summaries attached hereto as Exhibit E, which set forth in detail the services rendered in this category, the primary tasks performed as part of this category include investigation of purported transfers of Debtor s assets within 90 days of the Petition Date and purported transfers of Debtor s assets to insiders within one year of the Petition Date. 7

11 Case Document 875 Filed in TXSB on 05/25/8 Page of A summary of the hours worked, the rates charged, and the amount sought under this category broken down by professional or paraprofessional is as follows: Category 3: Avoidance Actions Timekeeper Hours Rate/Hour Total Amount Sought Ken Green.8 $ Bryan Prentice 7 $ TOTALS 8.8 $3, Category 4: Appeals. 22. No time was expended in this category during the Application Period. Category 5: Bankruptcy Litigation. 23. As more particularly described in the billing summaries attached hereto as Exhibit E, which set forth in detail the services rendered in this category, tasks performed as part of this category include (i) review and analysis of Debtors Emergency Motion for Entry of Interim and Final Orders (I) Authorizing Postpetition Use of Cash Collateral, (II) Granting Adequate Protection to the Prepetition Secured Parties, (III) Modifying the Automatic Stay, (IV) Scheduling a Final Hearing, and (V) Granting Related Relief [Dkt. ] and objections thereto; Debtors Motion for Entry of an Order (I) Authorizing Performance Under Settlement Agreement, (II) Approving Settlement Agreement, and (III) Granting Related Relief [Dkt. 27], and objections thereto; Debtors Motion for Entry of an Order (I) Approving Bidding Procedures for the Sale of the Debtors Assets, (II) Scheduling an Auction, (III) Approving the Form and Manner of Notice Thereof, (IV) Scheduling Hearings and Objection Deadlines with Respect to the Debtors Disclosure Statement and Plan Confirmation, and (V) Granting Related Relief [Doc. 5] and objections thereto; Debtors Emergency Motion for Entry of Interim and Final Orders Authorizing the Payment of Working Interest Expenditures, Joint Interest Billings, Royalty Payments, Delay Rental Payments, and Production Sale Expenditures and objections thereto; Debtors Motion for 8

12 Case Document 875 Filed in TXSB on 05/25/8 Page 2 of 29 Entry of an Order (I) Approving the Adequacy of the Disclosure Statement, (II) Approving the Solicitation and Notice Procedures with Respect to Confirmation of the Debtors Proposed Joint Chapter Plan, (III) Approving the Forms of Ballots and Notices in Connection Therewith, (IV) Scheduling Certain Dates with Respect Thereto, and (V) Granting Related Relief [Dkt. 275] and objections thereto; (ii) review of discovery to be served upon Debtors and protective orders with Debtors; and (iii) review of documents produced in discovery and depositions relating to Sonangol transactions, compensation and incentive plans and sale and plan-related matters. 24. A summary of the hours worked, the rate charged, and the amount sought under this category broken down by professional or paraprofessional is as follows: Category 5: Bankruptcy Litigation Timekeeper Hours Rate/Hour Total Amount Sought Ken Green 29. $ Bryan Prentice 3.7 $ TOTALS 42.8 $2,92.50 Category 6: Case Administration. 25. As more particularly described in the billing summaries attached hereto as Exhibit E, which set forth in detail the services rendered in this category, the primary tasks performed as part of this category include the review and analysis of pleadings filed in the case. 26. A summary of the hours worked, the rate charged, and the amount sought under this category broken down by professional or paraprofessional is as follows: Category 6: Case Administration Timekeeper Hours Rate/Hour Total Amount Sought Ken Green.6 $ Blake Hamm 2 $ TOTALS 2.6 $,

13 Case Document 875 Filed in TXSB on 05/25/8 Page 3 of 29 Category 7: Claims Administration/Objections. 27. As more particularly described in the billing summaries attached hereto as Exhibit E, which set forth in detail the services rendered in this category, the primary tasks performed as part of this category include analysis of securities litigation and derivative litigation involving the Debtors, intercompany claims, secured claims asserted by L and 2L lenders, trade claims and recovery analysis. 28. A summary of the hours worked, the rate charged, and the amount sought under this category broken down by professional or paraprofessional is as follows: Category 7: Claims Administration/Objections Timekeeper Hours Rate/Hour Total Amount Sought Phil Snow.2 $ Ken Green 7.8 $ Bryan Prentice 2. $ TOTALS 20. $, Category 8: Compensation of Professionals. 29. As more particularly described in the billing summaries attached hereto as Exhibit E, which set forth in detail the services rendered in this category, the primary tasks performed as part of this category include preparation of monthly fee statements and SSG s fee application, review of the Fee Procedures Order and the U.S. Trustee Guidelines and review of monthly fee statements of Committee Counsel and Committee Local Counsel for compliance with the Fee Procedures Order, the U.S. Trustee Guidelines, the Bankruptcy Rules, and the Local Rules. 30. A summary of the hours worked, the rate charged, and the amount sought under this category broken down by professional or paraprofessional is as follows: 0

