Estimated Hearing Date: November 7, 2018 at 9:30 a.m. AST

Objection Deadline: August 6, 2018 at 4:00 p.m. AST

UNITED STATES DISTRICT COURT

DISTRICT OF PUERTO RICO

PROMESA

Title III

No. 17-BK-03283 (LTS)

(Jointly Administered)

SUMMARY COVER SHEET FOR THIRD INTERIM APPLICATION OF

LUSKIN, STERN & EISLER LLP, AS SPECIAL COUNSEL TO THE

FINANCIAL OVERSIGHT AND MANAGEMENT BOARD FOR PUERTO RICO 

FOR PROFESSIONAL COMPENSATION AND REIMBURSEMENT OF EXPENSES,

FOR THE PERIOD FROM FEBRUARY 1, 2018 THROUGH MAY 31, 2018

ALL FEES AND SERVICES IN THIS INTERIM APPLICATION

WERE INCURRED OUTSIDE OF PUERTO RICO

 

1 The Debtors in these Title III Cases, along with each Debtor’s respective Title III case number and the last four (4) 

digits of each Debtor’s federal tax identification number, as applicable, are the (i) Commonwealth of Puerto Rico 

(Bankruptcy Case No. 17 BK 3283-LTS) (Last Four Digits of Federal Tax ID: 3481); (ii) Puerto Rico Sales Tax 

Financing Corporation (“COFINA”) (Bankruptcy Case No. 17 BK 3284-LTS) (Last Four Digits of Federal Tax ID: 

8474); (iii) Employees Retirement System of the Government of the Commonwealth of Puerto Rico (“ERS”) 

(Bankruptcy Case No. 17 BK 3566-LTS) (Last Four Digits of Federal Tax ID: 9686); (iv) Puerto Rico Highways 

and Transportation Authority (“HTA”) (Bankruptcy Case No. 17 BK 3567-LTS) Last Four Digits of Federal Tax 

ID: 3808); and (v) Puerto Rico Electric Power Authority (“PREPA”) (Bankruptcy Case No. 17 BK 4780-LTS) (Last 

Four Digits of Federal Tax ID: 3747) (Title III case numbers are listed as Bankruptcy Case numbers due to software 

limitations).

In re:

THE FINANCIAL OVERSIGHT AND 

MANAGEMENT BOARD FOR PUERTO RICO,

as representative of

THE COMMONWEALTH OF PUERTO RICO, et al.,

Debtors.

1

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2

Summary Sheet

Name of Applicant: Luskin, Stern & Eisler LLP (“LS&E”)

Authorized to Provide Professional Services as: Special Counsel to The Financial Oversight 

and Management Board for Puerto Rico

Name of Client: The Financial Oversight and 

Management Board for Puerto Rico

Petition Date: May 3, 20172

Retention Date: October 4, 2016

Compensation Period: February 1, 2018 to May 31, 2018

(the “Compensation Period”)

Total Compensation Sought: $125,126.00

Expense Reimbursement Sought: $471.42

Total Compensation and Expense 

Reimbursement Sought:

$125,597.42

Prior Applications Filed: First Interim Application

[Docket No. 2077];

Second Interim Application

[Docket No. 2729]

This is an: ___ monthly X interim ___ final application

This is Luskin, Stern & Eisler LLP’s third interim application in these cases (this “Application”).

 

2 The petition date for the Commonwealth under Title III was May 3, 2017. The petition date for COFINA under 

Title III was May 5, 2017. The petition date for ERS and HTA under Title III was May 21, 2017. The petition date 

for PREPA under Title III was July 2, 2017.

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Additional Information required pursuant to the United States Trustee Guidelines for Reviewing 

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

Attorneys in Larger Chapter 11 Cases effective as of November 1, 2013:

Total Compensation Approved by Interim Order 

to Date: $308,347.07

Total Expense Reimbursement Approved by 

Interim Order to Date:

$2,100.64

Total Allowed Compensation Paid to Date: $305,093.22

Total Allowed Expense Reimbursement Paid to 

Date:

$2,100.64

Total Compensation Sought in this Application

Already Paid Pursuant to Monthly Compensation 

Statements but not yet Allowed:

$57,371.99

Total Expense Reimbursement Sought in this 

Application Already Paid Pursuant to Monthly 

Compensation Statements but not yet Allowed:

$471.42

Blended Hourly Rate in this Application for all 

Attorneys:

$765.87

Blended Hourly Rate in this Application for all 

Timekeepers:

$615.78

Number of Professionals in this Application: 5

Number of Professionals Billing Fewer than 15 

hours in this Application:

2

Difference Between Fees Budgeted and 

Compensation Requested for this Period:

25.13%3

Rate Increases Since Date of Retention: 1

Disclosure of Compensation Sought in this 

Application Using Rates Disclosed at Retention:

$123,770.00

 

3 Because LS&E performs work for the Oversight Board on an ad hoc basis, the amount of time it bills in any given 

month or Compensation Period can fluctuate substantially. Accordingly, there may be significant variations in 

budgeted and actual fees billed.

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Summary of Prior Interim Fee Applications Filed

File Date/

Docket 

Number

Period Covered Fees 

Requested

Expenses 

Requested

Fees 

Approved

Expenses 

Approved Fees Paid Expenses Paid

12/15/2017

[No. 2077]

May 3, 2017 to 

September 30, 2017 $324,975.50 $2,172.59 $308,347.07 $2,100.64 $305,093.22 $2,100.64

3/19/2018

[No. 2729]

October 1, 2017 to 

January 31, 2018 $91,237.50 $1,329.64 N/A4 N/A $89,741.78 $1,329.64

TOTAL $416,213.00 $3,502.23 $308,347.07 $2,100.64 $394,835.00 $3,430.28

Summary of Prior Monthly Fee Statements for the Compensation Period

from February 1, 2018 through May 31, 20185

Date Period Covered Total Fees

Fees 

Requested 

(90%)

Holdback 

(10%)

Expenses 

Requested Fees Paid6

Expenses 

Paid 

(100%)

3/16/2018 February 1, 2018 to 

February 28, 2018 $18,145.00 $16,330.50 $1,814.50 $7.00 $11,594.66 $7.00

4/16/2018 March 1, 2018 to 

March 31, 2018 $49,235.00 $44,311.507 $4,923.50 $464.42 $31,461.17 $464.42

5/15/2018 April 1, 2018 to 

April 30, 2018 $22,404.00 $20,163.60 $2,240.40 $0.00 $14,316.16 $0.00

6/20/2018 May 1, 2018 to 

May 31, 2018 $35,342.00 $31,807.80 $3,534.20 $0.00 $0.00 $0.00

TOTAL $125,126.00 $112,613.40 $12,512.60 $471.42 $57,371.99 $471.42

 

4 Pursuant to the Omnibus Order Awarding Interim Allowance of Compensation for Professional Services Rendered 

and Reimbursement of Expenses for the Interim Compensation Period from October 1, 2017 through 

January 31, 2018 [Docket No. 3279], the Court adjourned LS&E’s Second Interim Fee Application for 

consideration at the July 25, 2018 omnibus hearing. 

5 The fees requested in LS&E’s monthly fee statements during this Compensation Period reflect voluntary 

reductions in the aggregate amount of $19,470.50. Such reductions are reflected in the net amounts sought in this 

Application.

6 LS&E understands the fees paid during this Compensation period are net of a 29% tax withholding.

7 The calculation in LS&E’s Eighth Monthly Fee Statement incorrectly requested only 80% of its fees ($39,388.00), 

holding back 20% of its fees ($9,847.00). The correct amounts are set forth in this chart.

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Estimated Hearing Date: November 7, 2018 at 9:30 a.m. AST

Objection Deadline: August 6, 2018 at 4:00 p.m. AST

UNITED STATES DISTRICT COURT

DISTRICT OF PUERTO RICO

PROMESA

Title III

No. 17-BK-03283 (LTS)

(Jointly Administered)

THIRD INTERIM APPLICATION OF

LUSKIN, STERN & EISLER LLP, AS SPECIAL COUNSEL TO THE 

FINANCIAL OVERSIGHT AND MANAGEMENT BOARD FOR PUERTO RICO, 

FOR COMPENSATION AND REIMBURSEMENT OF EXPENSES 

FOR THE PERIOD FROM FEBRUARY 1, 2018 THROUGH MAY 31, 2018

TO THE HONORABLE LAURA TAYLOR SWAIN

UNITED STATES DISTRICT COURT JUDGE:

Luskin, Stern & Eisler LLP (“LS&E”), special counsel to the Financial Oversight 

and Management Board for Puerto Rico (the “Oversight Board”) as representative of the 

Commonwealth of Puerto Rico, the Puerto Rico Sales Tax Financing Corporation, the Puerto 

Rico Highways and Transportation Authority, the Employees Retirement System of the 

Government of the Commonwealth of Puerto Rico, and the Puerto Rico Electric Power Authority 

(collectively, the “Debtors”) in the above-captioned title III cases (the “Title III Cases”) pursuant 

 

1 The Debtors in these Title III Cases, along with each Debtor’s respective Title III case number and the last four (4) 

digits of each Debtor’s federal tax identification number, as applicable, are the (i) Commonwealth of Puerto Rico 

(Bankruptcy Case No. 17 BK 3283-LTS) (Last Four Digits of Federal Tax ID: 3481); (ii) Puerto Rico Sales Tax 

Financing Corporation (“COFINA”) (Bankruptcy Case No. 17 BK 3284-LTS) (Last Four Digits of Federal Tax ID: 

8474); (iii) Employees Retirement System of the Government of the Commonwealth of Puerto Rico (“ERS”) 

(Bankruptcy Case No. 17 BK 3566-LTS) (Last Four Digits of Federal Tax ID: 9686); (iv) Puerto Rico Highways 

and Transportation Authority (“HTA”) (Bankruptcy Case No. 17 BK 3567-LTS) Last Four Digits of Federal Tax 

ID: 3808); and (v) Puerto Rico Electric Power Authority (“PREPA”) (Bankruptcy Case No. 17 BK 4780-LTS) (Last 

Four Digits of Federal Tax ID: 3747) (Title III case numbers are listed as Bankruptcy Case numbers due to software 

limitations).

In re

THE FINANCIAL OVERSIGHT AND 

MANAGEMENT BOARD FOR PUERTO RICO,

as representative of

THE COMMONWEALTH OF PUERTO RICO, et al.,

Debtors.1

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to section 315(b) of the Puerto Rico Oversight, Management, and Economic Stability Act

(“PROMESA”),

2

hereby submits this third interim fee application (the “Third Interim

Application” or “Application”),

3

pursuant to PROMESA sections 316 and 317, Rule 2016 of the 

Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”),4 Rule 2016-1 of the Local 

Bankruptcy Rules for the United States Bankruptcy Court for the District of Puerto Rico (the 

“Local Bankruptcy Rules”), Appendix B of the United States Trustee Guidelines for Reviewing 

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

Attorneys in Large Chapter 11 Cases effective as of November 1, 2013 (the “U.S. Trustee 

Guidelines,” and together with the aforementioned statutes, rules and guidelines, the 

“Guidelines”), and in accordance with the Second Amended Order Setting Procedures for 

Interim Compensation and Reimbursement of Expenses of Professionals entered by this Court on 

June 6, 2018 [Docket No. 3269] (the “Interim Compensation Order”), seeking entry of an order 

granting (a) the allowance of interim compensation in the aggregate amount of $125,126.00 in 

fees for reasonable and necessary professional services rendered and (b) reimbursement of actual

and necessary expenses in the aggregate amount of $471.42 incurred during the period 

commencing February 1, 2018 through and including May 31, 2018 (the “Compensation

Period”). In support of this Application, LS&E respectfully states the following:

 

2 PROMESA has been codified in 48 U.S.C. §§ 2101-2241.

3 The Application solely pertains to fees and expenses incurred with respect to the Debtors’ Title III Cases and does 

not address fees or expenses incurred with respect to other services performed for the Oversight Board outside the 

Title III process.

4 The Bankruptcy Rules are made applicable to the Debtors’ Title III Cases pursuant to PROMESA section 310.

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Jurisdiction and Venue

1. The Court has subject matter jurisdiction to consider and determine this 

Second Interim Application pursuant to PROMESA section 306(a). Venue is proper before this 

Court pursuant to PROMESA section 307(a). The statutory predicates for the relief requested 

herein are PROMESA sections 316 and 317, Bankruptcy Rule 2016 and Local Rule 2016-1.

2. This Application has been prepared in accordance with the Guidelines and 

the Interim Compensation Order. Attached hereto as Exhibit A is a certification regarding 

compliance with the Local Guidelines.

Background and Case Status

A. The Debtors’ Title III Cases

3. On June 30, 2016, the Oversight Board was established under PROMESA 

section 101(b).

4. On August 31, 2016, President Obama appointed the Oversight Board’s 

seven voting members.

5. Pursuant to PROMESA section 315, “[t]he Oversight Board in a case 

under this title is the representative of the debtor[s]” and “may take any action necessary on 

behalf of the debtor[s] to prosecute the case[s] of the debtor[s], including filing a petition under 

section 304 of [PROMESA] . . . or otherwise generally submitting filings in relation to the 

case[s] with the court.”

6. On September 30, 2016, the Oversight Board designated the Debtors as 

“covered entit[ies]” under PROMESA section 101(d).

7. On May 3, 2017, the Oversight Board issued a restructuring certification 

pursuant to PROMESA sections 104(j) and 206 and filed a voluntary petition for relief for the 

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Commonwealth of Puerto Rico (the “Commonwealth”) pursuant to section 304(a) of 

PROMESA, commencing a case under title III thereof.

8. On May 5, 2017, the Oversight Board filed a voluntary petition for relief 

for the Puerto Rico Sales Tax Financing Corporation (“COFINA”) pursuant to section 304(a) of 

PROMESA, commencing a case under title III thereof.

9. On May 21, 2017, the Oversight Board filed a voluntary petition for relief 

for each of the Employees Retirement System of the Government of the Commonwealth of 

Puerto Rico (“ERS”) and the Puerto Rico Highways and Transportation Authority (“HTA”)

pursuant to section 304(a) of PROMESA, commencing cases under title III thereof.

10. On July 2, 2017, the Oversight Board filed a voluntary petition for the 

Puerto Rico Electric Power Authority (“PREPA”) pursuant to section 304(a) of PROMESA, 

commencing a case under title III thereof.

11. Through orders issued on June 1, June 29 and October 6, 2017, the Court 

ordered the joint administration of the Title III Cases for the Debtors, for procedural purposes 

only [Docket Nos. 242, 537 and 1417].

12. Background information regarding the Commonwealth and its 

instrumentalities, and the commencement of the instant Title III Cases, is contained in the Notice 

of Statement of Oversight Board in Connection with PROMESA Title III Petition [Docket No. 1]

attached to the Commonwealth’s Title III petition.

B. Retention of LS&E

13. LS&E is a law firm with its offices located in New York. LS&E has 

significant experience representing parties in bankruptcy actions and litigations in many large, 

complex cases. It has represented clients in numerous cases in the Southern District of New 

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5

York, the Eastern District of New York, and in the United States District Courts and Courts of 

Appeals throughout the United States.

14. As set forth in the engagement letter dated October 4, 2016 

(the “Engagement Letter”),5 LS&E was retained by and authorized to represent the Oversight 

Board in connection with litigation in this Court seeking to lift the automatic stay imposed by 

PROMESA, seven months before these Title III Cases were commenced.6 Since the 

commencement of these Title III Cases, LS&E has continued to provide services to the 

Oversight Board and assists Proskauer Rose LLP (“Proskauer”), as lead counsel for the 

Oversight Board, in connection with the ongoing Title III actions given LS&E’s institutional 

knowledge of the pre-Title III litigation and its experience in bankruptcy litigation.

C. Interim Compensation and Fee Examiner Orders

15. On August 23, 2017, the Court entered the Order Setting Procedures for 

Interim Compensation and Reimbursement of Expenses of Professionals [Docket No. 1150].

16. On October 6, 2017, the Court appointed a Fee Examiner in these Title III 

Cases (the “Fee Examiner”) pursuant to the Order Pursuant to PROMESA Sections 316 and 317 

and Bankruptcy Code Section 105(a) Appointing a Fee Examiner and Related Relief

[Docket No. 1416] (the “Fee Examiner Order”).

 

5 A copy of the Engagement Letter is available on the Oversight Board’s website at 

http://oversightboard.pr.gov/documents/.

6 Unlike in cases commenced under the Bankruptcy Code, professionals retained by the Debtors and the Oversight 

Board do not require court authorization for retention. See PROMESA § 301(a) (omitting Bankruptcy Code sections 

327 and 328 from incorporation into PROMESA).

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17. On October 31, 2017, the Fee Examiner filed the Urgent Motion of the 

Fee Examiner to Amend the Interim Compensation Order, Including the Due Date and Hearing 

Date for Interim Compensation [Docket No. 1594].

18. On November 8, 2017, the Court entered the First Amended Order Setting 

Procedures for Interim Compensation and Reimbursement of Expenses of Professionals

[Docket No. 1715].

19. On November 10, 2017, the Fee Examiner issued a memorandum, and on 

January 3, 2018, the Fee Examiner issued a supplemental memorandum (together, the “Fee 

Examiner Guidelines”) to all retained professionals in these Title III Cases providing additional 

guidelines in connection with the Interim Compensation Order.

20. On May 8, 2018, the Fee Examiner filed the Motion of the Fee Examiner 

to Amend the Fee Examiner Order with Respect to the Scope of the Fee Examiner’s Authority in 

the Interest of Administrative Efficiency [Docket No. 3032] (the “Motion to Amend the Fee 

Examiner Order”).

21. On May 23, 2018, the Oversight Board and the Puerto Rico Fiscal Agency 

and Financial Authority (the “AAFAF”) filed a Joint Motion for Entry of an Order Further 

Amending the Interim Compensation Order [Docket No. 3133].

22. On June 6, 2018, the Court entered the Interim Compensation Order, and 

in accordance therewith, LS&E and other professionals retained in these Title III Cases were 

authorized to serve upon the parties identified therein (the “Notice Parties”) monthly fee 

statements (the “Monthly Fee Statements”).

23. Pursuant to the Interim Compensation Order, the Notice Parties have ten 

days from the date of service of the Monthly Fee Statement to object to the amounts requested. 

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If no objection is filed prior to expiration of the objection period, the Commonwealth is 

authorized to pay the respective professionals 90% of the fees and 100% of the expenses sought 

in each Monthly Fee Statement.

24. On June 20, 2018, the Court entered the First Amended Order Pursuant to 

PROMESA Sections 316 and 317 and Bankruptcy Code Section 105(A) Appointing a Fee 

Examiner and Related Relief [Docket No. 3324] (the “Amended Fee Examiner Order”). 

Pursuant to the Amended Fee Examiner Order, the Court directed the Fee Examiner, “in 

consultation with the relevant professionals and counsel for the Oversight Board, AAFAF, and 

the official committees, to develop and present a proposal to the Court to resolve the concerns 

the Fee Examiner has noted at paragraphs 9 through 22 of the Motion [to Amend the Fee 

Examiner Order], addressing the fee applications of McKinsey & Company, Andrew Wolfe, and 

other de minimis and flat fee professionals and reiterating and amending the provisions of the 

[Fee Examiner Order].”

D. Applications for Interim Compensation

25. In addition to the Monthly Fee Statements, the Interim Compensation 

Order directed professionals to seek interim allowance and payment of compensation (including 

the 10% held back from Monthly Fee Statements) and expense reimbursement at 120-day 

intervals (each an “Interim Fee Period”) by filing with the Court and serving on the Notice 

Parties an application for approval and allowance of all compensation and reimbursement of 

expenses relating to services rendered and expenses incurred during the preceding Interim Fee 

Period (see Interim Compensation Order at ¶2(f)).

26. On December 15, 2017, LS&E filed its First Interim Application of 

Luskin, Stern & Eisler LLP, as Special Counsel to the Financial Oversight and Management 

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Board for Puerto Rico for Professional Compensation and Reimbursement of Expenses for the 

Period from May 3, 2017 through September 30, 2017 [Docket No. 2077], for interim 

compensation for the period of May 3, 2017 through September 30, 2017 (the “First Interim 

Application”) in these Title III Cases seeking interim allowance of $324,975.50 in compensation 

for professional services rendered and $2,172.59 in reimbursement for expenses incurred.

27. On February 21, 2018, the Fee Examiner provided his confidential letter 

report to LS&E with respect to the First Interim Application. Based on multiple conversations 

LS&E had with the Fee Examiner’s professionals, the parties agreed that LS&E would reduce 

the amounts sought in the First Interim Application by $16,628.43 in fees and $71.95 in expenses 

(together, the “First Interim Adjustments”).

28. On March 1, 2018, the Fee Examiner filed the Fee Examiner’s Initial 

Report [Docket No. 2645] with respect to LS&E’s First Interim Application, recommending that 

the Court approve the First Interim Application, net of the First Interim Adjustments. 

29. On March 7, 2018, the Court entered its Omnibus Order Awarding Interim 

Allowance of Compensation for Professional Services Rendered and Reimbursement of Expenses 

for the First Interim Compensation Period from May 3 through September 30, 2017

[Docket No. 2685], approving the First Interim Application, as set forth therein.

30. On March 19, 2018, LS&E filed its Second Interim Application of Luskin, 

Stern & Eisler LLP, as Special Counsel to the Financial Oversight and Management Board for 

Puerto Rico for Professional Compensation and Reimbursement of Expenses for the Period from 

October 1, 2017 through January 31, 2018 [Docket No. 2729], for interim compensation for the 

period of October 1, 2017 through January 31, 2018 (the “Second Interim Application”) in these 

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Title III Cases seeking interim allowance of $91,237.50 in compensation for professional 

services rendered and $1,329.64 in reimbursement for expenses incurred.

31. On May 30, 2018, the Fee Examiner filed the Fee Examiner’s Second 

Report on Professional Fees and Expenses [Docket No. 3193], recommending that the Court 

adjourn LS&E’s Second Interim Application for consideration at the July 25, 2018 omnibus 

hearing. We understand that the Second Interim Application was adjourned because it will be 

subject to any protocol proposed to address de minimis fee applications (Amended Fee Examiner 

Order ¶ 2).

32. On June 8, 2018, the Court entered its Omnibus Order Awarding Interim 

Allowance of Compensation for Professional Services Rendered and Reimbursement of Expenses 

for the Second Interim Compensation Period from October 1, 2017 through January 31, 2018

[Docket No. 3279], adjourning LS&E’s Second Interim Application for consideration at the 

July 25, 2018 omnibus hearing.

Relief Requested

33. By this Application, LS&E seeks an order authorizing (a) allowance of 

interim compensation for the professional services rendered during the Compensation Period in 

the aggregate amount of $125,126.00, (b) allowance of reimbursement of actual and necessary 

expenses incurred by LS&E in the aggregate amount of $471.42, and (c) payment of the 

outstanding fees and expense reimbursement in the aggregate amount of $125,597.42, inclusive 

of any amounts previously held back.

34. During the Compensation Period, LS&E attorneys and paraprofessionals 

expended a total of 203.20 hours for which compensation is requested. All services rendered and 

expenses incurred for which compensation or reimbursement is requested were performed or 

incurred for or on behalf of the Oversight Board.

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35. During the Compensation Period, LS&E submitted four Monthly Fee 

Statements (the seventh, eighth, ninth, and tenth such statements submitted by LS&E).

36. On March 16, 2018, LS&E served its seventh Monthly Fee Statement 

covering the period from February 1, 2018 through February 28, 2018 (the “Seventh Monthly 

Fee Statement”), a copy of which is attached hereto as Exhibit G-1.

7

 LS&E received no 

objection to the Seventh Monthly Fee Statement. On April 10, 2018, LS&E submitted a 

statement of no objection to the AAFAF with respect to the Seventh Monthly Fee Statement. On 

May 1, 2018, the Debtors paid $11,594.66 on account of fees requested and $7.00 on account of 

expense reimbursement requested. The Debtors withheld $4,735.84, or twenty-nine percent 

(29%) of the fees requested, on account of purported tax withholding.8

37. On April 16, 2018, LS&E served its eighth Monthly Fee Statement 

covering the period from March 1, 2018 through March 31, 2018 (the “Eighth Monthly Fee 

Statement”), a copy of which is attached hereto as Exhibit G-2.

9

 LS&E received no objection to 

the Eighth Monthly Fee Statement. On May 7, 2018, LS&E submitted a statement of no 

objection to the AAFAF with respect to the Eighth Monthly Fee Statement. On June 5, 2018, the 

Debtors paid $31,461.17 on account of fees requested and $464.42 on account of expense 

reimbursement requested. The Debtors withheld $12,850.33, or twenty-nine percent (29%) of 

the fees requested, on account of purported tax withholding.

 

7 The fees requested in LS&E’s Seventh Monthly Fee Statement reflect voluntary reductions in the amount of 

$8,802.50 which are reflected in the net amounts sought in this Application.

8 LS&E performed all services outside of Puerto Rico and intends to seek a refund of all amounts withheld on 

account of tax withholding.

9 The fees requested in LS&E’s Eighth Monthly Fee Statement reflect voluntary reductions in the amount of 

$4,914.50 which are reflected in the net amounts sought in this Application.

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38. On May 15, 2018, LS&E served its ninth Monthly Fee Statement covering 

the period from April 1, 2018 through April 30, 2018 (the “Ninth Monthly Fee Statement”), a 

copy of which is attached hereto as Exhibit G-3.

10

 LS&E received no objection to the Ninth

Monthly Fee Statement. On May 31, 2018, LS&E submitted a statement of no objection to the 

AAFAF with respect to the Ninth Monthly Fee Statement. On June 26, 2018, the Debtors paid 

$14,316.16 in account of fees requested. The Debtors withheld $5,814.44, or twenty-nine 

percent (29%) of the fees requested, on account of purported tax withholding. LS&E did not 

request any expense reimbursement in its Ninth Monthly Fee Statement. 

39. On June 20, 2018, LS&E served its tenth Monthly Fee Statement covering 

the period from May 1, 2018 through May 31, 2018 (the “Tenth Monthly Fee Statement”), a 

copy of which is attached hereto as Exhibit G-4.

11 LS&E received no objection to the Tenth

Monthly Fee Statement. On July 10, 2018, LS&E submitted a statement of no objection to the 

AAFAF with respect to the Tenth Monthly Fee Statement. As of the filing of this Application, 

LS&E has received no payments in connection with its Tenth Monthly Fee Statement. LS&E 

anticipates it will receive payments in connection with the Tenth Monthly Fee Statement after 

the filing of this Application.

40. Other than those Monthly Fee Statements, no payments have been made to 

LS&E, and LS&E has received no promises of payment from any source for services rendered or 

to be rendered in any capacity whatsoever in connection with the matters covered during the 

Compensation Period and addressed by this Third Interim Application. There is no agreement or 

 

10 The fees requested in LS&E’s Ninth Monthly Fee Statement reflect voluntary reductions in the amount of 

$2,746.50 which are reflected in the net amounts sought in this Application.

11 The fees requested in LS&E’s Tenth Monthly Fee Statement reflect voluntary reductions in the amount of 

$3,007.00 which are reflected in the net amounts sought in this Application.

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understanding between LS&E and any other person, other than the members of LS&E, for the 

sharing of compensation to be received for services rendered in these cases.

41. The fees charged by LS&E in these cases are billed in accordance with 

LS&E’s existing billing rates and procedures in effect during the Compensation Period. The 

rates set forth in the Engagement Letter which LS&E charges for the services rendered by its 

professionals and paraprofessionals in these Title III Cases are the same rates LS&E generally 

charges for professionals and paraprofessional services rendered in comparable non-bankruptcy 

related matters. Such fees are reasonable based on the customary compensation charged by 

comparably skilled practitioners in comparable non-bankruptcy cases in a competitive national 

legal market. 

42. LS&E maintains computerized records of all time spent by LS&E 

attorneys and paraprofessionals in connection with its representation of the Oversight Board. 

Applicant has provided itemized time records for professionals and paraprofessionals performing 

services during the Compensation Period to this Court, the Debtors, the Fee Examiner, all notice 

parties pursuant to the Interim Compensation Order and the U.S. Trustee. All entries itemized in 

Applicant’s time records comply with the requirements set forth in the Guidelines, including the 

use of separate matter numbers for different project types, as described in this Application. 

Applicant’s itemized time records also detail expenses incurred during the Compensation Period. 

All entries itemized in Applicant’s expense records comply with the requirements set forth in the 

Guidelines.

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43. Pursuant to, and consistent with, the relevant requirements of the 

Guidelines, as applicable, the following exhibits are attached hereto and incorporated herein by 

reference:

i. Exhibit A contains a certification by Michael Luskin regarding LS&E’s 

compliance with the Local Guidelines.

ii. Exhibit B contains a summary of hours and fees billed by each LS&E 

attorney and paraprofessional in services rendered to the Oversight Board 

during the Compensation Period, including respective titles, hourly rates, 

year of bar admission for attorneys and any applicable rate increases.

iii. Exhibit C contains a summary of compensation requested by matter 

during the Compensation Period.

iv. Exhibit D contains a summary and comparison of the aggregate blended 

hourly rates.

v. Exhibit E contains a summary of reimbursable expenses incurred during 

the Compensation Period.

vi. Exhibit F contains available budget plans prepared and a comparative 

analysis of budgeted and actual fees during the Compensation Period.

vii. Exhibits G-1 through G-4 contain copies of LS&E’s Monthly Fee 

Statements during the Compensation Period, which include detailed time 

records and out-of-pocket expenses.

Summary of Services Performed by LS&E During the Compensation Period

44. Set forth below is a description of significant professional services, broken 

down by project category, rendered by LS&E during the Compensation Period. The following 

services described are not intended to be a comprehensive summary of the work performed by 

LS&E; a detailed description of all services rendered by LS&E can be found in the detailed time 

records reflecting the services performed by LS&E’s professionals, the time expended by each 

professional, and the hourly rate of each professional, annexed to the Monthly Fee Statements 

attached hereto as Exhibits G-1 through G-4, and such descriptions are incorporated herein by 

reference.

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A. Bankruptcy Litigation

Fees: $18,368.00; Hours: 23.40.

45. During the Compensation Period, LS&E spent time under this project 

category assisting Proskauer in connection with the Debtor in Possession financing motion in the 

PREPA Title III proceeding, which included, among other things, reviewing motion papers, 

objections and replies, and preparing for and attending the hearing on the PREPA Debtor in 

Possession financing motion. LS&E also spent time under this project code keeping abreast of 

ongoing litigation and various administrative filings. 

B. Fee Applications

Fees: $21,343.00; Hours: 68.10.

46. During the Compensation Period, LS&E spent time under this project 

category on the following: (a) review of the docket and filings in these Title III Cases in 

connection with fee and compensation matters, (b) preparation for and telephonic appearance at 

the March 7, 2018 omnibus hearing in connection with LS&E’s First Interim Application, 

(c) review of the Guidelines and Fee Examiner Guidelines in connection with LS&E’s Second

Interim Application, (d) preparation of its Second Interim Application, (e) preparation of budget 

estimates, (f) coordination with the Fee Examiner on the entry of a Stipulated Disclosure 

Agreement and Protective Order, (g) compliance with Puerto Rico law, and (h) review and 

coordination with the Oversight Board’s professionals in connection with the foregoing.

47. LS&E has voluntarily written off 60.90 hours in time expended and 

$19,470.50 of fees incurred under this project category in connection with the following: 

(a) preparation of its Monthly Fee Statements during this Compensation Period, (b) reviewing, 

revising and redacting invoices in connection with its Monthly Fee Statements during this 

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Compensation Period, (c) preparation and submission of no objection statements with respect to 

its Monthly Fee Statements during this Compensation period, (c) preparation of responses to and 

requested information for the Fee Examiner, and (d) analysis of its fees and payments with 

respect to compliance with Puerto Rico law and the foregoing.

C. Peaje vs. PRHTA

Fees: $85,415.00; Hours: 111.70.

48. LS&E’s time in this project category is attributable to work done in 

connection with Peaje Investments LLC v. Puerto Rico Highways and Transportation Authority, 

et al., Adv. Proc. Nos. 17-151 and 17-152 (LTS). During the Compensation Period, the bulk of 

the time under this project category was spent assisting Proskauer with Peaje’s appeal to the First 

Circuit of the Court’s decision denying Peaje’s motion for a preliminary injunction. LS&E’s 

work included reviewing and revising outlines and draft briefs as well as preparing and helping 

the Proskauer team prepare for oral arguments, including participation in moot appellate 

arguments. In addition, LS&E spent time in this project category reviewing and revising motion 

papers for filing in the District Court.

Actual and Necessary Disbursements

49. As set forth in the Summary Cover Sheet filed contemporaneously with 

this Application, LS&E disbursed $471.42 as expenses incurred in providing professional 

services during the Compensation Period. LS&E passes through all out-of-pocket expenses at 

actual cost. Other reimbursable expenses (whether the service is performed by LS&E in-house 

or through a third-party vendor) include, but are not limited to, deliveries, court costs, transcript 

fees, travel, teleconferencing, and clerk fees, and are passed through at cost. LS&E does not bill 

for fax and phone charges (other than fees for conference calls), secretarial overtime or other 

administrative costs.

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50. LS&E submits that the actual expenses incurred for which reimbursement 

is sought in this Application were necessary, reasonable, and justified under the circumstances to 

serve the needs of the Oversight Board at the time such expenses were incurred.

Voluntary Reductions and Adjustments

51. In the exercise of billing discretion, LS&E voluntarily wrote off 

$19,470.50 in fees during the Compensation Period in connection with time billed to the Fee 

Application project category and in accordance with the Fee Examiner Guidelines. Such 

reductions are reflected in the amounts requested in LS&E’s Monthly Fee Statements during the 

Compensation Period and the net amounts sought in this Application.

The Application Should be Granted

52. Section 317 of PROMESA provides for interim compensation of 

professionals and incorporates the substantive standards of Section 316 of PROMESA to govern 

the Court’s award of such compensation. 48 U.S.C. § 2177. Section 316 provides that a court 

may award a professional employed under section 1103 of title 11 of the United States Code 

“reasonable compensation for actual, necessary services rendered . . . and reimbursement for 

actual, necessary expenses.” Id. § 2176(a)(1) and (2). Section 316(c) sets forth criteria for the 

award of such compensation and reimbursement:

In determining the amount of reasonable compensation to be awarded to a 

professional person, the court shall consider the nature, the extent, and the value 

of such services, taking into account all relevant factors, including—

(1) the time spent on such services;

(2) the rates charged for such services;

(3) whether the services were necessary to the administration of, or 

beneficial at the time at which the service was rendered toward the 

completion of, a case under this chapter;

(4) 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;

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(5) with respect to a professional person, whether the person is board 

certified or otherwise has demonstrated skill and experience in the 

restructuring field; and

(6) whether the compensation is reasonable based on the customary 

compensation charged by comparably skilled practitioners in cases other 

than cases under this title or title 11, United States Code.

Id. § 2176(c). 

53. LS&E respectfully submits that the services for which it seeks 

compensation and the expenditures for which it seeks reimbursement in this Third Interim 

Application were necessary and beneficial to the Oversight Board. In light of the nature, extent 

and value of such services, LS&E submits that the compensation requested herein is reasonable.

54. The compensation for LS&E’s services as requested is commensurate with 

the complexity, importance and nature of the problems, issues or tasks involved. The 

professional services were performed with expedition and in an efficient manner. All work was 

closely coordinated and conducted with Proskauer so as to ensure that there was no duplication 

of effort. In addition, the assignments given to LS&E by the Oversight Board and Proskauer 

required the attention of senior-level attorneys (one partner and two senior associates); there was

no time expended by junior associates during the Compensation Period.

55. In sum, the services rendered by LS&E were necessary and beneficial to 

the Oversight Board, were reasonable in light of the value of such services to the Oversight 

Board and were performed with skill and expertise. Accordingly, LS&E submits that approval 

of the compensation for professional services and reimbursement of expenses requested in this 

Second Interim Fee Application is warranted.

Location of Services Provided

56. All fees and services during this Compensation Period were rendered and 

incurred outside of Puerto Rico. 

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Statements Pursuant to Appendix B of the U.S. Trustee Guidelines

57. The following statements address information pursuant to Section C.5 of 

the U.S. Trustee Guidelines:

a. Question: Did you agree to any variations from, or alternatives to, your 

standard or customary billing rates, fees or terms for services pertaining to this 

engagement that were provided during the application period? If so, please 

explain.

Answer: No. 

b. Question: If the fees sought in this fee application as compared to the fees 

budgeted for the time period covered by this fee application are higher by 

10% or more, did you discuss the reasons for the variation with the client?

Answer: The actual fees sought in this Application are higher than the 

budgeted fees for the Compensation Period by 25.13%. Given that

LS&E’s services were and continue to be performed on an ad hoc basis, 

there can be significant variations in budgeted and actual fees billed in this 

and future interim applications. The primary reason for the disparity 

between the budgeted and the actual fees incurred is related to significant 

work performed in connection with the Peaje First Circuit Appeal. (Peaje 

Investmetns LLC v. Puerto Rico Highways and Transportation Authority,

Case No. 17-2165 (1st Cir.)) While the difference as a percentage is 

greater than 10%, the fees only amount to approximately $25,000 more 

than the estimated budget.

c. Question: Have any of the professionals included in this fee application 

varied their hourly rate based on geographic location of the bankruptcy case?

Answer: No.

d. Question: Does the fee application include time or fees related to reviewing 

or revising time records or preparing, reviewing, or revising invoices? (This 

is limited to work involved in preparing and editing billing records that would 

not be compensable outside of bankruptcy and does not include reasonable 

fees for preparing a fee application.). If so, please quantify by hours and fees.

Answer: No. LS&E voluntarily reduced its time and fees billed in this 

Application relating to reviewing and revising time records or preparing, 

reviewing or revising invoices. These amounts were not separately 

calculated but are included in the voluntary reductions made in this Third

Interim Application, which are not reflected in the amounts sought therein. 