14 Case Document 875 Filed in TXSB on 05/25/8 Page 4 of 29 Category 8: Compensation of Professionals Timekeeper Hours Rate/Hour Total Amount Sought Ken Green 6.4 $ Bryan Prentice 7.4 $ TOTALS 3.8 $6, Category 9: Compensation of Professionals Others. 3. As more particularly described in the billing summaries attached hereto as Exhibit E, which set forth in detail the services rendered in this category, the primary tasks performed as part of this category include researching and drafting a form monthly fee statement for Committee Counsel and Committee Local Counsel. 32. A summary of the hours worked, the rate charged, and the amount sought under this category broken down by professional or paraprofessional is as follows: Category 9: Compensation of Professionals Others Timekeeper Hours Rate/Hour Total Amount Sought Ken Green.7 $ Bryan Prentice 7.7 $ TOTALS 8.4 $2, Category 0: Employee Benefits/Pensions. 33. No time was expended in this category during the Application Period. Category : Executory Contracts. 34. As more particularly described in the billing summaries attached hereto as Exhibit E, which set forth in detail the services rendered in this category, the primary tasks performed as review and analysis of Debtors executory contracts including those designated to be assumed and assigned in connection with the Debtors sale process and potential cure claims and conference with contract counter-parties regarding same.

15 Case Document 875 Filed in TXSB on 05/25/8 Page 5 of A summary of the hours worked, the rate charged, and the amount sought under this category broken down by professional or paraprofessional is as follows Category : EC Executory Contracts Timekeeper Hours Rate/Hour Total Amount Sought Ken Green.5 $ TOTALS 0.5 $ Category 2: Financial Filings. 36. No time was expended in this category during the Application Period. Category 3: Financing. 37. As more particularly described in the billing summaries attached hereto as Exhibit E, which set forth in detail the services rendered in this category, the primary tasks performed as part of this category include review of the Debtors Emergency Motion for Entry of Interim and Final Orders Authorizing the Payment of Working Interest Expenditures, Joint Interest Billings, Royalty Payments, Delay Rental Payments, and Production Sale Expenditures [Dkt. 9] and draft of analysis for the Committee. 38. A summary of the hours worked, the rate charged, and the amount sought under this category broken down by professional or paraprofessional is as follows: Category 3: Financing Timekeeper Hours Rate/Hour Total Amount Sought Ken Green 4.7 $ TOTALS 4.7 $2, Category 4: General Business Advice. 39. No time was expended in this category during the Application Period. 2

16 Case Document 875 Filed in TXSB on 05/25/8 Page 6 of 29 Category 5: General Creditors Committee. 40. As more particularly described in the billing summaries attached hereto as Exhibit E, which set forth in detail the services rendered in this category, the primary tasks performed as part of this category include review of and conferences about proposed by-laws for the Committee and communications with Committee members regarding pending motions. 4. A summary of the hours worked, the rate charged, and the amount sought under this category broken down by professional or paraprofessional is as follows: Category 5: General Creditors Committee Timekeeper Hours Rate/Hour Total Amount Sought Phil Snow.7 $ Ken Green 5. $ Blake Hamm.5 $ Bryan Prentice.2 $ TOTALS 7.5 $0,30.00 Category 6: Insurance Coverage. 42. No time was expended in this category during the Application Period. Category 7: Meeting of Creditors. 43. As more particularly described in the billing summaries attached hereto as Exhibit E, which set forth in detail the services rendered in this category, the primary tasks performed as part of this category include attending the Section 34 meeting of creditors in this case. 44. A summary of the hours worked, the rate charged, and the amount sought under this category broken down by professional or paraprofessional is as follows: Category 7: Meeting of Creditors Timekeeper Hours Rate/Hour Total Amount Sought Ken Green.8 $ Bryan Prentice 2.5 $ TOTALS 4.3 $,