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e. Question: Does this fee application include time or fees for reviewing time 

records to redact any privileged or other confidential information? If so, 

please quantify by hours and fees.

Answer: No. Any such time and fees related to reviewing and revising 

invoices to protect privileged or confidential information are included in 

the voluntary reductions referenced in the response to the question in 

paragraph 57(d) and are not separately calculated.

f. Question: If the fee application includes any rate increases in retention: (i) 

Did your client review and approve those rate increases in advance? and (ii) 

Did your client agree when retaining the law firm to accept all future rate 

increases? If not, did you inform your client that they need not agree to 

modified rates or terms in order to have you continue the representation, 

consistent with ABA Formal Ethics Opinion 11-458?

Answer: The Third Interim Application does not include any additional 

rate increases but incorporates a regular rate increase for one associate 

during the first interim Compensation Period. Such a rate increase was 

approved by the client pursuant to the terms of the Engagement Letter.

Notice

58. Notice of this Application has been provided to: (a) the United States 

Trustee for the District of Puerto Rico, (b) the Oversight Board and its counsel, (c) counsel to the 

AAFAF, (d) counsel to the Fee Examiner, (e) counsel to the Official Committee of Unsecured 

Creditors, (f) counsel to the Official Committee of Retirees, and (g) the Puerto Rico Department 

of Treasury. LS&E respectfully submits that no further notice of this Application should be 

required.

No Prior Request

59. No prior interim fee application for the relief requested herein has been 

made to this or any other Court.

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Conclusion

WHEREFORE, LS&E respectfully requests that the Court enter an order; 

(a) approving the interim allowance of $125,126.00 for compensation for professional services 

rendered during the Compensation Period, (b) approving the reimbursement of LS&E’s out-ofpocket expenses incurred in connection with the rendering of such services during the 

Compensation Period in the amount of $471.42, (c) authorizing payment of the outstanding fees 

and expense reimbursement in the aggregate amount of $125,597.42, and (d) granting such other 

and further relief as the Court deems just and proper.

Dated: July 16, 2018

New York, New York

Respectfully submitted,

/s/ Michael Luskin

Michael Luskin (admitted pro hac vice)

Lucia T. Chapman (admitted pro hac vice)

Stephan E. Hornung (admitted pro hac vice)

LUSKIN, STERN & EISLER LLP

Eleven Times Square

New York, New York 10036

Telephone: (212) 597-8200

Facsimile: (212) 974-3205

luskin@lsellp.com

chapman@lsellp.com

hornung@lsellp.com

Special Counsel to the Financial Oversight and 

Management Board for Puerto Rico

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EXHIBIT A

Certification of Michael Luskin in Support of the Application

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Estimated Hearing Date: November 7, 2018 at 9:30 a.m. AST

Objection Deadline: August 6, 2018 at 4:00 p.m. AST

UNITED STATES DISTRICT COURT

DISTRICT OF PUERTO RICO

PROMESA

Title III

No. 17-BK-03283 (LTS)

(Jointly Administered)

CERTIFICATION UNDER GUIDELINES FOR FEES AND DISBURSEMENTS FOR 

PROFESSIONALS IN RESPECT OF THIRD INTERIM APPLICATION OF

LUSKIN, STERN & EISLER LLP, AS SPECIAL COUNSEL TO THE FINANCIAL 

OVERSIGHT AND MANAGEMENT BOARD FOR PUERTO RICO, 

FOR COMPENSATION AND REIMBURSEMENT OF EXPENSES 

FOR THE PERIOD FROM FEBRUARY 1, 2018 THROUGH MAY 31, 2018

I, Michael Luskin, hereby certify that:

1. I am an attorney admitted to practice before the United States District 

Court for the Southern District of New York and am admitted pro hac vice before this Court. 

I am a member of the law firm of Luskin, Stern & Eisler LLP (“LS&E” or “Applicant”), with 

offices located at Eleven Times Square, New York, New York 10036. Applicant is special 

counsel to the Financial Oversight and Management Board for Puerto Rico (the “Oversight 

Board”) as representative of the Debtors in the above-captioned title III cases pursuant to section 

 

1 The Debtors in these Title III Cases, along with each Debtor’s respective Title III case number and the last four (4) 

digits of each Debtor’s federal tax identification number, as applicable, are the (i) Commonwealth of Puerto Rico 

(Bankruptcy Case No. 17 BK 3283-LTS) (Last Four Digits of Federal Tax ID: 3481); (ii) Puerto Rico Sales Tax 

Financing Corporation (“COFINA”) (Bankruptcy Case No. 17 BK 3284-LTS) (Last Four Digits of Federal Tax ID: 

8474); (iii) Employees Retirement System of the Government of the Commonwealth of Puerto Rico (“ERS”) 

(Bankruptcy Case No. 17 BK 3566-LTS) (Last Four Digits of Federal Tax ID: 9686); (iv) Puerto Rico Highways 

and Transportation Authority (“HTA”) (Bankruptcy Case No. 17 BK 3567-LTS) Last Four Digits of Federal Tax 

ID: 3808); and (v) Puerto Rico Electric Power Authority (“PREPA”) (Bankruptcy Case No. 17 BK 4780-LTS) (Last 

Four Digits of Federal Tax ID: 3747) (Title III case numbers are listed as Bankruptcy Case numbers due to software 

limitations).

In re:

THE FINANCIAL OVERSIGHT AND 

MANAGEMENT BOARD FOR PUERTO RICO,

as representative of

THE COMMONWEALTH OF PUERTO RICO, et al.,

Debtors.1

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2

315(b) of the Puerto Rico Oversight, Management, and Economic Stability Act (“PROMESA”).

2

 

I have personal knowledge of all of the facts set forth in this certification except as expressly 

stated herein.

2. In accordance with (a) Local Bankruptcy Rule 2016-1 (the “Local 

Guidelines”), (b) Appendix B of the United States Trustee Guidelines for Reviewing 

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

effective as of November 1, 2013 (the “U.S. Trustee Guidelines”), and (c) the Second Amended

Order Setting Procedures for Interim Compensation and Reimbursement of Expenses of 

Professionals entered June 6, 2018 (the “Interim Compensation Order”), this certification is 

made with respect to the Third Interim Application of LS&E, as special counsel to the Oversight 

Board, dated July 16, 2018 (the “Application”),3for interim compensation and reimbursement of 

expenses for the period of February 1, 2018 through and including May 31, 2018 (the 

“Compensation Period”).

3. With respect to section (a)(4) of the Local Guidelines, I certify that:

a) I have read the Application;

b) to the best of my knowledge, information, and belief, formed after 

reasonable inquiry, the compensation and reimbursement of 

expenses sought conforms with the Bankruptcy Code, the Federal 

Rules of Bankruptcy Procedure, the U.S. Trustee Guidelines and 

these Local Guidelines;

c) except to the extent that fees or disbursements are prohibited by 

the Local Guidelines, the compensation and reimbursement of 

expenses requested are billed at rates no less favorable to the 

Debtors than those customarily employed by LS&E and generally 

accepted by LS&E’s clients (with the exception of a small number 

 

2 PROMESA has been codified in 48 U.S.C. §§ 2101-2241.

3 Capitalized terms used but not defined herein have the meanings given to them in the Application.

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3

of high-volume clients who have negotiated reduced-fee 

agreements, see Application at Exhibit D); and

d) in providing a reimbursable service, LS&E does not make a profit 

on that service, whether the service is performed by LS&E inhouse or through a third party.

Dated: July 16, 2018

New York, New York

Respectfully submitted,

/s/ Michael Luskin

Michael Luskin (admitted pro hac vice)

LUSKIN, STERN & EISLER LLP

Eleven Times Square

New York, New York 10036

Telephone: (212) 597-8200

Facsimile: (212) 974-3205

luskin@lsellp.com

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EXHIBIT B

Summary of Hours Billed by Professionals and Paraprofessionals

for the Period from February 1, 2018 through May 31, 2018 1

Timekeeper

Position and Year 

Admitted to Practice

This Interim Fee Application First Interim 

Application 

Hourly 

Billing Rate

Rate 

Increases 

Since Case 

Inception

Total Fees 

Billed

Total 

Hours 

Billed

Hourly 

Billing 

Rate

Michael Luskin Senior Partner 1978 $82,400.00 103.00 $800.00 $800.00 0

Lucia T. Chapman Senior Associate 1984 $4,620.00 6.60 $700.00 $700.00 0

Stephan E. 

Hornung

Senior Associate 2008 $22,822.50 33.90 $675.00 $635.00

$675.002

1

Catherine D. Trieu Paralegal N/A $15,147.00 59.40 $255.00 $255.00 0

Kathleen Feeney Paralegal N/A $76.50 0.30 $255.00 $255.00 0

TOTAL $125,126.00 203.20

 

1 These amounts were adjusted to reflect 60.90 hours and $19,470.50 in fees which LS&E has voluntarily reduced.

2 LS&E adjusted its rates for this associate effective as of August 1, 2017. This was a regular step increase and not a 

“rate increase” as defined in the U.S. Trustee Guidelines. Pursuant to the U.S. Trustee Guidelines, “rate increases” 

“exclude annual ‘step increases’ historically awarded by the firm in the ordinary course to attorneys throughout the 

firm due to advancing seniority and promotion.” U.S. Trustee Guidelines ¶ B.2.d, n.2.

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EXHIBIT C

Summary of Compensation by Matter for the Period

from February 1, 2018 through May 31, 20181

 

1 These amounts were adjusted to reflect 60.90 hours and $19,470.50 in fees which LS&E has voluntarily reduced.

2 Peaje Investments LLC v. Puerto Rico Highways & Transportation Authority, Case Nos. 17-151, 17-152 (D.P.R.), 

Case No. 17-2165 (1st Cir.)

Project

Category

Total

Billed Hours

Total Fees

Requested ($)

Bankruptcy Litigation 23.40 $18,368.00

Fee Applications 68.10 $21,343.00

Peaje v. PRHTA2 111.70 $85,415.00

TOTAL 203.20 $125,126.00

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EXHIBIT D

Summary of Blended Hourly Rates and Comparable Hourly Rates1

Category of 

Timekeeper

Blended Hourly Rate

Billed in this 

Fee Application

Billed in 

Second 

Interim Fee 

Application

Billed in First 

Interim Fee 

Application

Billed for 

2017

(excluding 

bankruptcy)

Billed for 2017

(excluding 

bankruptcy and 

legacy client)

Senior Partners $800.00 $800.00 $776.31 $761.20 $776.12

Senior Associates $678.07 $687.07 $680.62 $562.53 $620.94

Attorney Total $765.87 $750.90 $722.28 $698.77 $740.90

Paralegals $255.00 $255.00 $255.00 $227.17 $232.95

All Timekeepers $615.78 $555.99 $687.63 $587.01 $617.11

 

1 The difference in rates charged in this case versus other non-bankruptcy cases is attributable to three factors. First, 

LS&E has long-standing rate schedule agreements with a small number of clients that have negotiated fixed 

“legacy” rates based on the significant volume of services LS&E provides to such clients which are below its 

customary rates. The non-bankruptcy time billed by Stephan Hornung, the firm’s only full-time senior associate, 

was primarily for one of those clients. We have included a third column, which reflects the firm’s blended hourly 

rates without including the hours worked for that client. Second, as disclosed in Exhibit C, that senior associate’s 

billing rate increased in August, 2017, and a majority of his time in these Title III Cases was billed subsequent to 

that rate increase. Finally, LS&E is a small firm consisting of eight attorneys (four partners, two senior associates, 

one mid-level associate and one junior associate). Staffing allocations can have a disproportionate and misleading 

impact on LS&E’s blended hourly rates across a small sample size.

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EXHIBIT E

Summary of Reimbursable Expenses Incurred

for the Period February 1, 2018 through May 31, 2018

Reimbursable Expenses Amounts ($)

Copying Charges – In House $103.00

Court Document Retrieval $5.60

Court Related Expenses $70.00

Federal Express $166.93

Online Research $30.00

Messenger Service $19.50

Taxi and Local Transportation $76.39

TOTAL $471.42

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EXHIBIT F

Budget Plan and Comparative Analysis1

Fee Period Project 

Category

Budget Estimate Actual Billed Percentage 

Difference in 

Fees

Estimated 

Hours

Estimated 

Fees

Hours 

Billed Fees Sought

February 1, 2018 to 

February 28, 2018

2 N/A N/A 21.50 $17,175.00 N/A

3 N/A N/A 0.20 $135.00 N/A

5 N/A N/A 1.20 $835.00 N/A

Total N/A $25,000.00 22.90 $18,145.00 -27.42%

March 1, 2018 to 

March 31, 2018

2 N/A N/A 0.20 $160.00 N/A

3 N/A N/A 62.90 $19,530.00 N/A

5 N/A N/A 40.50 $29,545.00 N/A

Total N/A $25,000.00 103.60 $49,235.00 96.94%

April 1, 2018 to 

April 30, 2018

2 N/A N/A 0.90 $556.50 N/A

3 N/A N/A 0.00 $0.00 N/A

5 N/A N/A 28.00 $21,847.50 N/A

Total N/A $25,000.00 28.90 $22,404.00 -10.38%

May 1, 2018 to 

May 31, 2018

2 N/A N/A 0.80 $476.50 N/A

3 N/A N/A 5.00 $1,678.00 N/A

5 N/A N/A 42.00 $33,187.50 N/A

Total N/A $25,000.00 47.80 $35,342.00 41.37%

TOTAL N/A $100,000.00 203.20 $125,126.00 25.13%

 

1 Because LS&E performs work for the Oversight Board on an as needed basis, the amount of time it bills in any 

given month or Compensation Period can fluctuate substantially. Accordingly, there may be significant variations in 

budgeted and actual fees billed and the amount of time billed to the “Fee Applications” matter may constitute a 

larger percentage of LS&E’s total fees billed during the Compensation Period than during other compensation 

periods. Additionally, because LS&E’s estimated monthly budget is only $25,000, any unexpected additional work 

can have a significant impact on the percentage difference between budgeted and actual fees. Thus, while LS&E’s 

actual fees were 25% greater than its budget, the fees totaled only approximately $25,000 more than the budget 

estimate.

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EXHIBIT G-1

Seventh Monthly Fee Statement

(February 2018)

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Objection Deadline: March 30, 2018 at 4:00 p.m. (AST)

Michael Luskin (admitted pro hac vice)

Lucia T. Chapman (admitted pro hac vice)

Stephan E. Hornung (admitted pro hac vice)

LUSKIN, STERN & EISLER LLP

Eleven Times Square

New York, New York 10036

Telephone: (212) 597-8200

Facsimile: (212) 974-3205

Special Counsel to the Financial Oversight 

and Management Board for Puerto Rico

UNITED STATES DISTRICT COURT

DISTRICT OF PUERTO RICO

PROMESA

Title III

No. 17-BK-03283 (LTS)

(Jointly Administered)

SEVENTH MONTHLY STATEMENT OF LUSKIN, STERN & EISLER LLP, AS 

SPECIAL COUNSEL TO THE FINANCIAL OVERSIGHT AND MANAGEMENT 

BOARD FOR PUERTO RICO, FOR COMPENSATION FOR PROFESSIONAL 

SERVICES RENDERED AND REIMBURSEMENT OF EXPENSES INCURRED FOR 

THE PERIOD FROM FEBRUARY 1, 2018 THROUGH FEBRUARY 28, 2018

 

1 The Debtors in these Title III Cases, along with each Debtor’s respective Title III case number and the last four (4) 

digits of each Debtor’s federal tax identification number, as applicable, are the (i) Commonwealth of Puerto Rico 

(Bankruptcy Case No. 17 BK 3283-LTS) (Last Four Digits of Federal Tax ID: 3481); (ii) Puerto Rico Sales Tax 

Financing Corporation (“COFINA”) (Bankruptcy Case No. 17 BK 3284-LTS) (Last Four Digits of Federal Tax ID: 

8474); (iii) Employees Retirement System of the Government of the Commonwealth of Puerto Rico (“ERS”) 

(Bankruptcy Case No. 17 BK 3566-LTS) (Last Four Digits of Federal Tax ID: 9686); (iv) Puerto Rico Highways 

and Transportation Authority (“HTA”) (Bankruptcy Case No. 17 BK 3567-LTS) Last Four Digits of Federal Tax 

ID: 3808); and (v) Puerto Rico Electric Power Authority (“PREPA”) (Bankruptcy Case No. 17 BK 4780-LTS) 

(Last Four Digits of Federal Tax ID: 3747) (Title III case numbers are listed as Bankruptcy Case numbers due to 

software limitations).

In re

THE FINANCIAL OVERSIGHT AND 

MANAGEMENT BOARD FOR PUERTO RICO,

as representative of

THE COMMONWEALTH OF PUERTO RICO, et al.,

Debtors.

1

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2

Summary Sheet

Name of Applicant: Luskin, Stern & Eisler LLP

Authorized to Provide Professional 

Services to:

The Financial Oversight and Management 

Board for Puerto Rico

Period for Which Compensation and 

Reimbursement are Sought

February 1, 2018 to February 28, 2018

Amount of Compensation Sought as Actual, 

Reasonable and Necessary:

$18,145.00

90% of Compensation Sought as Actual, 

Reasonable and Necessary:

$16,330.50

10% Holdback: $1,814.50

Amount of Expense Reimbursement Sought 

as Actual, Reasonable and Necessary:

$7.00

This is a: X monthly ___ interim ___ final statement.

This is Luskin, Stern & Eisler LLP’s seventh monthly fee statement in these cases.

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3

Summary of Hours Billed by Professionals and Paraprofessionals

for the Period February 1, 2018 through February 28, 2018

2

Timekeeper Position and Year 

Admitted to Practice

Hourly Billing 

Rate ($)

Total Hours

Billed

Total Fees ($)

Michael Luskin Partner 1978 $800.00 21.50 $17,200.00

Stephan E. Hornung Associate 2008 $675.00 1.40 $945.00

TOTAL 22.90 $18,145.00

Summary of Legal Fees

for the Period February 1, 2018 through February 28, 2018

3

Project

Category

Total

Hours Billed

Total Fees

Requested ($)

Bankruptcy Litigation 21.50 $17,175.00

Fee Applications 0.20 $135.00

Peaje vs. PRHTA4

1.20 $835.00

TOTAL 22.90 $18,145.00

Summary of Reimbursable Expenses

for the Period February 1, 2018 through February 28, 2018

Reimbursable Expenses Amounts ($)

Taxi and Local Transportation $7.00

TOTAL $7.00

 

2 These amounts reflect a total of 21.50 hours of time and $8,802.50 of fees which Luskin, Stern & Eisler LLP 

(“LS&E”) has voluntarily written off.

3 Because LS&E performs work for the Oversight Board on an ad hoc basis, the amount of time it bills in any given 

month can fluctuate substantially.