17 Case Document 875 Filed in TXSB on 05/25/8 Page 7 of 29 Category 8: Operations. 45. No time was expended in this category during the Application Period. Category 9: Plan Disclosure Statement. 46. As more particularly described in the billing summaries attached hereto as Exhibit E, which set forth in detail the services rendered in this category, the primary tasks performed as part of this category include (i) review of the Joint Chapter Plan of Cobalt International Energy, Inc. and Its Debtor Affiliates, the Disclosure Statement for the Joint Chapter Plan of Cobalt International Energy, Inc. and Its Debtor Affiliates, and revisions and objections thereto and (ii) review and analysis of L and 2L lenders secured claims, intercompany claims, trade claims, executory contracts relating to oil and gas leases and cure claims, unencumbered assets, estate derivative claims and related matters affecting potential recoveries of unsecured creditors, including under plan settlement. 47. A summary of the hours worked, the rate charged, and the amount sought under this category broken down by professional or paraprofessional is as follows: Category 9: Plan Disclosure Statement Timekeeper Hours Rate/Hour Total Amount Sought Ken Green 65.4 $ Bryan Prentice.8 $ TOTALS 66.2 $39, Category 20: Plan Implementation. 48. No time was expended in this category during the Application Period. Category 2: Retention of Professionals. 49. As more particularly described in the billing summaries attached hereto as Exhibit E, which set forth in detail the services rendered in this category, the primary tasks performed as part of this category include drafting an application for retention as Committee Local Counsel and 4

18 Case Document 875 Filed in TXSB on 05/25/8 Page 8 of 29 reviewing U.S. Trustee comments to the retention applications of Conway Mackenzie, Inc. and Pachulski Stang Ziehl & Jones LLP. 50. A summary of the hours worked, the rate charged, and the amount sought under this category broken down by professional or paraprofessional is as follows: Category 2: Retention of Professionals Timekeeper Hours Rate/Hour Total Amount Sought Ken Green 0.5 $ Blake Hamm 2.0 $ TOTALS 2.5 $7, Category 22: Retention of Professionals Others. 5. As more particularly described in the billing summaries attached hereto as Exhibit E, which set forth in detail the services rendered in this category, the primary tasks performed as part of this category include drafting an application for retention as Committee Local Counsel; reviewing correspondence regarding comments of the U.S. Trustee to the Conway Mackenzie, Inc. retention application; and preparing for and attending the hearing on the retention applications of SSG, Pachulski Stang Ziehl & Jones LLP, and Conway Mackenzie, Inc A summary of the hours worked, the rate charged, and the amount sought under this category broken down by professional or paraprofessional is as follows: Category 22: Retention of Professionals - Others Timekeeper Hours Rate/Hour Total Amount Sought Ken Green 6.4 $ Bryan Prentice 6.3 $ TOTALS 2.7 $5, Category 23: Stay Litigation. 54. No time was expended in this category during the Application Period. 5

19 Case Document 875 Filed in TXSB on 05/25/8 Page 9 of 29 Category 24: Tax Issues. 55. No time was expended in this category during the Application Period. Reimbursable Expenses 56. Section 330(a)()(B) of the Bankruptcy Code authorizes reimbursement for actual, necessary expenses incurred by professionals employed in the Bankruptcy Case. U.S.C. 330(a)()(B). Here, the following expenses are sought for reimbursement: Item Amount Postage $77.72 Photocopies ($.20 per page) $2, Delivery Charges $ Professional Services $, PACER $ Parking $55.00 Taxi/Rental/Mileage $35.00 Lexis Nexis $ Lodging $ Conference Call $ Meals $39.78 TOTAL $5,563.9 An accounting of such expenditures is attached hereto as Exhibit F. The Requested Compensation Should Be Allowed 57. Pursuant to 03 of the Bankruptcy Code, SSG was engaged on an hourly fee basis. Section 330(a)() of the Bankruptcy Code provides that the Court may award a professional person employed under 03 of the Bankruptcy Code: (A) (B) reasonable compensation for actual, necessary services rendered by the trustee, examiner, ombudsman, professional person, or attorney and by any paraprofessional person employed by any such person; and reimbursement for actual, necessary expenses. U.S.C. 330(a)()(A)-(B). Section 330(a)(3) further provides the following standards for the Court s review of a fee application: 6