4 Peaje Investments LLC v. Puerto Rico Highways & Transportation Authority, et al. (Adv. Proc. Case Nos. 17-151 

and 17-152)

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4

In accordance with the Court’s First Amended Order Setting Procedures for 

Interim Compensation and Reimbursement of Expenses of Professionals [Docket No. 1715] 

(the “Interim Compensation Order”), Luskin, Stern & Eisler LLP (“LS&E”), special counsel to 

the Financial Oversight and Management Board for Puerto Rico (“Oversight Board”), hereby 

submits this Seventh Monthly Statement for Compensation for Professional Services Rendered 

and Reimbursement of Expenses Incurred (the “Monthly Fee Statement”) for the period from 

February 1, 2018, through February 28, 2018 (the “Statement Period”). In support of the

Monthly Fee Statement, LS&E respectfully represents as follows:

Relief Requested

1. LS&E submits this Monthly Fee Statement in accordance with the Interim 

Compensation Order. All services for which LS&E requests compensation were performed by

LS&E on behalf of the Oversight Board.

2. LS&E seeks compensation for professional services rendered and 

reimbursement of expenses incurred for the Statement Period in the amounts set forth below:

Total Fees $18,145.00

Total Expenses $7.00

Total $18,152.00

3. A detailed statement of hours spent by LS&E rendering legal services to 

the Oversight Board and disbursements made by LS&E during the Statement Period is attached 

hereto as Exhibit A.

4. Pursuant to the Interim Compensation Order, LS&E seeks payment of 

$16,337.50 for the Statement Period, representing (a) ninety percent (90.00%) of the total fees 

for services rendered and (b) 100% of the total expenses incurred.

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5

Notice and Objection Procedures

5. In accordance with the Interim Compensation Order, notice of the 

Monthly Fee Statement has been served upon the parties listed on the attached Exhibit B

(together, as further defined in the Compensation Order, the “Notice Parties”).

6. Pursuant to the Interim Compensation Order, objections to the Monthly 

Fee Statement, if any, must be filed and served upon LS&E, no later than March 30, 2018 at 

4:00 p.m. (Atlantic Standard Time) (the “Objection Deadline”), setting forth the nature of the 

objection and the specific amount of fees and expenses at issue.

7. If no objection to the Monthly Fee Statement is received by the Objection 

Deadline, the Oversight Board will pay to LS&E the amounts of fees and expenses identified in 

the Monthly Fee Statement.

8. To the extent an objection to the Monthly Fee Statement is received on or 

before the Objection Deadline, the Debtors will withhold payment of that portion of the payment 

requested to which the objection is directed and will promptly pay the remainder of the fees and 

expenses as set forth herein. To the extent such objection is not resolved, it shall be preserved 

and scheduled for consideration at the next interim fee application hearing.

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6

Dated: New York, New York

March 16, 2018

Respectfully submitted,

/s/ Michael Luskin

Michael Luskin (admitted pro hac vice)

Lucia T. Chapman (admitted pro hac vice)

Stephan E. Hornung (admitted pro hac vice)

Luskin, Stern & Eisler LLP

Eleven Times Square

New York, New York 10036

Telephone: (212) 597-8200

Facsimile: (212) 974-3205

luskin@lsellp.com

chapman@lsellp.com

hornung@lsellp.com

Special Counsel to the Financial Oversight and 

Management Board for Puerto Rico

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EXHIBIT A 

Time and Expense Records

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February 28, 2018

Bill # 5463 ML

Client/Matter # 0675-0002

Billed through February 28, 2018

Attn: Ms. Vizcarrondo

P.O. Box 195556

San Juan, PR 00919-5556

Financial Oversight and Management Board Tax ID 13-3524567

Re: PROMESA

PROFESSIONAL SERVICES RENDERED

02/01/18 ML

review motion papers re: PREPA/FOMB Urgent Motion for Order

clarifying scope of Feb. 15 DIP hearing

L120 A104 Analysis/Strategy 0.20 hrs

02/02/18 ML

review objections and responses re: PREPA/motion for a DIP order

(1.9); email with Proskauer re: PREPA/DIP issues (0.4)

L120 A108 Analysis/Strategy 2.30 hrs

02/03/18 ML

review additional responses, FOMB reply re: PREPA/DIP financing

motion

L120 A104 Analysis/Strategy 0.80 hrs

02/05/18 ML

review FOMB withdrawal motion re: PREPA/DIP financing motion

L120 A104 Analysis/Strategy 0.40 hrs

02/12/18 ML

review supplemental objections and replies, Feb. 15 hearing

procedures order, motions to intervene and court orders re:

PREPA/DIP financing (2.2); email with T. Mungovan re: same (0.2);

research re: "good faith" under section 364 (0.8)

L120 A104 Analysis/Strategy 3.20 hrs

02/15/18 ML

attend PREPA/DIP financing trial (10.0); post hearing conference

with Proskauer team re: follow-up and revised financing motion

(1.0)

L450 A104 Trial and Hearing Attendance 11.00 hrs

02/16/18 ML

review PREPA motion papers re: revised DIP financing and credit

agreement (1.3); review objections and responses to urgent motion

for revised DIP financing (0.8)

L120 A104 Analysis/Strategy 2.10 hrs

02/18/18 ML

review objections and reply re: PREPA/DIP financing motion

L120 A104 Analysis/Strategy 1.00 hrs

02/19/18 ML

review joinders, additional replies and objections and order

granting loan re: PREPA/DIP financing motion

L120 A104 Analysis/Strategy 0.30 hrs

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Financial Oversight and Mngmt

PROMESA

5463

2

Bill number

Page

Label3

02/27/18 SEH

emails with E. Stevens (Proskauer) re: oral argument transcript in

pre-Title III Altair appeal (0.1); review files for same (0.1)

L120 A107 Analysis/Strategy 0.20 hrs

Luskin, Michael 21.30 hrs 800.00 /hr $17,040.00

Hornung, Stephan E. 0.20 hrs 675.00 /hr $135.00

Total fees for this matter 21.50 hrs $17,175.00

---------------

DISBURSEMENTS

TX Michael Luskin; Invoice # 02152018ML; Taxi and Local

Transportation - M. Luskin taxi home post-hearing

$7.00

TOTAL DISBURSEMENTS FOR THIS MATTER $7.00

---------------

BILLING SUMMARY

FEES

DISBURSEMENTS

TOTAL CHARGES

TOTAL BALANCE DUE

$17,175.00

$7.00

$17,182.00

$17,182.00

---------------

---------------

SUBMATTER FEE RECAP

Analysis/Strategy 10.50 hrs $8,375.00

Trial and Hearing Attendance 11.00 hrs $8,800.00

Total 21.50 hrs $17,175.00

---------------

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February 28, 2018

Bill # 5462 ML

Client/Matter # 0675-0003

Billed through February 28, 2018

Attn: Ms. Vizcarrondo

P.O. Box 195556

San Juan, PR 00919-5556

Financial Oversight and Management Board Tax ID 13-3524567

Re: PROMESA Fee Applications

PROFESSIONAL SERVICES RENDERED

02/01/18 SEH

email communications with Fee Examiner on protective order re:

communications with Fee Examiner (0.1); email communications

with P. Possinger re: same (0.1)

B160 A108 Fee/Employment Applications 0.20 hrs

02/14/18 CDT

[NOT BILLED] review, revise and reconcile January bills re: Sixth

Monthly Fee Statement (0.8); office conference with S. Hornung re:

same (0.1); review case dockets re: same (0.3)

B160 A103 Fee/Employment Applications 1.20 hrs

02/15/18 CDT

[NOT BILLED] review revised January bills re: Sixth Monthly Fee

Statement (0.2); futher revise bills re: same (0.3); draft statement and

compile fee summary charts re: same (0.7); correspondence with L.

Chapman and S. Hornung re: same (0.2); draft no objection

statement re: same (0.1); revise and update fee analysis spreadsheet

and voluntary write-offs re: second interim fees (0.4)

B160 A104 Fee/Employment Applications 1.90 hrs

02/16/18 CDT

[NOT BILLED] correspondence with M. Luskin and L. Chapman re:

Sixth Monthly Fee Statement (0.1); review M. Luskin comments re:

same (0.1)

B160 A105 Fee/Employment Applications 0.20 hrs

02/19/18 LTC

[NOT BILLED] review Sixth Monthly Fee Statement (0.2) and

related emails with M. Luskin, C. Trieu (0.1)

B160 A104 Fee/Employment Applications 0.30 hrs

02/20/18 CDT

[NOT BILLED] correspondence with L. Chapman re: Sixth Monthly

Fee Statement (0.2); review and further revise January bills re: same

(0.5); revise fee analysis spreadsheet re: same (0.3)

B160 A103 Fee/Employment Applications 1.00 hrs

02/21/18 CDT

[NOT BILLED] correspondence with M. Luskin and L. Chapman re:

Sixth Monthly Fee Statement (0.2); review and revise fee

B160 A104 Fee/Employment Applications 1.50 hrs

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Financial Oversight and Mngmt

PROMESA Fee Applications

5462

2

Bill number

Page

Label3

reconciliation spreadsheet and fee charts re: same (0.6); review,

revise and compile statement and invoices re: same (0.4); further

revise Jan. bills re: same (0.3)

02/21/18 CDT

[NOT BILLED] review Title III Fee Examiner letter, report, exhibits

and initial M. Luskin comments re: LSE First Interim Fee

Application (1.7); correspondence with M. Luskin, L. Chapman and

S. Hornung re: same (0.3); review historical correspondence with

counsel to Fee Examiner re: same (0.2); office conference with S.

Hornung re: same (0.1); review L. Chapman email to Fee Examiner

re: same (0.1)

B170 A104 Fee/Employment Objections 2.40 hrs

02/21/18 LTC

[NOT BILLED] emails with M. Luskin, S. Hornung, C. Trieu, L.

Schmidt re: Title III Fee Examiner's report re: LSE First Interim Fee

Application

B160 A105 Fee/Employment Applications 0.30 hrs

02/21/18 ML

[NOT BILLED] review Fee Examiner Report and emails re: same

B160 A104 Fee/Employment Applications 0.30 hrs

02/21/18 SEH

[NOT BILLED] review response from Title III Fee Examiner and

correspondence re same

B170 A104 Fee/Employment Objections 0.50 hrs

02/22/18 CDT

[NOT BILLED] ongoing correspondence with M. Luskin, L.

Chapman and S. Hornung re: Title III Fee Examiner's Report (LSE

First Interim Fee Application) (0.6); compile summary and

comments to L. Chapman re: same (0.2); compile, review and

reconcile expense support re: same (0.4); review 1/3/18 Fee

Examiner memorandum and budget form (0.3); revise and compile

form budget (0.3)

B170 A104 Fee/Employment Objections 1.80 hrs

02/22/18 LTC

[NOT BILLED] review Title III Fee Examiner's letter and exhibits re:

First Interim Fee Application to prepare response

B160 A104 Fee/Employment Applications 2.20 hrs

02/22/18 LTC

[NOT BILLED] telephone call with S. Hornung re: Title III Fee

Examiner's letter and exhibits re: First Interim Fee Application

B160 A105 Fee/Employment Applications 0.50 hrs

02/22/18 ML

[NOT BILLED] emails re: response to Fee Examiner's report

B160 A108 Fee/Employment Applications 0.40 hrs

02/22/18 SEH

[NOT BILLED] review and analyze Fee Examiner Memo (0.3);

telephone call with L. Chapman re same (0.5)

B170 A103 Fee/Employment Objections 0.80 hrs

02/22/18 SEH

[NOT BILLED] review LSE Sixth Monthly Fee Statement

B160 A103 Fee/Employment Applications 0.10 hrs

02/23/18 CDT

[NOT BILLED] office conference with S. Hornung re: Sixth Monthly

Fee Statement (0.1); further revise Jan. bills re: same (0.3); review,

revise, compile and distribute fee statement and support re: same

(0.7); revise fee analysis spreadsheet re: same (0.3)

B160 A103 Fee/Employment Applications 1.40 hrs

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Financial Oversight and Mngmt

PROMESA Fee Applications

5462

3

Bill number

Page

Label3

02/23/18 CDT

[NOT BILLED] review Exhibit D to Title III Fee Examiner's Report

re: LSE First Interim Fee Application (0.4); compile revised Exhibit

D re: same (0.9)

B170 A104 Fee/Employment Objections 1.30 hrs

02/26/18 SEH

[NOT BILLED] revise letter to the Fee Examiner re: Title III Fee

Examiner report on First Interim fees (2.0) and emails with L.

Chapman re same (0.1)

B170 A103 Fee/Employment Objections 2.10 hrs

02/27/18 CDT

[NOT BILLED] review response to Title III Fee Examiner report re:

LSE First Interim Fee Application

B170 A104 Fee/Employment Objections 0.30 hrs

02/28/18 CDT

[NOT BILLED] review Title III Fee Examiner reduction settlement

amounts re: First Interim Fees (0.1); review and revise fee analysis

spreadsheet re: same and payments received/outstanding (0.5);

send summary chart and related correspondence with M. Luskin, L.

Chapman and S. Hornung re: same (0.4)

B170 A104 Fee/Employment Objections 1.00 hrs

Trieu, Catherine D. 14.00 hrs 0.00 /hr $0.00

Chapman, Lucia T. 3.30 hrs 0.00 /hr $0.00

Luskin, Michael 0.70 hrs 0.00 /hr $0.00

Hornung, Stephan E. 3.50 hrs 0.00 /hr $0.00

Hornung, Stephan E. 0.20 hrs 675.00 /hr $135.00

Total fees for this matter 21.70 hrs $135.00

---------------

BILLING SUMMARY

FEES

TOTAL CHARGES

TOTAL BALANCE DUE

$135.00

$135.00

$135.00

---------------

---------------

SUBMATTER FEE RECAP

Fee/Employment Applications 11.50 hrs $135.00

Fee/Employment Objections 10.20 hrs $0.00

Total 21.70 hrs $135.00

---------------

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Document Page 46 of 106
February 28, 2018

Bill # 5465 ML

Client/Matter # 0675-0005

Billed through February 28, 2018

Attn: Ms. Vizcarrondo

P.O. Box 195556

San Juan, PR 00919-5556

Financial Oversight and Management Board Tax ID 13-3524567

Re: Peaje v. PRHTA

PROFESSIONAL SERVICES RENDERED

02/20/18 ML

telephone call with L. Rappaport re: Peaje motion for judgment

L120 A107 Analysis/Strategy 0.20 hrs

02/23/18 SEH

review Amended Complaint and motion for judgment on the

pleadings re: incorporation of recent decisions in Assured and ACP

L240 A103 Dispositive Motions 0.60 hrs

02/27/18 SEH

review motion for judgment on the pleadings and decisions in ACP

and Peaje for use in motion for judgment on pleading

L240 A104 Dispositive Motions 0.40 hrs

Luskin, Michael 0.20 hrs 800.00 /hr $160.00

Hornung, Stephan E. 1.00 hrs 675.00 /hr $675.00

Total fees for this matter 1.20 hrs $835.00

---------------

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Financial Oversight and Mngmt

Peaje v. PRHTA

5465

2

Bill number

Page

Label3

BILLING SUMMARY

FEES

TOTAL CHARGES

TOTAL BALANCE DUE

$835.00

$835.00

$835.00

---------------

---------------

SUBMATTER FEE RECAP

Analysis/Strategy 0.20 hrs $160.00

Dispositive Motions 1.00 hrs $675.00

Total 1.20 hrs $835.00

---------------

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EXHIBIT B

Notice Parties

The Oversight Board

Financial Oversight and Management Board

268 Muñoz Rivera Avenue

World Plaza Building, Suite 1107

San Juan, Puerto Rico 00918

Attn: Professor Arthur J. Gonzalez, Board 

Member

Rosemarie Vizcarrondo, Chief of Staff

arthur.gonzalez@nyu.edu

vizcarrondo@promesa.gov

The U.S. Trustee

Office of the United States Trustee

for the District of Puerto Rico

Edificio Ochoa, 500 Tanca Street, Suite 301

San Juan, Puerto Rico 00901-1922

Attn: Guy G. Gebhardt, Esq.

USTP.Region21@usdoj.gov

guy.gebhardt@usdoj.gov

Counsel for the Oversight Board

Proskauer Rose, LLP

Eleven Times Square

New York, New York 10036

Attn: Martin J. Bienenstock, Esq.,

Ehud Barak, Esq. 

mbienenstock@proskauer.com

ebarak@proskauer.com

Proskauer Rose LLP

70 West Madison Street

Chicago, Illinois 60602

Attn: Paul V. Possinger, Esq. 

ppossinger@proskauer.com

O’Neill & Borges LLC

250 Muñoz Rivera Avenue, Suite 800

San Juan, Puerto Rico 00918

Attn: Hermann D. Bauer, Esq. 

hermann.bauer@oneillborges.com

Counsel for the 

Official Committee of Retired Employees

Jenner & Block LLP

919 Third Avenue

New York, New York 10022

Attn: Robert Gordon, Esq.

Richard Levin, Esq.

rgordon@jenner.com

rlevin@jenner.com

Jenner Block LLP

353 N. Clark Street

Chicago, Illinois 60654

Attn: Katherine Steege, Esq.

Melissa Root, Esq.

csteege@jenner.com

mroot@jenner.com

Bennazar, García & Milián, C.S.P.

Edificio Union Plaza, PH-A, Piso 18

416 Avenida Ponce de León

Hato Rey, San Juan, Puerto Rico 00918

Attn: A. J. Bennazar-Zequeira, Esq.

ajb@bennazar.org

Puerto Rico Fiscal Agency 

and Advisory Authority

Puerto Rico Fiscal Agency and Advisory 

Authority

Roberto Sánchez Vilella Government Center

De Diego Avenue, Stop 22

San Juan, Puerto Rico 00907

Attn: Gerardo J. Portela Franco

Mohammad Yassin, Esq.

gerardo.portela@aafaf.pr.gov

mohammad.yassin@aafaf.pr.gov

Counsel for the Puerto Rico Fiscal Agency and 

Financial Advisory Authority

O’Melveny & Meyers LLP

Times Square Tower

7 Times Square

New York, New York 10036

Attn: John J. Rapisardi, Esq., 

Suzzanne Uhland, Esq., and

Diana M. Perez, Esq.

jrapisardi@omm.com

suhland@omm.com

dperez@omm.com

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2

Counsel for the Official 

Committee of Unsecured Creditors

Paul Hastings LLP

200 Park Avenue

New York, New York 10166

Attn: Luc. A. Despins, Esq.

lucdespins@paulhastings.com

Casillas, Santiago & Torres LLC

El Caribe Office Building

53 Palmeras Street, Suite 1601

San Juan, Puerto Rico 00901

Attn: Juan J. Casillas Ayala, Esq.,

Alberto J. E. Aneses Negron, Esq

jcasillas@cstlawpr.com

aaneses@cstlawpr.com

Counsel to the Fee Examiner

Godfrey & Kahn, S.C.

One East Main Street, Suite 500

Madison, Wisconsin 53703

Attn: Brady C. Williamson , Esq.

Katherine Stadler, Esq.

W. Andrew Dalton, Esq.

bwilliamson@gklaw.com 

kstadler@gklaw.com

adalton@gklaw.com

Edge Legal Strategies, PSC

252 Ponce de León Avenue

Citibank Tower, 12th Floor

San Juan, Puerto Rico 00918

Attn: Eyck O. Lugo

elugo@edgelegalpr.com

The Oversight Board Fee Examiner

Bernstein, Shur, Sawyer & Nelson, P.A.