20 Case Document 875 Filed in TXSB on 05/25/8 Page 20 of 29 In determining the amount of reasonable compensation to be awarded to an examiner, trustee under chapter, or professional person, the court shall consider the nature, the extent, and the value of such services, taking into account all relevant factors, including (A) (B) (C) (D) (E) (F) The time spent on such services; The rates charged for such services; Whether the services were necessary to the administration of, or beneficial at the time the service was rendered toward the completion of, a case under this title; Whether the services were performed within a reasonable amount of time commensurate with the complexity, importance, and nature of the problem, issue, or task addressed; With respect to a professional person, whether the person is board certified or otherwise has demonstrated skill and experience in the bankruptcy field; and Whether the compensation is reasonable, based on the customary compensation charged by comparably skilled practitioners in cases other than cases under this title. U.S.C. 330(a)(3)(A) - (F). 58. In determining what constitutes reasonable fees, the Fifth Circuit uses the lodestar method to calculate reasonable attorneys fees. In re Teraforce Technology Corp., 347 B.R. 838, 846 (Bankr. N.D. Tex. 2006) (quoting In re Cahill, 428 F.3d 536, (5 th Cir. 2005)). A court computes the lodestar by multiplying the number of hours an attorney would reasonably spend for the same type of work by the prevailing hourly rate in the community. Id. The lodestar is then adjusted up or down based on the factors listed in section 330(a) and the twelve factors listed in Johnson v. Georgia Highway Express, Inc., 488 F.2d 74 (5 th Cir. 974), overruled on other grounds, Blanchard v. Bergeron, 489 U.S. 87 (989). Id. 59. The Johnson factors are: () the time and labor required; (2) the novelty and difficulty of the questions; (3) the skill requisite to perform the legal services properly; (4) the 7

21 Case Document 875 Filed in TXSB on 05/25/8 Page 2 of 29 preclusion of other employment by the attorney due to acceptance of the case; (5) the customary fee; (6) whether the fee is fixed or contingent; (7) time limitations imposed by the client or the circumstances; (8) the amount involved and the results obtained; (9) the experience, reputation and ability of the attorneys; (0) the undesirability of the case; () the nature and length of the professional relationship with the client; and (2) awards in similar cases. Id. at 846 n.2 (quoting Johnson, 488 F.2d at 77-9); see also In re First Colonial Corp of America, 544 F.2d 29 (5 th Cir.), cert. denied, 43 U.S. 904 (977). 60. Congress intended that bankruptcy attorneys be compensated at the market rate for comparable services in non-bankruptcy cases. H.R.REP. No. 595, 95th Cong., st Sess. 330 (977) "Bankruptcy specialists, if required to accept fees in all of their cases that are consistently lower than fees they could receive elsewhere, will not remain in the bankruptcy field." HOUSE REPORT, at 330; Kaye v. Hughes & Luce, LLP, 2007 U.S. Dist. LEXIS (N.D. Tex. July 3, 2007)( the [Bankruptcy] Code [in 978] implemented a system in which fee awards to bankruptcy professionals were to be based on the cost of comparable services in the nonbankruptcy context ); See also In re Ames Dep t Stores, Inc., 76 F.3d 66, 7 (2d cir. 996)(citing In re UNR Indus., Inc., 986 F.2d 207, (7 th Cir. 993). The policy of section 330 is to ensure that qualified attorneys will not be deterred from taking bankruptcy cases due to failure to pay adequate compensation. Ames Dep t Stores, 76 F.3d at 72 (citing UNR Indus., 986 F.2d at 20); See also Andrews & Kurth L.L.P. v. Family Snacks (In re Pro Snax Distribs.), 57 F. 3d 44, 42 (5 th Cir. 998) 6. SSG respectfully submits that it has satisfied the requirements for the allowance of the compensation and the reimbursement of the expenses sought herein. SSG respectfully submits that the services described herein, and as are set forth with particularity herein and in the 8