100 Middle Street, P.O. Box 9729

Portland, Maine 04104

Attn: Robert J. Keach, Esq.

rkeach@bernsteinshur.com

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Document Page 50 of 106
EXHIBIT G-2

Eighth Monthly Fee Statement

(March 2018)

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Document Page 51 of 106
Objection Deadline: April 30, 2018 at 4:00 p.m. (AST)

Michael Luskin (admitted pro hac vice)

Lucia T. Chapman (admitted pro hac vice)

Stephan E. Hornung (admitted pro hac vice)

LUSKIN, STERN & EISLER LLP

Eleven Times Square

New York, New York 10036

Telephone: (212) 597-8200

Facsimile: (212) 974-3205

Special Counsel to the Financial Oversight 

and Management Board for Puerto Rico

UNITED STATES DISTRICT COURT

DISTRICT OF PUERTO RICO

PROMESA

Title III

No. 17-BK-03283 (LTS)

(Jointly Administered)

EIGHTH MONTHLY STATEMENT OF LUSKIN, STERN & EISLER LLP, AS 

SPECIAL COUNSEL TO THE FINANCIAL OVERSIGHT AND MANAGEMENT 

BOARD FOR PUERTO RICO, FOR COMPENSATION FOR PROFESSIONAL 

SERVICES RENDERED AND REIMBURSEMENT OF EXPENSES INCURRED FOR 

THE PERIOD FROM MARCH 1, 2018 THROUGH MARCH 31, 2018

 

1 The Debtors in these Title III Cases, along with each Debtor’s respective Title III case number and the last four (4) 

digits of each Debtor’s federal tax identification number, as applicable, are the (i) Commonwealth of Puerto Rico 

(Bankruptcy Case No. 17 BK 3283-LTS) (Last Four Digits of Federal Tax ID: 3481); (ii) Puerto Rico Sales Tax 

Financing Corporation (“COFINA”) (Bankruptcy Case No. 17 BK 3284-LTS) (Last Four Digits of Federal Tax ID: 

8474); (iii) Employees Retirement System of the Government of the Commonwealth of Puerto Rico (“ERS”) 

(Bankruptcy Case No. 17 BK 3566-LTS) (Last Four Digits of Federal Tax ID: 9686); (iv) Puerto Rico Highways 

and Transportation Authority (“HTA”) (Bankruptcy Case No. 17 BK 3567-LTS) Last Four Digits of Federal Tax 

ID: 3808); and (v) Puerto Rico Electric Power Authority (“PREPA”) (Bankruptcy Case No. 17 BK 4780-LTS) 

(Last Four Digits of Federal Tax ID: 3747) (Title III case numbers are listed as Bankruptcy Case numbers due to 

software limitations).

In re

THE FINANCIAL OVERSIGHT AND 

MANAGEMENT BOARD FOR PUERTO RICO,

as representative of

THE COMMONWEALTH OF PUERTO RICO, et al.,

Debtors.

1

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Document Page 52 of 106
2

Summary Sheet

Name of Applicant: Luskin, Stern & Eisler LLP

Authorized to Provide Professional 

Services to:

The Financial Oversight and Management 

Board for Puerto Rico

Period for Which Compensation and 

Reimbursement are Sought

March 1, 2018 to March 31, 2018

Amount of Compensation Sought as Actual, 

Reasonable and Necessary:

$49,235.00

90% of Compensation Sought as Actual, 

Reasonable and Necessary:

$39,388.00

10% Holdback: $9,847.00

Amount of Expense Reimbursement Sought 

as Actual, Reasonable and Necessary:

$464.42

This is a: X monthly ___ interim ___ final statement.

This is Luskin, Stern & Eisler LLP’s eighth monthly fee statement in these cases.

Case:17-03283-LTS Doc#:3530 Filed:07/16/18 Entered:07/16/18 14:02:20 Desc: Main

Document Page 53 of 106
3

Summary of Hours Billed by Professionals and Paraprofessionals

for the Period March 1, 2018 through March 31, 2018

2

Timekeeper Position and Year 

Admitted to Practice

Hourly Billing 

Rate ($)

Total Hours

Billed

Total Fees ($)

Michael Luskin Partner 1978 $800.00 18.30 $14,640.00

Lucia T. Chapman Associate 1984 $700.00 4.70 $3,290.00

Stephan E. Hornung Associate 2008 $675.00 25.60 $17,280.00

Catherine D. Trieu Paralegal N/A $255.00 55.00 $14,025.00

TOTAL 103.60 $49,235.00

Summary of Legal Fees

for the Period March 1, 2018 through March 31, 20183

Project

Category

Total

Hours Billed

Total Fees

Requested ($)

Bankruptcy Litigation 0.20 $160.00

Fee Applications 62.90 $19,530.00

Peaje vs. PRHTA4 40.50 $29,545.00

TOTAL 103.60 $49,235.00

Summary of Reimbursable Expenses

for the Period March 1, 2018 through March 31, 2018

Reimbursable Expenses Amounts ($)

Copying Charges – In House $103.00

Court Document Retrieval $5.60

Court Related Expenses $70.00

Federal Express $166.93

Messenger Service $19.50

Online Research $30.00

Taxi and Local Transportation $69.39

TOTAL $464.42

 

2 These amounts reflect a total of 18.40 hours of time and $4,914.50 of fees which Luskin, Stern & Eisler LLP 

(“LS&E”) has voluntarily written off.

3 Because LS&E performs work for the Oversight Board on an ad hoc basis, the amount of time it bills in any given 

month can fluctuate substantially. LS&E spent time preparing its second application for interim compensation 

during this Statement Period (as defined herein) and, as a result, the amount of time billed to the “Fee 

Applications” project category constitutes a larger percentage of its total fees billed during the Statement Period 

than normal.

4 Peaje Investments LLC v. Puerto Rico Highways & Transportation Authority, et al. (Adv. Proc. Case Nos. 17-151 

and 17-152)

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Document Page 54 of 106
4

In accordance with the Court’s First Amended Order Setting Procedures for 

Interim Compensation and Reimbursement of Expenses of Professionals [Docket No. 1715] 

(the “Interim Compensation Order”), Luskin, Stern & Eisler LLP (“LS&E”), special counsel to 

the Financial Oversight and Management Board for Puerto Rico (“Oversight Board”), hereby 

submits this Eighth Monthly Statement for Compensation for Professional Services Rendered 

and Reimbursement of Expenses Incurred (the “Monthly Fee Statement”) for the period from 

March 1, 2018, through March 31, 2018 (the “Statement Period”). In support of the Monthly Fee 

Statement, LS&E respectfully represents as follows:

Relief Requested

1. LS&E submits this Monthly Fee Statement in accordance with the Interim 

Compensation Order. All services for which LS&E requests compensation were performed by

LS&E on behalf of the Oversight Board.

2. LS&E seeks compensation for professional services rendered and 

reimbursement of expenses incurred for the Statement Period in the amounts set forth below:

Total Fees $49,235.00

Total Expenses $464.42

Total $49,699.42

3. A detailed statement of hours spent by LS&E rendering legal services to 

the Oversight Board and disbursements made by LS&E during the Statement Period is attached 

hereto as Exhibit A.

4. Pursuant to the Interim Compensation Order, LS&E seeks payment of 

$39,852.42 for the Statement Period, representing (a) ninety percent (90.00%) of the total fees 

for services rendered and (b) 100% of the total expenses incurred.

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5

Notice and Objection Procedures

5. In accordance with the Interim Compensation Order, notice of the 

Monthly Fee Statement has been served upon the parties listed on the attached Exhibit B

(together, as further defined in the Compensation Order, the “Notice Parties”).

6. Pursuant to the Interim Compensation Order, objections to the Monthly 

Fee Statement, if any, must be filed and served upon LS&E, no later than April 30, 2018 at 

4:00 p.m. Atlantic Standard Time (the “Objection Deadline”), setting forth the nature of the 

objection and the specific amount of fees and expenses at issue.

7. If no objection to the Monthly Fee Statement is received by the Objection 

Deadline, the Oversight Board will pay to LS&E the amounts of fees and expenses identified in 

the Monthly Fee Statement.

8. To the extent an objection to the Monthly Fee Statement is received on or 

before the Objection Deadline, the Debtors will withhold payment of that portion of the payment 

requested to which the objection is directed and will promptly pay the remainder of the fees and 

expenses as set forth herein. To the extent such objection is not resolved, it shall be preserved 

and scheduled for consideration at the next interim fee application hearing.

Case:17-03283-LTS Doc#:3530 Filed:07/16/18 Entered:07/16/18 14:02:20 Desc: Main

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6

Dated: New York, New York

April 16, 2018

Respectfully submitted,

/s/ Michael Luskin

Michael Luskin (admitted pro hac vice)

Lucia T. Chapman (admitted pro hac vice)

Stephan E. Hornung (admitted pro hac vice)

Luskin, Stern & Eisler LLP

Eleven Times Square

New York, New York 10036

Telephone: (212) 597-8200

Facsimile: (212) 974-3205

luskin@lsellp.com

chapman@lsellp.com

hornung@lsellp.com

Special Counsel to the Financial Oversight and 

Management Board for Puerto Rico

Case:17-03283-LTS Doc#:3530 Filed:07/16/18 Entered:07/16/18 14:02:20 Desc: Main

Document Page 57 of 106
EXHIBIT A 

Time and Expense Records

Case:17-03283-LTS Doc#:3530 Filed:07/16/18 Entered:07/16/18 14:02:20 Desc: Main

Document Page 58 of 106
March 31, 2018

Bill # 5533 ML

Client/Matter # 0675-0002

Billed through March 31, 2018

Attn: Ms. Vizcarrondo

P.O. Box 195556

San Juan, PR 00919-5556

Financial Oversight and Management Board Tax ID 13-3524567

Re: PROMESA

PROFESSIONAL SERVICES RENDERED

03/30/18 ML

review Proskauer litigation tracking chart re: open litigation issues

L120 A104 Analysis/Strategy 0.20 hrs

Luskin, Michael 0.20 hrs 800.00 /hr $160.00

Total fees for this matter 0.20 hrs $160.00

---------------

DISBURSEMENTS

CDR Court Document Retrieval $5.60

OR RELX Inc. DBA LexisNexis; Invoice # 3091418084; Online

Research

$30.00

CRT Court Related Expenses $70.00

TX Catherine Trieu; Invoice # 030718CT; Taxi and Local

Transportation - C. Trieu transportation 9:30pm

$10.50

TX Catherine Trieu; Invoice # 031418CT; Taxi and Local

Transportation - C. Trieu transportation 9:30pm

$20.10

TX Catherine Trieu; Invoice # 032018CT; Taxi and Local

Transportation - C. Trieu transportation 11:00pm

$9.91

TX Catherine Trieu; Invoice # 032118CT; Taxi and Local

Transportation - C. Trieu transportation 9:30pm

$28.88

CC Copying Charges - In House $103.00

FED FedEx; Invoice # 167417909; Federal Express $92.64

FED FedEx; Invoice # 167417909; Federal Express $74.29

MGR Champion Courier, Inc; Invoice # 274870; Messenger

Service

$19.50

TOTAL DISBURSEMENTS FOR THIS MATTER $464.42

---------------

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Financial Oversight and Mngmt

PROMESA

5533

2

Bill number

Page

Label3

BILLING SUMMARY

FEES

DISBURSEMENTS

TOTAL CHARGES

TOTAL BALANCE DUE

$160.00

$464.42

$624.42

$624.42

---------------

---------------

SUBMATTER FEE RECAP

Analysis/Strategy 0.20 hrs $160.00

Total 0.20 hrs $160.00

---------------

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March 31, 2018

Bill # 5534 ML

Client/Matter # 0675-0003

Billed through March 31, 2018

Attn: Ms. Vizcarrondo

P.O. Box 195556

San Juan, PR 00919-5556

Financial Oversight and Management Board Tax ID 13-3524567

Re: PROMESA Fee Applications

PROFESSIONAL SERVICES RENDERED

03/01/18 CDT

review main case docket and filings re: Fee Examiner Report, March

7-8 Hearing Procedures Order and FOMB Informative Motion (0.3);

review Case Management Procedures Order and Interim

Compensation Order re: March 7-8 fee hearing (0.3); office

conferences and correspondence with S. Hornung re: same (0.1);

correspondence with PR Counsel (U. Fernandez) and review related

correspondence with Proskauer (P. Possinger) re: same (0.1); draft

and revise informative motion re: same (0.4); schedule telephonic

appearance re: same (0.1)

B170 A104 Fee/Employment Objections 1.30 hrs

03/01/18 CDT

review interim fee deadlines (0.1); begin draft re: Second Interim Fee

Application (0.6); review monthly fee statements and related fee

analysis re: same (0.4)

B160 A103 Fee/Employment Applications 1.10 hrs

03/02/18 CDT

review case docket and recent compensation-related filings (0.1);

review Fee Examiner guideline memos, Interim Compensation

Order, Case Management Order, and correspondence re: Interim

Fee protocol (Second Interim Fee Application) (0.3); review LSE

First Interim Fee Application (0.2), and work on draft re: Second

Interim Fee Application (0.6)

B160 A104 Fee/Employment Applications 1.20 hrs

03/02/18 SEH

correspondence with P. Possinger, U. Fernandez and counsel to the

Fee Examiner re: appearance at hearing (0.2); review case

management orders re: informative motions (0.3); review

informative motion (0.1)

B170 A103 Fee/Employment Objections 0.60 hrs

03/05/18 CDT

review docket and Fee Examiner's Initial Report on First Interim Fee

Applications (0.5); review Appendix B of U.S. Trustee Guidelines re:

B160 A104 Fee/Employment Applications 0.80 hrs

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5534

2

Bill number

Page

Label3

Second Interim Fee Application (cover sheet and summary charts)

(0.3)

03/05/18 CDT

[NOT BILLED] review, reconcile and revise February bills re:

Seventh Monthly Fee Statement (0.8); review and analyze monthly

fee statements, requested fees, holdback, allowed interim payments

and monthly fee payments, voluntary reductions, additional

adjustments/reductions and other fee data re: Second Interim Fee

Application (4.2)

B160 A104 Fee/Employment Applications 5.00 hrs

03/05/18 ML

review court filings re: Fee Examiner's Report

B160 A104 Fee/Employment Applications 0.30 hrs

03/06/18 CDT

[NOT BILLED] review and further revise February bills re: Seventh

Monthly Fee Statement; office conference with S. Hornung and J.

Gunnerson re: same

B160 A104 Fee/Employment Applications 0.30 hrs

03/06/18 CDT

office conference with S. Hornung re: Second Interim Fee

Application (0.6); correspondence with M. Luskin, L. Chapman and

S. Hornung re: same (0.1); draft, review and reconcile summary

cover sheet, summary fee charts and exhibits re: same (2.8); revise

voluntary reduction and adjustment amounts re: same (0.4);

continue draft re: same (2.4)

B160 A103 Fee/Employment Applications 6.30 hrs

03/06/18 CDT

review docket and compensation/fee hearing related filings (Notice

re: March 7 hearing and hearing agenda) (0.2); review Fee Examiner

Report, confidential letter report, memoranda and related

communications re: draft Second Interim Fee Application (0.5);

review U.S. Trustee Guidelines (Appendix B) and statutes re: same

(comparative firm blended hourly rates, rate increase comparative

disclosure) (0.3), and related analysis re: same (0.5); review LSE First

Interim Fee Application re: same (0.2)

B160 A104 Fee/Employment Applications 1.70 hrs

03/06/18 LTC

emails with M. Luskin, S. Hornung and C. Trieu re: Second Interim

Fee Application

B160 A105 Fee/Employment Applications 0.10 hrs

03/06/18 SEH

office conference with C. Trieu to discuss questions regarding

preparation of Second Interim Fee Application and issues re: same

B160 A105 Fee/Employment Applications 0.60 hrs

03/07/18 CDT

review docket re: compensation-related filings (0.1); review

Omnibus Order Allowing First Interim Fees and correspondence

with M. Luskin, L. Chapman and S. Hornung re: same (0.2)

B160 A104 Fee/Employment Applications 0.30 hrs

03/07/18 CDT

continue work on draft and related review of guidelines and

statutes re: Second Interim Fee Application, M. Luskin Certification,

budget vs. actual fee summary

B160 A103 Fee/Employment Applications 5.70 hrs

03/07/18 LTC B160 A105 Fee/Employment Applications 0.10 hrs

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3

Bill number

Page

03/07/18 LTC Label3

emails with M. Luskin, S. Hornung and C. Trieu re: order allowing

First Interim Fee Application

B160 A105 Fee/Employment Applications 0.10

03/07/18 SEH

attend hearing telephonically regarding First Interim Fee

Applications

B160 A109 Fee/Employment Applications 1.00 hrs

03/08/18 CDT

continue draft re: Second Interim Fee Application

B160 A103 Fee/Employment Applications 5.40 hrs

03/09/18 CDT

complete initial draft re: Second Interim Fee Application (1.2);

review, revise, reconcile, cite and reference check application re:

same (2.7); prepare and send L. Chapman and S. Hornung draft

application and email summary of open items and notes re: same

(0.4); related correspondence with L. Chapman and S. Hornung re:

same (0.1)

B160 A103 Fee/Employment Applications 4.40 hrs

03/09/18 CDT

[NOT BILLED] review docket re: objections to Sixth Monthly Fee

Statement (0.1); revise statement re: same (0.1); review revised

February bills re: Seventh Monthly Fee Statement (0.3); draft

statement re: same (0.4)

B160 A104 Fee/Employment Applications 0.90 hrs

03/09/18 CDT

review Interim Compensation Order, U.S. Trustee Guidelines, Fee

Examiner Guidelines and related analysis re: excess payment

protocol and increase of holdback (Second Interim Fee Application)

B160 A104 Fee/Employment Applications 0.80 hrs

03/09/18 LTC

emails with S. Hornung and C. Trieu re: no objection statement for

January (0.1); emails with S. Hornung and C. Trieu re: Second

Interim Fee Application (0.1)

B160 A105 Fee/Employment Applications 0.20 hrs

03/12/18 CDT

[NOT BILLED] reconcile holdback amounts and payments received

per Interim Comp. Order (0.4); review and further revise February

bills and related office conference with J. Gunnerson (0.3)

B160 A104 Fee/Employment Applications 0.70 hrs

03/12/18 CDT

office conference and correspondence with S. Hornung re: holdback

(Second Interim Fee Application, Sixth Monthly Objection

Statement) (0.2); review Interim Comp. Order re: same (0.2); revise

statement and fee application re: same (0.7); review Omnibus Order

(First Interim fees) and draft email re: payment of First Interim fee

holdback (0.2); review and revise draft re: Second Interim Fee

Application (1.4); office conference with J. Gunnerson re: blended

rate chart (0.1)

B160 A104 Fee/Employment Applications 2.80 hrs

03/12/18 LTC

emails re: Fee Examiner protective order

B160 A105 Fee/Employment Applications 0.10 hrs

03/13/18 CDT

[NOT BILLED] review revised Feb. bills re: Seventh Monthly Fee

Statement (0.2); fee analysis and reconciliation re: same (0.4);

compile fee charts re: same (0.5); draft statement re: same (0.4);

B160 A103 Fee/Employment Applications 1.80 hrs

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5534

4

Bill number

Page

Label3

review, revise and compile draft statement for L. Chapman review

re: same (0.3)

03/13/18 CDT

correspondence with L. Chapman re: budgets (Second Interim Fee

App.) (0.1); budget analysis, review and revise fee application

exhibit re: same (0.3); office conferences and correspondence with S.