22 Case Document 875 Filed in TXSB on 05/25/8 Page 22 of 29 attachments hereto were, at the time rendered, necessary for, beneficial to, and in the best interests of the bankruptcy estate, the Debtor s creditors and other parties-in-interest. SSG further submits that the compensation requested herein is reasonable in light of the nature, extent and value of the services rendered to the estate. Furthermore, the compensation sought by SSG is reasonable because it is based on the customary compensation charged by comparably skilled practitioners both within and outside the bankruptcy context and in cases other than cases under Title. In sum, the services rendered by SSG were necessary and beneficial to the bankruptcy estate and all parties-in-interest, and were consistently performed in a timely manner commensurate with the complexity, importance, and nature of the issues involved, and approval of the compensation requested herein is warranted. 62. Time and Labor Required. The time spent in assisting, representing, and advising the Committee in all matters concerning these chapter cases covering the Application Period totals hours. The number of hours spent in this case was reasonable given the size and complexity of this case. The detail of the specific time entries described in Exhibit E reflects the reasonableness of the compensation requested, as all of the services identified were necessary to an adequate and effective representation of the Committee in these cases. SSG also coordinated with the other professionals retained by the Committee to avoid duplication of work and ensure that critical tasks that needed to be performed on behalf of the Committee were performed timely and resources were properly allocated. 63. Fee Commensurate with Novelty and Difficulty. The hourly fees noted above are at or below customary hourly fees sought and approved in similar situations. And, when viewed in light of the complex nature of this bankruptcy, the fees are reasonable. 9

23 Case Document 875 Filed in TXSB on 05/25/8 Page 23 of Skill Requisite to Perform the Legal Services. SSG is an experienced law firm in the areas of oil and gas and bankruptcy law. Furthermore, SSG has had significant experience representing committees in oil and gas related bankruptcies. The attorneys who provided the bulk of the services in this case during the Application Period reflected herein possess specialized skills in bankruptcy, business law and litigation to merit the award of the requested fees. 65. Preclusion of other employment due to acceptance of this case. SSG was not required to decline other representation due to its representation of the Committee in this case. Nevertheless, this representation occupied a substantial amount of the time of attorney Kenneth Green during the Application Period and much of the work that was required to properly represent the Committee and the interests of unsecured creditors needed to be performed under short timeframes, which in turn required that such tasks be given immediate attention. 66. Customary Fee. SSG seeks to be awarded its fees and expenses at rates previously approved by this Court in the Retention Application, which are rates it typically charges other clients in private industry. Here, SSG seeks compensation for Phil Snow at a rate of $650.00/hour, Kenneth Green at a rate of $600.00/hour, Blake Hamm and Holly Hamm at a rate of $450.00/hour, Bryan Prentice at a rate of $325.00/hour. SSG submits that these rates are fair and reasonable based upon experience, reputation, and ability of the attorneys in SSG, together with rates charged by comparable firms in the Houston area for commercial litigation. SSG also relies on the Court s knowledge and experience with other fee applications, and asks the Court to take judicial notice of the customary fee sought by other professionals in cases similar to this within the Southern District of Texas. 67. Whether Fee is Fixed or Contingent. The fee sought is a fixed hourly fee and is not contingent on the results obtained. As in all bankruptcy cases, fees for SSG are subject to the 20

24 Case Document 875 Filed in TXSB on 05/25/8 Page 24 of 29 discretion of the Court in determining the reasonableness and value of the services to the estate, as well as being subject to availability of funds to pay for fees and expenses that are approved. SSG submits that all of the fees sought pursuant to this Application were reasonable and necessary to its role as Committee Local Counsel, and provided benefit to the estate and its creditors. 68. Amount Involved and the Results Obtained. The Debtors businesses are and were complex involving unique issues relating to oil and gas operations in be Gulf of Mexico and internationally. The results obtained in this case in connection with the plan settlement and resultant recoveries to unsecured creditors were directly tied to the efforts of the professionals retained by the Committee, including SSG, and the services rendered in this case. 69. Experience, Reputation and Ability of SSG. Each of SSG s attorneys who performed services for the Committee in this case possesses a reputation for skill, quality legal work, integrity, and ability. SSG s attorneys have represented numerous debtors, creditors, trustees, and committees in bankruptcy cases throughout the country, the majority of which involve oil & gas issues. 70. The Undesirability of the Case. This case was not undesirable but did require SSG to allocate the necessary resources to properly represent the Committee and its constituents, often under short time constraints. 7. Awards in Similar Cases. The compensation requested in this case is consistent with the compensation allowed in other cases of the size and complexity of these matters. SSG relies on the Court s experience and knowledge with respect to the fee awards in similar cases and suggests that this factor would support SSG s fee requested herein. The rates charged by SSG are customary rates charged to other clients of SSG during the same time period. 2

25 Case Document 875 Filed in TXSB on 05/25/8 Page 25 of Nature and Length of the Professional Relationship with Client. SSG previously represented certain unsecured creditors in this case individually and regularly represents such parties in matters unrelated to the Debtors. Since assuming its role as Committee Local Counsel, SSG has not individually represented these creditors in matters related to the bankruptcy case. No Prior Request 73. No prior application for the relief requested herein has been made to this or any other court. Prayer WHEREFORE, PREMISES CONSIDERED, Snow Spence Green LLP respectfully requests that the Court enter an order: (a) approving the allowance and payment of compensation for professional services rendered by Committee Counsel during the Application Period in the amount of $93,37.50; (b) approving the reimbursement of SSG s out-of-pocket expenses incurred during the Application period in the amount of $5,563.9; (c) authorizing and directing the Debtors to pay SSG the aggregate sum of $98, for the services rendered and expenses incurred during the Application Period and preparation and prosecution of this Application from available estate funds; and (d) granting such other, further, and different relief as it deems just and proper. Dated: May 25, 208 Respectfully submitted, SNOW SPENCE GREEN LLP By: Kenneth Green Kenneth Green, SBN kgreen@snowspencelaw.com Bryan Prentice, SBN bryanprentice@snowspencelaw.com SNOW SPENCE GREEN LLP 2929 Allen Parkway, Suite

26 Case Document 875 Filed in TXSB on 05/25/8 Page 26 of 29 Houston, TX 7709 Telephone: (73) Facsimile: (73) LOCAL COUNSEL FOR OFFICIAL COMMITTEE OF UNSECURED CREDITORS 23

27 Case Document 875 Filed in TXSB on 05/25/8 Page 27 of 29 CERTIFICATE OF SERVICE I hereby certify that a true and correct copy of the above and foregoing has been served by electronic transmission to all registered ECF users appearing in this case and upon the following parties via in accordance with the Fee Procedures Order: a) The Debtors, c/o Cobalt International Energy, Inc., Attn.: Jeff Starzec (jeff.starzec@cobaltintl.com); b) Counsel to the Debtors, Kirkland & Ellis LLP, Attn.: Chad J. Husnick, P.C. (chusnick@kirkland.com) and Brad Weiland (bweiland@kirkland.com); c) Co-counsel for the Debtors, Zack A. Clement, PLLC, Attn.: Zack A Clement (zack.clement@icloud.com); d) The Office of the United States Trustee for the Southern District of Texas, Attn.: Hector Duran (hector.duran.jr@usdoj.gov) and Stephen Statham (stephen.statham@usdoj.gov); e) Counsel to the indenture trustee for the Debtors first lien notes, Wilmer Cutler Pickering Hale and Dorr LLP, Attn.: Andrew Goldman (Andrew.goldman@wilmerhale.com), Lauren Lifland (lauren.lifland@wilmerhale.com), and Benjamin Loveland (benjamin.loveland@wilmerhale.com); f) Counsel to the ad hoc committee of holders of the Debtors first lien notes, Weil, Gotshal & Manges LLP, Attn.: Matthew S. Barr (matt.barr@weil.com), Alfredo R. Pérez (alfredo.perez@weil.com), and Christopher M. López (chris.lopez@weil.com); g) Counsel to the ad hoc committee of holders of the Debtors second lien notes, Akin Gump Strauss Hauer & Feld LLP, Attn.: Marty L. Brimmage Jr. (mbrimmage@akingump.com) and Lacy M. Lawrence (llawrence@akingump.com); h) Counsel to the indenture trustee for the Debtors 2.625% senior convertible notes, Reed Smith LLP, Attn.: Eric A. Schaffer (eschaffer@reedsmith.com) and Lloyd A. Lim (llim@reedsmith.com); and i) Counsel to the Official Committee of Unsecured Creditors appointed in these chapter cases, Pachulski Stang Ziehl & Jones LLP, Attn.: Richard J. Feinstein (rfeinstein@pszjlaw.com). Dated: May 25, 208 Houston, TX /s/ Kenneth Green Kenneth Green i:\client\coba000-cobalt committee\fee applications\ssg\final fee app (mar, apr 208)\final interim fee application v2.docx 24