Hornung re: Sixth Monthly Objection Statement, Second Interim Fee

Application (0.3); review S. Hornung comments and revise draft obj.

statement, fee application and exhibits re: same (0.4)

B160 A104 Fee/Employment Applications 1.10 hrs

03/13/18 LTC

review and revise Second Interim Fee Application (1.7) and emails

with S. Hornung and C. Trieu re: same (0.1)

B160 A104 Fee/Employment Applications 1.80 hrs

03/13/18 SEH

review and revise Second Interim Fee Application

B160 A103 Fee/Employment Applications 0.20 hrs

03/14/18 CDT

correspondence with L. Chapman and S. Hornung re: Second

Interim Fee Application (0.2); office conferences and correspondence

with S. Hornung and J. Gunnerson re: same, Sixth Monthly

Objection Statement and firm blended rate calculations (0.3)

B160 A105 Fee/Employment Applications 0.50 hrs

03/14/18 CDT

review docket re: fee-related filings (0.1); further revise Sixth

Monthly Objection Statement re: increased holdback (0.3); review L.

Chapman comments re: Second Interim Fee Application (0.4);

review Fee Examiner memoranda, UST guidelines, Interim

Compensation Order, adjustment analysis and monthly fee

statements re: same (1.2); further revise draft and exhibits re: same

(2.7)

B160 A104 Fee/Employment Applications 4.70 hrs

03/14/18 LTC

review and revise Second Interim Fee Application (0.5) and emails

with C. Trieu re: same (0.1)

B160 A103 Fee/Employment Applications 0.60 hrs

03/15/18 CDT

[NOT BILLED] review L. Chapman comments re: Seventh Monthly

Fee Statement (0.1); redact invoices for confidentiality re: same (0.1);

review, revise and compile statement re: same (0.4); correspondence

with L. Chapman re: same (0.1); review, redact and compile exhibits

to Second Interim Fee Application re: confidentiality (0.3)

B160 A103 Fee/Employment Applications 1.00 hrs

03/15/18 CDT

ongoing correspondence with M. Luskin, L. Chapman and S.

Hornung re: Second Interim Fee Application (0.7); review S.

Hornung comments and additional L. Chapman comments re: same

(0.4); office conference with S. Hornung and J. Gunnerson re: same

(blended hourly comparison charts) (0.2); review UST guidelines re:

same (0.2); analyze, compile and reconcile exhibit re: same (0.8);

review, revise and compile draft, certification and exhibits for M.

Luskin review re: Second Interim Fee Application (1.3); review M.

Luskin comments (0.1); further revise and compile final draft re:

same (1.2); final review, reference and cite check application re:

B160 A105 Fee/Employment Applications 5.70 hrs

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5534

5

Bill number

Page

Label3

same (0.8)

03/15/18 LTC

[NOT BILLED] review and revise Seventh Monthly Fee Statement

(.4) and emails with C. Trieu re: same (0.1)

B160 A103 Fee/Employment Applications 0.50 hrs

03/15/18 LTC

review and revise Second Interim Fee Application (0.4) and emails

with S. Hornung, C. Trieu re same (0.1)

B160 A103 Fee/Employment Applications 0.50 hrs

03/15/18 ML

revise Second Interim Fee Application and email re: same

B160 A103 Fee/Employment Applications 0.40 hrs

03/15/18 SEH

review and revise Second Interim Fee Application (0.5); meeting

with C. Trieu re same (0.1)

B160 A103 Fee/Employment Applications 0.60 hrs

03/16/18 CDT

[NOT BILLED] review, finalize and prepare redacted and

unredacted statements re: Seventh Monthly Fee Statement (0.3);

review and compile electronic billing data and expense support for

Fee Examiner re: same (0.2); draft and send service and distribution

emails, statements and supporting documentation re: same (0.4):

correspondence with S. Hornung re: same (0.1); review, revise and

finalize Sixth Monthly Objection Statement (0.3); draft distribution

email re: same (0.2)

B160 A104 Fee/Employment Applications 1.50 hrs

03/16/18 CDT

review Stipulated Protective Order, Interim Compensation Order

and Case Management Procedures Order re: confidentiality, notice

and service (0.5); correspondence with M. Luskin, L. Chapman and

S. Hornung re: LSE Second Interim Fee Application (0.2); office

conference with J. Gunnerson re: same (0.1); review additional S.

Hornung comments and further revise, finalize and compile

application re: same (0.9); draft notice of filing and certificate of

service re: same (0.7); draft cover letters to U.S. Trustee and Court

re: same (0.4);

B160 A104 Fee/Employment Applications 2.80 hrs

03/16/18 SEH

review and revise Second Interim Fee Application

B160 A103 Fee/Employment Applications 0.20 hrs

03/19/18 CDT

complete draft notice of filing re: LSE Second Interim Fee

Application (0.3); review docket and filing re: notice of proposed

fourth amended Case Management Procedures (0.5); review and

revise notice, service list and certificate of service re: same and LSE

Second Interim Fee Application (0.7); review, finalize, compile and

submit notice and fee application for filing re: LSE Second Interim

Fee Application (0.9); revise and finalize letters to U.S. Trustee and

Court re: same (0.4); prepare, email serve and send cover letters and

courtesy copies re: same (0.7)

B160 A103 Fee/Employment Applications 3.50 hrs

03/19/18 CDT

correspondence and office conferences with S. Hornung re: LSE

Second Interim Fee Application (fourth amended CMO, notice of

B160 A105 Fee/Employment Applications 0.40 hrs

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5534

6

Bill number

Page

Label3

filing and finalization of application) (0.2); correspondence with M.

Luskin, L. Chapman and S. Hornung and PR counsel U. Fernandez

re: same (0.2)

03/19/18 SEH

review, revise and finalize Second Interim Fee Application

B160 A103 Fee/Employment Applications 0.60 hrs

03/20/18 CDT

finalize and submit Certificate of Service for filing re: LSE Second

Interim Fee Application (0.1); begin review and compile electronic

billing and expense data re: same (0.7); review docket and LSE

Stipulated Disclosure Agreement and Protective Order (0.1)

B160 A104 Fee/Employment Applications 0.90 hrs

03/20/18 CDT

[NOT BILLED] revise fee analysis spreadsheet (0.5); format

electronic billing and expense data for submission to Fee Examiner

re: PROMESA LSE Second Interim Fees (2.3)

B160 A110 Fee/Employment Applications 2.80 hrs

03/21/18 CDT

revise and re-submit Certificate of Service for filing and related

correspondence with PR Counsel re: LSE Second Interim Fee

Application (0.1); review Fourth Amended Case Management

Procedures and related correspondence with M. Luskin re: notice

requirements (0.3); review docket re: fee-related filings and

protective order (0.1)

B160 A104 Fee/Employment Applications 0.50 hrs

03/21/18 CDT

review and compile adjusted electronic billing data re: LSE Second

Interim Fee Application (2.7); draft email to Fee Examiner's counsel

re: same (0.1)

B160 A104 Fee/Employment Applications 2.80 hrs

03/21/18 CDT

[NOT BILLED] reconcile electronic fee data re: Second Interim Fee

Application

B160 A104 Fee/Employment Applications 1.40 hrs

03/22/18 CDT

[NOT BILLED] review, revise and update fee analysis spreadsheet

B160 A103 Fee/Employment Applications 2.50 hrs

03/22/18 CDT

finalize, prepare and send adjusted electronic billing data to Fee

Examiner counsel re: Second Interim Fee Application

B160 A107 Fee/Employment Applications 0.30 hrs

Trieu, Catherine D. 17.90 hrs 0.00 /hr $0.00

Trieu, Catherine D. 55.00 hrs 255.00 /hr $14,025.00

Chapman, Lucia T. 0.50 hrs 0.00 /hr $0.00

Chapman, Lucia T. 3.40 hrs 700.00 /hr $2,380.00

Luskin, Michael 0.70 hrs 800.00 /hr $560.00

Hornung, Stephan E. 3.80 hrs 675.00 /hr $2,565.00

Total fees for this matter 81.30 hrs $19,530.00

---------------

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Document Page 66 of 106
Financial Oversight and Mngmt

PROMESA Fee Applications

5534

7

Bill number

Page

Label3

BILLING SUMMARY

FEES

TOTAL CHARGES

TOTAL BALANCE DUE

$19,530.00

$19,530.00

$19,530.00

---------------

---------------

SUBMATTER FEE RECAP

Fee/Employment Applications 79.40 hrs $18,793.50

Fee/Employment Objections 1.90 hrs $736.50

Total 81.30 hrs $19,530.00

---------------

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Document Page 67 of 106
March 31, 2018

Bill # 5535 ML

Client/Matter # 0675-0005

Billed through March 31, 2018

Attn: Ms. Vizcarrondo

P.O. Box 195556

San Juan, PR 00919-5556

Financial Oversight and Management Board Tax ID 13-3524567

Re: Peaje v. PRHTA

PROFESSIONAL SERVICES RENDERED

03/05/18 ML

review Ambac decision (0.2); office conference with S. Hornung re:

motion for judgment on pleadings (0.1); block out motion for

judgment on pleadings (2.1)

L240 A103 Dispositive Motions 2.40 hrs

03/05/18 SEH

review decision dismissing case in Ambac v. FOMB (17-159) for use

in Peaje motion for judgment on the pleadings (0.5); revise motion

for judgment on the pleadings (3.7)

L240 A103 Dispositive Motions 4.20 hrs

03/06/18 ML

draft motion for judgment on pleadings

L240 A103 Dispositive Motions 4.70 hrs

03/06/18 SEH

continue revising motion for judgment on the pleadings

L240 A103 Dispositive Motions 1.40 hrs

03/07/18 ML

block out brief in support of motion for judgment on pleadings

L240 A103 Dispositive Motions 1.80 hrs

03/07/18 SEH

continue revising motion for judgment on the pleadings

L240 A103 Dispositive Motions 4.10 hrs

03/08/18 ML

revise brief on motion for judgment on pleadings

L240 A103 Dispositive Motions 0.70 hrs

03/09/18 SEH

continue revising motion for judgment on the pleadings

L240 A103 Dispositive Motions 4.70 hrs

03/11/18 SEH

revisions to motion for judgment on the pleadings

L240 A103 Dispositive Motions 0.50 hrs

03/12/18 SEH

review and revise motion for judgment on the pleadings (3.0); draft

email to Proskauer team re: same (0.2)

L240 A103 Dispositive Motions 3.20 hrs

03/13/18 ML

revise brief on motion for judgment on pleadings (3.6); office

conference with S. Hornung re: same (0.2)

L240 A103 Dispositive Motions 3.80 hrs

03/13/18 SEH L240 A103 Dispositive Motions 2.50 hrs

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Document Page 68 of 106
Financial Oversight and Mngmt

Peaje v. PRHTA

5535

2

Bill number

Page

03/13/18 SEH Label3

office conferences with M. Luskin re: Peaje motion for judgment on

the pleadings (0.2); review and revise Peaje motion for judgment on

the pleadings (2.1); prepare email to L. Rapaport (Proskauer) re:

same (0.2)

L240 A103 Dispositive Motions 2.50

03/15/18 LTC

review Peaje brief to First Circuit (1.0) and draft email summary of

analysis re: same (0.3)

L520 A104 Appellate Briefs 1.30 hrs

03/16/18 SEH

review appellate brief filed by Peaje (0.9); prepare email to M.

Luskin and L. Chapman re: same (0.3)

L520 A104 Appellate Briefs 1.20 hrs

03/17/18 ML

review appeal brief (0.7); emails with Proskauer re: opposition brief

(0.4)

L520 A104 Appellate Briefs 1.10 hrs

03/19/18 ML

block out appeal arguments (2.1); telephone call with M. Firestein

re: same (0.2)

L520 A103 Appellate Briefs 2.30 hrs

03/21/18 ML

review court filings and emails re: appeal

L520 A104 Appellate Briefs 0.40 hrs

03/26/18 ML

telephone call with M. Firestein re: appellate brief

L520 A107 Appellate Briefs 0.20 hrs

Chapman, Lucia T. 1.30 hrs 700.00 /hr $910.00

Luskin, Michael 17.40 hrs 800.00 /hr $13,920.00

Hornung, Stephan E. 21.80 hrs 675.00 /hr $14,715.00

Total fees for this matter 40.50 hrs $29,545.00

---------------

BILLING SUMMARY

FEES

TOTAL CHARGES

TOTAL BALANCE DUE

$29,545.00

$29,545.00

$29,545.00

---------------

---------------

SUBMATTER FEE RECAP

Dispositive Motions 34.00 hrs $24,625.00

Appellate Briefs 6.50 hrs $4,920.00

Total 40.50 hrs $29,545.00

---------------

Case:17-03283-LTS Doc#:3530 Filed:07/16/18 Entered:07/16/18 14:02:20 Desc: Main

Document Page 69 of 106
EXHIBIT B

Notice Parties

The Oversight Board

Financial Oversight and Management Board

268 Muñoz Rivera Avenue

World Plaza Building, Suite 1107

San Juan, Puerto Rico 00918

Attn: Arthur J. Gonzalez, Board Member

Rosemarie Vizcarrondo, Chief of Staff

arthur.gonzalez@nyu.edu

vizcarrondo@promesa.gov

The U.S. Trustee

Office of the United States Trustee

for the District of Puerto Rico

Edificio Ochoa, 500 Tanca Street, Suite 301

San Juan, Puerto Rico 00901-1922

Attn: Guy G. Gebhardt, Esq.

USTP.Region21@usdoj.gov

guy.gebhardt@usdoj.gov

Counsel for the Oversight Board

Proskauer Rose, LLP

Eleven Times Square

New York, New York 10036

Attn: Martin J. Bienenstock, Esq.,

Ehud Barak, Esq. 

mbienenstock@proskauer.com

ebarak@proskauer.com

Proskauer Rose LLP

70 West Madison Street

Chicago, Illinois 60602

Attn: Paul V. Possinger, Esq. 

ppossinger@proskauer.com

O’Neill & Borges LLC

250 Muñoz Rivera Avenue, Suite 800

San Juan, Puerto Rico 00918

Attn: Hermann D. Bauer, Esq. 

hermann.bauer@oneillborges.com

Counsel for the 

Official Committee of Retired Employees

Jenner & Block LLP

919 Third Avenue

New York, New York 10022

Attn: Robert Gordon, Esq.

Richard Levin, Esq.

rgordon@jenner.com

rlevin@jenner.com

Jenner Block LLP

353 N. Clark Street

Chicago, Illinois 60654

Attn: Katherine Steege, Esq.

Melissa Root, Esq.

csteege@jenner.com

mroot@jenner.com

Bennazar, García & Milián, C.S.P.

Edificio Union Plaza, PH-A, Piso 18

416 Avenida Ponce de León

Hato Rey, San Juan, Puerto Rico 00918

Attn: A. J. Bennazar-Zequeira, Esq.

ajb@bennazar.org

Puerto Rico Fiscal Agency 

and Advisory Authority

Puerto Rico Fiscal Agency and Advisory 

Authority

Roberto Sánchez Vilella Government Center

De Diego Avenue, Stop 22

San Juan, Puerto Rico 00907

Attn: Gerardo J. Portela Franco

Mohammad Yassin, Esq.

gerardo.portela@aafaf.pr.gov

mohammad.yassin@aafaf.pr.gov

Counsel for the Official 

Committee of Unsecured Creditors

Paul Hastings LLP

200 Park Avenue

New York, New York 10166

Attn: Luc. A. Despins, Esq.

lucdespins@paulhastings.com

Casillas, Santiago & Torres LLC

El Caribe Office Building

53 Palmeras Street, Suite 1601

San Juan, Puerto Rico 00901

Attn: Juan J. Casillas Ayala, Esq.,

Alberto J. E. Aneses Negron, Esq

jcasillas@cstlawpr.com

aaneses@cstlawpr.com

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2

Counsel for the Puerto Rico Fiscal Agency 

and Financial Advisory Authority 

O’Melveny & Meyers LLP

Times Square Tower

7 Times Square

New York, New York 10036

Attn: John J. Rapisardi, Esq., 

Suzzanne Uhland, Esq., and

Diana M. Perez, Esq.

jrapisardi@omm.com

suhland@omm.com

dperez@omm.com

Marini Pietrantoni Muñiz, LLC

MCS Plaza, Suite 500

255 Avenida Ponce de León

San Juan, Puerto Rico 00917

Attn: Luis C. Marini-Biaggi, Esq.

Carolina Velaz-Rivero, Esq.

María T. Álvarez-Santos, Esq.

lmarini@mpmlawpr.com

cvelaz@mpmlawpr.com

malvarez@mpmlawpr.com

Counsel to the Fee Examiner

Godfrey & Kahn, S.C.

One East Main Street, Suite 500

Madison, Wisconsin 53703

Attn: Brady C. Williamson, Esq.

Katherine Stadler, Esq.

W. Andrew Dalton, Esq.

bwilliamson@gklaw.com 

kstadler@gklaw.com

adalton@gklaw.com

Edge Legal Strategies, PSC

252 Ponce de León Avenue

Citibank Tower, 12th Floor

San Juan, Puerto Rico 00918

Attn: Eyck O. Lugo

elugo@edgelegalpr.com

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Document Page 71 of 106
EXHIBIT G-3

Ninth Monthly Fee Statement

(April 2018)

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Document Page 72 of 106
Objection Deadline: May 29, 2018 at 4:00 p.m. (AST)

Michael Luskin (admitted pro hac vice)

Lucia T. Chapman (admitted pro hac vice)

Stephan E. Hornung (admitted pro hac vice)

LUSKIN, STERN & EISLER LLP

Eleven Times Square

New York, New York 10036

Telephone: (212) 597-8200

Facsimile: (212) 974-3205

Special Counsel to the Financial Oversight 

and Management Board for Puerto Rico

UNITED STATES DISTRICT COURT

DISTRICT OF PUERTO RICO

PROMESA

Title III

No. 17-BK-03283 (LTS)

(Jointly Administered)

NINTH MONTHLY STATEMENT OF LUSKIN, STERN & EISLER LLP, AS SPECIAL 

COUNSEL TO THE FINANCIAL OVERSIGHT AND MANAGEMENT BOARD FOR 

PUERTO RICO, FOR COMPENSATION FOR PROFESSIONAL SERVICES 

RENDERED AND REIMBURSEMENT OF EXPENSES INCURRED FOR 

THE PERIOD FROM APRIL 1, 2018 THROUGH APRIL 30, 2018

 

1 The Debtors in these Title III Cases, along with each Debtor’s respective Title III case number and the last four (4) 

digits of each Debtor’s federal tax identification number, as applicable, are the (i) Commonwealth of Puerto Rico 

(Bankruptcy Case No. 17 BK 3283-LTS) (Last Four Digits of Federal Tax ID: 3481); (ii) Puerto Rico Sales Tax 

Financing Corporation (“COFINA”) (Bankruptcy Case No. 17 BK 3284-LTS) (Last Four Digits of Federal Tax ID: 

8474); (iii) Employees Retirement System of the Government of the Commonwealth of Puerto Rico (“ERS”) 

(Bankruptcy Case No. 17 BK 3566-LTS) (Last Four Digits of Federal Tax ID: 9686); (iv) Puerto Rico Highways 

and Transportation Authority (“HTA”) (Bankruptcy Case No. 17 BK 3567-LTS) Last Four Digits of Federal Tax 

ID: 3808); and (v) Puerto Rico Electric Power Authority (“PREPA”) (Bankruptcy Case No. 17 BK 4780-LTS) 

(Last Four Digits of Federal Tax ID: 3747) (Title III case numbers are listed as Bankruptcy Case numbers due to 

software limitations).

In re

THE FINANCIAL OVERSIGHT AND 

MANAGEMENT BOARD FOR PUERTO RICO,

as representative of

THE COMMONWEALTH OF PUERTO RICO, et al.,

Debtors.

1

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2

Summary Sheet

Name of Applicant: Luskin, Stern & Eisler LLP

Authorized to Provide Professional 

Services to:

The Financial Oversight and Management 

Board for Puerto Rico

Period for Which Compensation and 

Reimbursement are Sought

April 1, 2018 to April 30, 2018

Amount of Compensation Sought as Actual, 

Reasonable and Necessary:

$22,404.00

90% of Compensation Sought as Actual, 

Reasonable and Necessary:

$20,163.60

10% Holdback: $2,240.40

Amount of Expense Reimbursement Sought 

as Actual, Reasonable and Necessary:

$0.00

This is a: X monthly ___ interim ___ final statement.

This is Luskin, Stern & Eisler LLP’s ninth monthly fee statement in these cases.

Case:17-03283-LTS Doc#:3530 Filed:07/16/18 Entered:07/16/18 14:02:20 Desc: Main

Document Page 74 of 106
3

Summary of Hours Billed by Professionals and Paraprofessionals

for the Period April 1, 2018 through April 30, 2018

2

Timekeeper Position and Year 

Admitted to Practice

Hourly Billing 

Rate ($)

Total Hours

Billed

Total Fees ($)

Michael Luskin Partner 1978 $800.00 23.80 $19,040.00

Lucia T. Chapman Associate 1984 $700.00 1.90 $1,330.00

Stephan E. Hornung Associate 2008 $675.00 2.90 $1,957.50

Catherine D. Trieu Paralegal N/A $255.00 0.30 $76.50

TOTAL 28.90 $22,404.00

Summary of Legal Fees

for the Period April 1, 2018 through April 30, 20183

Project

Category

Total

Hours Billed

Total Fees

Requested ($)

Bankruptcy Litigation 0.90 $556.50

Fee Applications 0.00 $0.00

Peaje vs. PRHTA4 28.00 $21,847.50

TOTAL 28.90 $22,404.00

 

2 These amounts reflect a total of 9.80 hours of time and $2,746.50 of fees which Luskin, Stern & Eisler LLP 

(“LS&E”) has voluntarily written off.

3 Because LS&E performs work for the Oversight Board on an ad hoc basis, the amount of time it bills in any given 

month can fluctuate substantially.

4 Peaje Investments LLC v. Puerto Rico Highways & Transportation Authority, et al. (Adv. Proc. Case Nos. 17-151 

and 17-152)

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Document Page 75 of 106
4

In accordance with the Court’s First Amended Order Setting Procedures for 

Interim Compensation and Reimbursement of Expenses of Professionals [Docket No. 1715] 

(the “Interim Compensation Order”), Luskin, Stern & Eisler LLP (“LS&E”), special counsel to 

the Financial Oversight and Management Board for Puerto Rico (“Oversight Board”), hereby 

submits this Ninth Monthly Statement for Compensation for Professional Services Rendered and 

Reimbursement of Expenses Incurred (the “Monthly Fee Statement”) for the period from

April 1, 2018, through April 30, 2018 (the “Statement Period”). In support of the Monthly Fee 

Statement, LS&E respectfully represents as follows:

Relief Requested

1. LS&E submits this Monthly Fee Statement in accordance with the Interim 

Compensation Order. All services for which LS&E requests compensation were performed by

LS&E on behalf of the Oversight Board.

2. LS&E seeks compensation for professional services rendered and 

reimbursement of expenses incurred for the Statement Period in the amounts set forth below:

Total Fees $22,404.00

Total Expenses $0.00

Total $22,404.00

3. A detailed statement of hours spent by LS&E rendering legal services to 

the Oversight Board and disbursements made by LS&E during the Statement Period is attached 

hereto as Exhibit A.

4. Pursuant to the Interim Compensation Order, LS&E seeks payment of 

$20,163.60 for the Statement Period, representing (a) ninety percent (90.00%) of the total fees 

for services rendered and (b) 100% of the total expenses incurred.

Case:17-03283-LTS Doc#:3530 Filed:07/16/18 Entered:07/16/18 14:02:20 Desc: Main

Document Page 76 of 106
5

Notice and Objection Procedures

5. In accordance with the Interim Compensation Order, notice of the 

Monthly Fee Statement has been served upon the parties listed on the attached Exhibit B

(together, as further defined in the Compensation Order, the “Notice Parties”).

6. Pursuant to the Interim Compensation Order, objections to the Monthly 

Fee Statement, if any, must be filed and served upon LS&E, no later than May 29, 2018 at 

4:00 p.m. Atlantic Standard Time (the “Objection Deadline”), setting forth the nature of the 

objection and the specific amount of fees and expenses at issue.

7. If no objection to the Monthly Fee Statement is received by the Objection 

Deadline, the Oversight Board will pay to LS&E the amounts of fees and expenses identified in 

the Monthly Fee Statement.

8. To the extent an objection to the Monthly Fee Statement is received on or 

before the Objection Deadline, the Debtors will withhold payment of that portion of the payment 

requested to which the objection is directed and will promptly pay the remainder of the fees and 

expenses as set forth herein. To the extent such objection is not resolved, it shall be preserved 

and scheduled for consideration at the next interim fee application hearing.

Case:17-03283-LTS Doc#:3530 Filed:07/16/18 Entered:07/16/18 14:02:20 Desc: Main

Document Page 77 of 106
6

Dated: New York, New York

May 15, 2018

Respectfully submitted,

/s/ Michael Luskin

Michael Luskin (admitted pro hac vice)

Lucia T. Chapman (admitted pro hac vice)

Stephan E. Hornung (admitted pro hac vice)

Luskin, Stern & Eisler LLP

Eleven Times Square

New York, New York 10036

Telephone: (212) 597-8200

Facsimile: (212) 974-3205

luskin@lsellp.com

chapman@lsellp.com

hornung@lsellp.com

Special Counsel to the Financial Oversight and 

Management Board for Puerto Rico

Case:17-03283-LTS Doc#:3530 Filed:07/16/18 Entered:07/16/18 14:02:20 Desc: Main

Document Page 78 of 106
EXHIBIT A 

Time and Expense Records

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Document Page 79 of 106
April 30, 2018

Bill # 5591 ML

Client/Matter # 0675-0002

Billed through April 30, 2018

Attn: Ms. Vizcarrondo

P.O. Box 195556

San Juan, PR 00919-5556

Financial Oversight and Management Board Tax ID 13-3524567

Re: PROMESA

PROFESSIONAL SERVICES RENDERED

04/04/18 ML

review case management order revisions and follow-up re: same

L120 A104 Analysis/Strategy 0.40 hrs

04/17/18 CDT

review Fourth Amended Case Management Procedures Order

B110 A104 Case Administration 0.30 hrs

04/24/18 ML

review court filings re: privilege decision

L120 A104 Analysis/Strategy 0.20 hrs

Trieu, Catherine D. 0.30 hrs 255.00 /hr $76.50

Luskin, Michael 0.60 hrs 800.00 /hr $480.00

Total fees for this matter 0.90 hrs $556.50

---------------

BILLING SUMMARY

FEES

TOTAL CHARGES

TOTAL BALANCE DUE

$556.50

$556.50

$556.50

---------------

---------------

SUBMATTER FEE RECAP

Case Administration 0.30 hrs $76.50

Analysis/Strategy 0.60 hrs $480.00

Total 0.90 hrs $556.50

---------------

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Document Page 80 of 106
April 30, 2018

Bill # 5592 ML

Client/Matter # 0675-0003

Billed through April 30, 2018

Attn: Ms. Vizcarrondo

P.O. Box 195556

San Juan, PR 00919-5556

Financial Oversight and Management Board Tax ID 13-3524567

Re: PROMESA Fee Applications

PROFESSIONAL SERVICES RENDERED

04/04/18 CDT

[NOT BILLED] draft Seventh Monthly Objection Statement (0.3);

review March bills re: Eighth Monthly Fee Statement (0.3)

B160 A103 Fee/Employment Applications 0.60 hrs

04/05/18 CDT

[NOT BILLED] review, revise and reconcile March bills re: Eighth

Monthly Fee Statement (1.2); begin draft statement re: same (0.3)

B160 A103 Fee/Employment Applications 1.50 hrs

04/10/18 CDT

[NOT BILLED] finalize statement and draft distribution email re:

Seventh Monthly No Objection Statement (0.3); review, reconcile

and further revise bills re: Eighth Monthly Fee Statement (0.6);

revise draft re: same (0.2); office conference with J. Gunnerson re:

same (0.1)

B160 A103 Fee/Employment Applications 1.20 hrs

04/11/18 SEH

[NOT BILLED] review monthly fee statement

B160 A104 Fee/Employment Applications 0.20 hrs

04/11/18 CDT

[NOT BILLED] review and further revise March bills re: Eighth

Monthly Fee Statement (0.4); review S. Hornung comments re: same

(0.1); review expense support, compile and reconcile fee charts re:

same (0.7); review, revise and compile draft statement re: same (0.3);

update fee analysis spreadsheet re: same (0.4); correspondence with

L. Chapman and S. Hornung re: same (0.1)

B160 A104 Fee/Employment Applications 2.00 hrs

04/12/18 CDT

[NOT BILLED] review revised Peaje bill and redact for

privileged/confidential information re: Eighth Monthly Fee

Statement (0.4); office conference and correspondence with S.

Hornung re: same (0.1)

B160 A104 Fee/Employment Applications 0.50 hrs

04/13/18 CDT

[NOT BILLED] correspondence with M. Luskin, L. Chapman and S.

Hornung re: Eighth Monthly Fee Statement (0.2); further revise

B160 A105 Fee/Employment Applications 1.20 hrs

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Document Page 81 of 106
Financial Oversight and Mngmt

PROMESA Fee Applications

5592

2

Bill number

Page

Label3

675.5 bill re: same (0.1); compile redacted and unredacted exhibits

re: same (0.4); prepare and send draft and exhibits to M. Luskin re:

same (0.2); review percentage fees and related analysis re: same (0.3)

04/13/18 ML

[NOT BILLED] review invoice and correspondence re: same

B160 A104 Fee/Employment Applications 0.30 hrs

04/16/18 CDT

[NOT BILLED] review, redact and compile further revised 675.5

invoice re: Eighth Monthly Fee Statement (0.4); compile final

statement, redacted and undredacted exhibits, electronic data and

expense support re: same (0.7); prepare and distribute statement

and support re: same (0.3); review, revise and update fee

reconciliation spreadsheet re: same (0.9)

B160 A104 Fee/Employment Applications 2.30 hrs

Trieu, Catherine D. 9.30 hrs 0.00 /hr $0.00

Luskin, Michael 0.30 hrs 0.00 /hr $0.00

Hornung, Stephan E. 0.20 hrs 0.00 /hr $0.00

Total fees for this matter 9.80 hrs $0.00

---------------

BILLING SUMMARY

FEES

TOTAL CHARGES

TOTAL BALANCE DUE

$0.00

$0.00

$0.00

---------------

---------------

SUBMATTER FEE RECAP

Fee/Employment Applications 9.80 hrs $0.00

Total 9.80 hrs $0.00

---------------

Case:17-03283-LTS Doc#:3530 Filed:07/16/18 Entered:07/16/18 14:02:20 Desc: Main

Document Page 82 of 106
April 30, 2018

Bill # ML 5593

Client/Matter # 0675-0005

Billed through April 30, 2018

Attn: Ms. Vizcarrondo

P.O. Box 195556

San Juan, PR 00919-5556

Financial Oversight and Management Board Tax ID 13-3524567

Re: Peaje v. PRHTA

PROFESSIONAL SERVICES RENDERED

04/02/18 ML

emails with M. Firestein re: appellate brief

L520 Appellate Briefs A104 0.10 hrs

04/03/18 ML

review and revise outline of draft appellate brief

L520 Appellate Briefs A104 2.50 hrs

04/04/18 LTC

review outline of answering brief in Peaje appeal (0.3) and emails

with M. Luskin re: same (0.1)

L520 Appellate Briefs A104 0.40 hrs

04/04/18 ML

draft memo re: comments on appellate brief outline (2.9); cover

email to Proskauer re: same (0.5); research re: Jeffco cases (0.9)

L520 Appellate Briefs A104 4.30 hrs

04/04/18 SEH

review outline re appellate brief and emails with M. Luskin and L.

Chapman re same

L520 Appellate Briefs A104 0.70 hrs

04/05/18 ML

research re: 922/928 issues

L520 Appellate Briefs A102 1.30 hrs

04/06/18 ML

research re: 305 cases and related

L520 Appellate Briefs A102 3.00 hrs

04/09/18 ML

block out argument re: section 305 issues

L520 Appellate Briefs A104 1.50 hrs

04/10/18 ML

review Court of Appeals docket and orders re: appeal (0.3);

continued research and blocking out argument re: section 305 and

related (1.3)

L520 Appellate Briefs A104 1.60 hrs

04/16/18 SEH

review and revise Peaje appellate brief

L520 Appellate Briefs A103 1.20 hrs

04/17/18 LTC

review and revise draft appellate brief in Peaje (1.4) and emails with

M. Luskin, S. Hornung re: same (0.1)

L520 Appellate Briefs A104 1.50 hrs

04/17/18 ML L520 Appellate Briefs A104 4.40 hrs

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Document Page 83 of 106
Financial Oversight and Mngmt

Peaje v. PRHTA

5593

2

Bill number

Page

Label3

revise appellate brief (4.2); email with Proskauer re: same (0.2)

pp

04/17/18 SEH

review and revise Peaje appellate brief

L520 Appellate Briefs A103 1.00 hrs

04/22/18 ML

revise latest draft of appeal brief (2.8); emails with Proskauer re:

same (0.2)

L520 Appellate Briefs A103 3.00 hrs

04/23/18 ML

review final appeal brief (1.4); and email re: same (0.1)

L520 Appellate Briefs A104 1.50 hrs

Chapman, Lucia T. 1.90 hrs 700.00 /hr $1,330.00

Luskin, Michael 23.20 hrs 800.00 /hr $18,560.00

Hornung, Stephan E. 2.90 hrs 675.00 /hr $1,957.50

Total fees for this matter $21,847.50 28.00 hrs

---------------

BILLING SUMMARY

FEES

TOTAL CHARGES

TOTAL BALANCE DUE

$21,847.50

$21,847.50

$21,847.50

---------------

---------------

SUBMATTER FEE RECAP

Appellate Briefs 28.00 hrs $21,847.50

Total 28.00 hrs $21,847.50

---------------

Case:17-03283-LTS Doc#:3530 Filed:07/16/18 Entered:07/16/18 14:02:20 Desc: Main

Document Page 84 of 106
EXHIBIT B

Notice Parties

The Oversight Board

Financial Oversight and Management Board

268 Muñoz Rivera Avenue

World Plaza Building, Suite 1107

San Juan, Puerto Rico 00918

Attn: Arthur J. Gonzalez, Board Member

Rosemarie Vizcarrondo, Chief of Staff

arthur.gonzalez@nyu.edu

vizcarrondo@promesa.gov

The U.S. Trustee

Office of the United States Trustee

for the District of Puerto Rico

Edificio Ochoa, 500 Tanca Street, Suite 301

San Juan, Puerto Rico 00901-1922

Attn: Guy G. Gebhardt, Esq.

USTP.Region21@usdoj.gov

guy.gebhardt@usdoj.gov

Counsel for the Oversight Board

Proskauer Rose, LLP

Eleven Times Square

New York, New York 10036

Attn: Martin J. Bienenstock, Esq.,

Ehud Barak, Esq. 

mbienenstock@proskauer.com

ebarak@proskauer.com

Proskauer Rose LLP

70 West Madison Street

Chicago, Illinois 60602

Attn: Paul V. Possinger, Esq. 

ppossinger@proskauer.com

O’Neill & Borges LLC

250 Muñoz Rivera Avenue, Suite 800

San Juan, Puerto Rico 00918

Attn: Hermann D. Bauer, Esq. 

hermann.bauer@oneillborges.com

Counsel for the 

Official Committee of Retired Employees

Jenner & Block LLP

919 Third Avenue

New York, New York 10022

Attn: Robert Gordon, Esq.

Richard Levin, Esq.

rgordon@jenner.com

rlevin@jenner.com

Jenner Block LLP

353 N. Clark Street

Chicago, Illinois 60654

Attn: Katherine Steege, Esq.

Melissa Root, Esq.

csteege@jenner.com

mroot@jenner.com

Bennazar, García & Milián, C.S.P.

Edificio Union Plaza, PH-A, Piso 18

416 Avenida Ponce de León

Hato Rey, San Juan, Puerto Rico 00918

Attn: A. J. Bennazar-Zequeira, Esq.

ajb@bennazar.org

Puerto Rico Fiscal Agency 

and Advisory Authority

Puerto Rico Fiscal Agency and Advisory 

Authority

Roberto Sánchez Vilella Government Center

De Diego Avenue, Stop 22

San Juan, Puerto Rico 00907

Attn: Gerardo J. Portela Franco

Mohammad Yassin, Esq.

gerardo.portela@aafaf.pr.gov

mohammad.yassin@aafaf.pr.gov

Counsel for the Official 

Committee of Unsecured Creditors

Paul Hastings LLP

200 Park Avenue

New York, New York 10166

Attn: Luc. A. Despins, Esq.

lucdespins@paulhastings.com

Casillas, Santiago & Torres LLC

El Caribe Office Building

53 Palmeras Street, Suite 1601

San Juan, Puerto Rico 00901

Attn: Juan J. Casillas Ayala, Esq.,

Alberto J. E. Aneses Negron, Esq

jcasillas@cstlawpr.com

aaneses@cstlawpr.com

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Document Page 85 of 106
2

Counsel for the Puerto Rico Fiscal Agency 

and Financial Advisory Authority 

O’Melveny & Meyers LLP

Times Square Tower

7 Times Square

New York, New York 10036

Attn: John J. Rapisardi, Esq., 

Suzzanne Uhland, Esq., and

Diana M. Perez, Esq.

jrapisardi@omm.com

suhland@omm.com

dperez@omm.com

Marini Pietrantoni Muñiz, LLC

MCS Plaza, Suite 500

255 Avenida Ponce de León

San Juan, Puerto Rico 00917

Attn: Luis C. Marini-Biaggi, Esq.