28 Case Document 875 Filed in TXSB on 05/25/8 Page 28 of 29 IN THE UNITED STATES BANKRUPTCY COURT FOR THE SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION In re: CHAPTER COBALT INTERNATIONAL ENERGY, INC. CASE NO (MI) Debtor. ORDER GRANTING FIRST AND FINAL FEE APPLICATION OF SNOW SPENCE GREEN LLP, LOCAL COUNSEL FOR THE OFFICIAL UNSECURED CREDITORS COMMITTEE FOR THE PERIOD FROM JANUARY, 208 THROUGH APRIL 0, 208 CAME ON FOR CONSIDERATION the Final Fee Application of Snow Spence Green LLP ( SSG ) in connection with its representation of the Official Unsecured Creditors Committee (the Committee ) in the above-captioned case. After considering the Application and all responses thereto, the Court finds that: (a) it has jurisdiction over the matters raised in the Application pursuant to 28 U.S.C. 334; (b) this is a core proceeding pursuant to 28 U.S.C. 57(b); (c) the fees and expenses requested are reasonable, necessary, and beneficial to the Debtors estates and should be allowed; (d) proper and adequate notice of the Application and hearing thereon has been given, no objections to the Application have been filed, and no other or further notice is required; and (e) good and sufficient cause exists for granting the relief herein, after due deliberation upon the Application and all relevant proceedings before the Court in connection with the Application. Therefore, it is hereby ORDERED that SSG shall be allowed compensation of fees in the amount of $93,37.50 and reimbursement of expenses in the amount of $5,563.9 for services rendered on behalf of the Committee for the period of January, 208 through April 0, 208.

29 Case Document 875 Filed in TXSB on 05/25/8 Page 29 of 29 ORDERED that the Debtors are authorized and directed to pay SSG all fees and expenses allowed pursuant to this Order. ORDERED that this Court shall retain jurisdiction to hear and determine all matters arising from or related to the implementation, interpretation, or enforcement of this Order. SIGNED this day of, 208 THE HONORABLE MARVIN ISGUR UNITED STATES BANKRUPTCY JUDGE

30 Case Document Filed in in TXSB on on 03/06/8 05/25/8 Page of of UNITED STATES BANKRUPTCY COURT SOUTHERN DISTRICT OF TEXAS HOUSTON DIVISION ) In re: ) Chapter ) COBALT INTERNATIONAL ENERGY, INC., et al., ) Case No (MI) ) Debtors. ) (Jointly Administered) ) NOTICE OF SNOW SPENCE GREEN LLP S FIRST MONTHLY FEE STATEMENT FOR THE PERIOD FROM JANUARY, 208 THROUGH JANUARY 3, 208 This notice implements the Order Establishing Procedures for Interim Compensation and Reimbursement of Expenses for Professionals entered on January, 208 [Dkt. No. 204]. If you oppose payment of the fees requested herein, you must serve your objection by 4:00 p.m. (Prevailing Central Time) within 2 days after the date this notice was served on you. SUMMARY Name of Applicant: Snow Spence Green LLP Authorized to Provide Professional Services as: Local Counsel to the Official Committee of Unsecured Creditors Date of Retention: January, 208 Period for which Compensation and Reimbursement is Sought: Amount of Compensation Sought as Actual, Reasonable and Necessary: Amount of Expense Reimbursement Sought as Actual, Reasonable and Necessary: January, 208 January 3, 208 $ 5, ( 80% of $ 63, ) $ 2, Snow Spence Green LLP (the Firm ), local counsel for the Official Committee of Unsecured Creditors of Cobalt International Energy, Inc. et al. (the Committee ) in the above- The Debtors in these chapter cases, along with the last four digits of each Debtor s federal tax identification number, are: Cobalt International Energy, Inc. (69); Cobalt International Energy GP, LLC (7374); Cobalt International Energy, L.P. (24); Cobalt GOM LLC (788); Cobalt GOM # LLC (7262); and Cobalt GOM # 2 LLC (736). The Debtors service address is: 920 Memorial City Way, Suite 00, Houston, Texas

31 Case Document Filed in in TXSB on on 03/06/8 05/25/8 Page 22 of of referenced case, pursuant to the Order Establishing Procedures for Interim Compensation and Reimbursement of Expenses for Professionals (the Fee Procedures Order ) entered on January, 208 [Dkt. No. 204], submits its monthly fee statement for the period commencing January, 208 through January 3, 208 ( First Monthly Fee Statement ). The Firm seeks payment of monthly compensation in the total amount of $53, This total is composed of the following: $5, (80% of $63, the fees for services rendered) plus $2, (00% of the monthly expenses incurred). Attached as Exhibit A are itemized time records of the Firm s professionals and paraprofessionals from January, 208 through January 3, 208. Exhibit A also includes expenses incurred by the Firm during this period. Pursuant to the Fee Procedures Order, parties-in-interest will have until 4:00 p.m. (Prevailing Central Time) 2 days after service of the First Monthly Fee Statement to object to the requested fees and expenses. Upon the expiration of such 2-day period, the Debtors are authorized and directed to pay the Firm an amount (the Actual Monthly Payment ) equal to 80% of the fees and 00% of the expenses requested in the applicable Monthly Fee Statement (the Maximum Monthly Payment ) that are not subject to an objection. Any party objecting to the payment of monthly compensation and reimbursement of expenses as requested shall, no later than 4:00 p.m. (Prevailing Central Time) of the 2st day after service of the First Monthly Fee Statement, serve via to the following parties (collectively the Application Recipients as defined in the Debtors Motion for Entry of an Order Establishing Procedures for Interim Compensation and Reimbursement of Expenses for Professionals [Dkt. No. 20] and referenced in the Fee Procedures Order) a written notice, setting forth the precise nature of the objection and the amount at issue: a) The Debtors, c/o Cobalt International Energy, Inc., Attn.: Jeff Starzec (jeff.starzec@cobaltintl.com); 2

32 Case Document Filed in in TXSB on on 03/06/8 05/25/8 Page 33 of of b) Counsel to the Debtors, Kirkland & Ellis LLP, Attn.: Chad J. Husnick, P.C. and Brad Weiland c) Co-counsel for the Debtors, Zack A. Clement, PLLC, Attn.: Zack A Clement (zack.clement@icloud.com); d) The Office of the United States Trustee for the Southern District of Texas, Attn.: Hector Duran (hector.duran.jr@usdoj.gov) and Stephen Statham (stephen.statham@usdoj.gov); e) Counsel to the indenture trustee for the Debtors first lien notes, Wilmer Cutler Pickering Hale and Dorr LLP, Attn.: Andrew Goldman (Andrew.goldman@wilmerhale.com), Lauren Lifland (lauren.lifland@wilmerhale.com), and Benjamin Loveland (benjamin.loveland@wilmerhale.com); f) Counsel to the ad hoc committee of the Debtors first lien notes, Weil, Gotshal & Manges LLP, Attn.: Matthew S. Barr (matt.barr@weil.com), Alfredo R. Pérez (alfredo.perez@weil.com), and Christopher M. López (chris.lopez@weil.com); g) Counsel to the ad hoc committee of the Debtors second lien notes, Akin Gump Strauss Hauer & Feld LLP, Attn.: Marty L. Brimmage Jr. (mbrimmage@akingump.com) and Lacy M. Lawrence (llawrence@akingump.com); h) Counsel to the indenture trustee for the Debtors 2.625% senior convertible notes, Reed Smith LLP, Attn.: Eric A. Schaffer (eschaffer@reedsmith.com) and Lloyd A. Lim (llim@reedsmith.com); and i) Counsel to the Official Committee of Unsecured Creditors appointed in these chapter cases, Pachulski Stang Ziehl & Jones LLP, Attn.: Richard J. Feinstein (rfeinstein@pszjlaw.com). If an objection is timely served pursuant to the Fee Procedures Order, the Debtors shall be authorized to pay the Firm an amount equal to 80% of the fees and 00% of the expenses that are not subject to an objection. Any objection must set forth the precise nature of the objection and the amount at issue; it shall not be sufficient to simply object to all fees and expenses. After service of an objection, the objecting party and the Firm shall attempt to resolve the objection on a consensual basis. If the parties reach an agreement, the Debtors shall promptly pay the Firm 80% of the agreed-upon fees and 00% of the agreed upon expenses. If, however, the parties are unable to reach a resolution of the objection within 4 days after the service of the objection, the objecting 3