Carolina Velaz-Rivero, Esq.

María T. Álvarez-Santos, Esq.

lmarini@mpmlawpr.com

cvelaz@mpmlawpr.com

malvarez@mpmlawpr.com

Counsel to the Fee Examiner

Godfrey & Kahn, S.C.

One East Main Street, Suite 500

Madison, Wisconsin 53703

Attn: Brady C. Williamson, Esq.

Katherine Stadler, Esq.

W. Andrew Dalton, Esq.

bwilliamson@gklaw.com 

kstadler@gklaw.com

adalton@gklaw.com

Edge Legal Strategies, PSC

252 Ponce de León Avenue

Citibank Tower, 12th Floor

San Juan, Puerto Rico 00918

Attn: Eyck O. Lugo

elugo@edgelegalpr.com

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Document Page 86 of 106
EXHIBIT G-4

Tenth Monthly Fee Statement

(May 2018)

Case:17-03283-LTS Doc#:3530 Filed:07/16/18 Entered:07/16/18 14:02:20 Desc: Main

Document Page 87 of 106
Objection Deadline: July 5, 2018 at 4:00 p.m. (AST)

UNITED STATES DISTRICT COURT

DISTRICT OF PUERTO RICO

PROMESA

Title III

No. 17-BK-03283 (LTS)

(Jointly Administered)

COVER SHEET TO TENTH MONTHLY FEE STATEMENT OF LUSKIN, STERN & 

EISLER LLP FOR COMPENSATION FOR FEES AND SERVICES RENDERED 

OUTSIDE OF PUERTO RICO AND REIMBURSEMENT OF EXPENSES AS SPECIAL 

COUNSEL TO THE FINANCIAL OVERSIGHT AND MANAGEMENT BOARD FOR 

PUERTO RICO, FOR THE PERIOD FROM MAY 1, 2018 THROUGH MAY 31, 2018

ALL FEES AND SERVICES IN THIS MONTHLY FEE STATEMENT WERE 

INCURRED OUTSIDE OF PUERTO RICO

 

1 The Debtors in these Title III Cases, along with each Debtor’s respective Title III case number and the last four (4) 

digits of each Debtor’s federal tax identification number, as applicable, are the (i) Commonwealth of Puerto Rico 

(Bankruptcy Case No. 17 BK 3283-LTS) (Last Four Digits of Federal Tax ID: 3481); (ii) Puerto Rico Sales Tax 

Financing Corporation (“COFINA”) (Bankruptcy Case No. 17 BK 3284-LTS) (Last Four Digits of Federal Tax ID: 

8474); (iii) Employees Retirement System of the Government of the Commonwealth of Puerto Rico (“ERS”) 

(Bankruptcy Case No. 17 BK 3566-LTS) (Last Four Digits of Federal Tax ID: 9686); (iv) Puerto Rico Highways 

and Transportation Authority (“HTA”) (Bankruptcy Case No. 17 BK 3567-LTS) Last Four Digits of Federal Tax 

ID: 3808); and (v) Puerto Rico Electric Power Authority (“PREPA”) (Bankruptcy Case No. 17 BK 4780-LTS) 

(Last Four Digits of Federal Tax ID: 3747) (Title III case numbers are listed as Bankruptcy Case numbers due to 

software limitations).

In re:

THE FINANCIAL OVERSIGHT AND 

MANAGEMENT BOARD FOR PUERTO RICO,

as representative of

THE COMMONWEALTH OF PUERTO RICO, et al.,

Debtors.1

Case:17-03283-LTS Doc#:3530 Filed:07/16/18 Entered:07/16/18 14:02:20 Desc: Main

Document Page 88 of 106
Jaime A. E1 Koury 

PrincipalCertification 

I hereby authorize the submission of this Monthly Fee Statemвnt1ór May2018. 

GeneralCounseltothe Financial Oversight 

and Management BoardforPuertoRico 

Case:17-03283-LTS Doc#:3530 Filed:07/16/18 Entered:07/16/18 14:02:20 Desc: Main

Document Page 89 of 106
Summary Sheet

Name of Applicant: Luskin, Stern & Eisler LLP

Authorized to Provide Professional 

Services to:

The Financial Oversight and Management 

Board for Puerto Rico

Period for Which Compensation and 

Reimbursement are Sought

May 1, 2018 to May 31, 2018

Amount of Compensation Sought as Actual, 

Reasonable and Necessary:

$35,342.00

90% of Compensation Sought as Actual, 

Reasonable and Necessary:

$31,807.80

10% Holdback: $3,534.20

Amount of Expense Reimbursement Sought 

as Actual, Reasonable and Necessary:

$0.00

This is a: X monthly ___ interim ___ final statement.

This is Luskin, Stern & Eisler LLP’s tenth monthly fee statement in these cases.

Case:17-03283-LTS Doc#:3530 Filed:07/16/18 Entered:07/16/18 14:02:20 Desc: Main

Document Page 90 of 106
2

Summary of Hours Billed by Professionals and Paraprofessionals

for the Period May 1, 2018 through May 31, 2018

1

Timekeeper Position and Year 

Admitted to Practice

Hourly Billing 

Rate ($)

Total Hours

Billed

Total Fees ($)

Michael Luskin Partner 1978 $800.00 39.40 $31,520.00

Stephan E. Hornung Associate 2008 $675.00 4.00 $2,700.00

Catherine D. Trieu Paralegal N/A $255.00 4.10 $1,045.50

Kathleen Feeney Paralegal N/A $255.00 0.30 $76.50

TOTAL 47.80 $35,342.00

Summary of Legal Fees

for the Period May 1, 2018 through May 31, 20182

Project

Category

Total

Hours Billed

Total Fees

Requested ($)

Bankruptcy Litigation 0.80 $476.50

Fee Applications 5.00 $1,678.00

Peaje vs. PRHTA3 42.00 $33,187.50

TOTAL 47.80 $35,342.00

 

1 These amounts reflect a total of 11.20 hours of time and $3,007.00 of fees which Luskin, Stern & Eisler LLP 

(“LS&E”) has voluntarily written off.

2 Because LS&E performs work for the Oversight Board on an ad hoc basis, the amount of time it bills in any given 

month can fluctuate substantially.

3 Peaje Investments LLC v. Puerto Rico Highways & Transportation Authority, Case Nos. 17-151, 17-152 (D.P.R.), 

Case No. 17-2165 (1st Cir.)

Case:17-03283-LTS Doc#:3530 Filed:07/16/18 Entered:07/16/18 14:02:20 Desc: Main

Document Page 91 of 106
3

In accordance with the Court’s Second Amended Order Setting Procedures for 

Interim Compensation and Reimbursement of Expenses of Professionals [Docket No. 3269] 

(the “Interim Compensation Order”), Luskin, Stern & Eisler LLP (“LS&E”), special counsel to 

the Financial Oversight and Management Board for Puerto Rico (“Oversight Board”), hereby 

submits this Tenth Monthly Fee Statement for Compensation for Professional Services Rendered 

and Reimbursement of Expenses Incurred (the “Monthly Fee Statement”) for the period from 

May 1, 2018, through May 31, 2018 (the “Statement Period”). In support of the Monthly Fee 

Statement, LS&E respectfully represents as follows:

Relief Requested

1. LS&E submits this Monthly Fee Statement in accordance with the Interim 

Compensation Order. All services for which LS&E requests compensation were performed by

LS&E on behalf of the Oversight Board. 

2. LS&E submits the certification attached hereto as Exhibit A with respect 

to this Monthly Fee Statement and in accordance with the Interim Compensation Order. 

3. LS&E seeks compensation for professional services rendered and 

reimbursement of expenses incurred for the Statement Period in the amounts set forth below:

Total Fees $35,342.00

Total Expenses $0.00

Total $35,342.00

4. A detailed statement of hours spent by LS&E rendering legal services to 

the Oversight Board and disbursements made by LS&E during the Statement Period is attached 

hereto as Exhibit B.

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Document Page 92 of 106
4

5. Pursuant to the Interim Compensation Order, LS&E seeks payment of 

$31,807.80 for the Statement Period, representing (a) ninety percent (90.00%) of the total fees 

for services rendered and (b) 100% of the total expenses incurred.

Notice and Objection Procedures

6. In accordance with the Interim Compensation Order, notice of the 

Monthly Fee Statement has been served upon the parties listed on the attached Exhibit C

(together, as further defined in the Compensation Order, the “Notice Parties”).

7. Pursuant to the Interim Compensation Order, objections to the Monthly 

Fee Statement, if any, must be filed and served upon LS&E, no later than July 5, 2018 at 

4:00 p.m. Atlantic Standard Time (the “Objection Deadline”), setting forth the nature of the 

objection and the specific amount of fees and expenses at issue.

8. If no objection to the Monthly Fee Statement is received by the Objection 

Deadline, the Debtors will pay to LS&E the amounts of fees and expenses identified in the 

Monthly Fee Statement.

9. To the extent an objection to the Monthly Fee Statement is received on or 

before the Objection Deadline, the Debtors will withhold payment of that portion of the payment 

requested to which the objection is directed and will promptly pay the remainder of the fees and 

expenses as set forth herein. To the extent such objection is not resolved, it shall be preserved 

and scheduled for consideration at the next interim fee application hearing.

Case:17-03283-LTS Doc#:3530 Filed:07/16/18 Entered:07/16/18 14:02:20 Desc: Main

Document Page 93 of 106
5

Dated: New York, New York

June 20, 2018

Respectfully submitted,

/s/ Michael Luskin

Michael Luskin (admitted pro hac vice)

Lucia T. Chapman (admitted pro hac vice)

Stephan E. Hornung (admitted pro hac vice)

Luskin, Stern & Eisler LLP

Eleven Times Square

New York, New York 10036

Telephone: (212) 597-8200

Facsimile: (212) 974-3205

luskin@lsellp.com

chapman@lsellp.com

hornung@lsellp.com

Special Counsel to the Financial Oversight and 

Management Board for Puerto Rico

Case:17-03283-LTS Doc#:3530 Filed:07/16/18 Entered:07/16/18 14:02:20 Desc: Main

Document Page 94 of 106
EXHIBIT A

Certification of Michael Luskin in 

Compliance with Puerto Rico Law

Case:17-03283-LTS Doc#:3530 Filed:07/16/18 Entered:07/16/18 14:02:20 Desc: Main

Document Page 95 of 106
Objection Deadline: July 5, 2018 at 4:00 p.m. (AST)

UNITED STATES DISTRICT COURT

DISTRICT OF PUERTO RICO

PROMESA

Title III

No. 17-BK-03283 (LTS)

(Jointly Administered)

CERTIFICATION OF MICHAEL LUSKIN IN SUPPORT OF THE TENTH MONTHLY 

FEE STATEMENT OF LUSKIN, STERN & EISLER LLP, AS SPECIAL COUNSEL TO 

THE FINANCIAL OVERSIGHT AND MANAGEMENT BOARD FOR PUERTO RICO, 

FOR COMPENSATION FOR PROFESSIONAL SERVICES RENDERED AND 

REIMBURSEMENT OF EXPENSES INCURRED FOR THE PERIOD

FROM MAY 1, 2018 THROUGH MAY 31, 2018

I, Michael Luskin, hereby certify that:

1. I am a member of the law firm of Luskin, Stern & Eisler LLP (“LS&E”), 

with offices located at Eleven Times Square, New York, New York 10036. LS&E is special 

counsel to the Financial Oversight and Management Board for Puerto Rico (the “Oversight 

Board”) as representative of the Debtors in the above-captioned title III cases pursuant to section 

315(b) of the Puerto Rico Oversight, Management, and Economic Stability Act (“PROMESA”).

2

 

 

1 The Debtors in these Title III Cases, along with each Debtor’s respective Title III case number and the last four (4) 

digits of each Debtor’s federal tax identification number, as applicable, are the (i) Commonwealth of Puerto Rico 

(Bankruptcy Case No. 17 BK 3283-LTS) (Last Four Digits of Federal Tax ID: 3481); (ii) Puerto Rico Sales Tax 

Financing Corporation (“COFINA”) (Bankruptcy Case No. 17 BK 3284-LTS) (Last Four Digits of Federal Tax ID: 

8474); (iii) Employees Retirement System of the Government of the Commonwealth of Puerto Rico (“ERS”) 

(Bankruptcy Case No. 17 BK 3566-LTS) (Last Four Digits of Federal Tax ID: 9686); (iv) Puerto Rico Highways 

and Transportation Authority (“HTA”) (Bankruptcy Case No. 17 BK 3567-LTS) Last Four Digits of Federal Tax 

ID: 3808); and (v) Puerto Rico Electric Power Authority (“PREPA”) (Bankruptcy Case No. 17 BK 4780-LTS) 

(Last Four Digits of Federal Tax ID: 3747) (Title III case numbers are listed as Bankruptcy Case numbers due to 

software limitations).

2 PROMESA has been codified in 48 U.S.C. §§ 2101-2241.

In re:

THE FINANCIAL OVERSIGHT AND 

MANAGEMENT BOARD FOR PUERTO RICO,

as representative of

THE COMMONWEALTH OF PUERTO RICO, et al.,

Debtors.1

Case:17-03283-LTS Doc#:3530 Filed:07/16/18 Entered:07/16/18 14:02:20 Desc: Main

Document Page 96 of 106
2

I have personal knowledge of all of the facts set forth in this certification except as expressly 

stated herein.

2. In accordance with the Second Amended Order Setting Procedures for 

Interim Compensation and Reimbursement of Expenses of Professionals entered June 6, 2018 

[Docket No. 3269] (the “Interim Compensation Order”), this certification is made in support of 

the Tenth Monthly Fee Statement of LS&E, as special counsel to the Oversight Board, dated 

June 20, 2018 (the “Monthly Fee Statement”), for compensation and reimbursement of expenses 

for the period of May 1, 2018 through and including May 31, 2018 (the “Statement Period”).

3. With respect to the Monthly Fee Statement, I hereby certify that no public 

servant of the Department of Treasury is a party to or has interest in the gains or benefits derived 

from the contract that is the basis of this invoice. The only consideration for providing services 

under the contract is the payment agreed upon with the authorized representatives of the 

Oversight Board. The amount of this invoice is reasonable. The services were rendered and the 

corresponding payment has not been made. To the best of my knowledge, LS&E does not have 

any debts owed to the Government of Puerto Rico or its instrumentalities. All services 

performed by LS&E in connection with the Monthly Fee Statement were rendered in New York, 

New York.

Dated: New York, New York

June 20, 2018

Respectfully submitted,

/s/ Michael Luskin

Michael Luskin (admitted pro hac vice)

LUSKIN, STERN & EISLER LLP

Eleven Times Square

New York, New York 10036

Telephone: (212) 597-8200

Facsimile: (212) 974-3205

luskin@lsellp.com

Case:17-03283-LTS Doc#:3530 Filed:07/16/18 Entered:07/16/18 14:02:20 Desc: Main

Document Page 97 of 106
EXHIBIT B

Time and Expense Records

Case:17-03283-LTS Doc#:3530 Filed:07/16/18 Entered:07/16/18 14:02:20 Desc: Main

Document Page 98 of 106
May 31, 2018

Bill # 5644 ML

Client/Matter # 0675-0002

Billed through May 31, 2018

Attn: Ms. Vizcarrondo

P.O. Box 195556

San Juan, PR 00919-5556

Financial Oversight and Management Board Tax ID 13-3524567

Re: PROMESA

PROFESSIONAL SERVICES RENDERED

05/29/18 KF

compile briefs for review, distribute and revise case folder for

PREPA appeal

B110 A104 Case Administration 0.30 hrs

05/30/18 ML

review Proskauer litigation tracking chart and litigation summaries

re: Peaje, Assured, Ambac, PREPA, and related cases (0.3); review

committee reply re: discovery (0.2)

L120 A104 Analysis/Strategy 0.50 hrs

Feeney, Kathleen 0.30 hrs 255.00 /hr $76.50

Luskin, Michael 0.50 hrs 800.00 /hr $400.00

Total fees for this matter 0.80 hrs $476.50

---------------

BILLING SUMMARY

FEES

TOTAL CHARGES

TOTAL BALANCE DUE

$476.50

$476.50

$476.50

---------------

---------------

SUBMATTER FEE RECAP

Case Administration 0.30 hrs $76.50

Analysis/Strategy 0.50 hrs $400.00

Total 0.80 hrs $476.50

---------------

Case:17-03283-LTS Doc#:3530 Filed:07/16/18 Entered:07/16/18 14:02:20 Desc: Main

Document Page 99 of 106
May 31, 2018

Bill # 5643 ML

Client/Matter # 0675-0003

Billed through May 31, 2018

Attn: Ms. Vizcarrondo

P.O. Box 195556

San Juan, PR 00919-5556

Financial Oversight and Management Board Tax ID 13-3524567

Re: PROMESA Fee Applications

PROFESSIONAL SERVICES RENDERED

05/01/18 CDT

[NOT BILLED] draft Eighth Monthly No Objection Statement

B160 A103 Fee/Employment Applications 0.30 hrs

05/04/18 CDT

[NOT BILLED] finalize no objection statement re: Eighth Monthly

Fee Statement (0.1); draft transmittal email re: same (0.2); review

April bills re: Ninth Monthly Fee Statement (0.3); conferences with J.

Gunnerson re: wire receipts (0.2); review wire confirmations re:

same (0.1) and related review of fee analysis spreadsheet, objection

statements and fee submissions re: same (1.2); draft email to S.

Hornung re: same and tax withholding and payments (0.4)

B160 A104 Fee/Employment Applications 2.50 hrs

05/07/18 CDT

[NOT BILLED] revise Eighth Monthly No Objection Statement (0.1);

review, reconcile and revise April bills re: Ninth Monthly Fee

Statement (0.8); review bills for privilege/confidential information

re: same (0.6); draft statement re: same (0.3); review fee analysis

spreadsheet and emails re: payments and tax withholding (0.4)

B160 A103 Fee/Employment Applications 2.20 hrs

05/09/18 CDT

[NOT BILLED] review revised April bills re: Ninth Monthly Fee

Statement (0.3); revise draft statement re: same (0.2); review

correspondence and reconcile payments received re: PR tax

witholding (0.8); revise and reconcile fee analysis spreadsheet re:

same (0.7)

B160 A104 Fee/Employment Applications 2.00 hrs

05/10/18 CDT

[NOT BILLED] reconcile April fees re: Ninth Monthly Fee Statement

(0.3); review and revise fee analysis spreadsheet re: same (0.2);

revise draft statement and compile fee charts re: same (0.7)

B160 A103 Fee/Employment Applications 1.20 hrs

05/11/18 SEH

meeting with C. Trieu re motion to change scope of fee examiner's

mandate and review of same

B160 A104 Fee/Employment Applications 0.20 hrs

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Document Page 100 of 106
Financial Oversight and Mngmt

PROMESA Fee Applications

5643

2

Bill number

Page

Label3

05/11/18 CDT

review Proskauer litigation status chart and recent filing re: Motion

to Amend Fee Examiner Order and proposed amended order (0.9);

office conference with S. Hornung re: same (0.2); draft and email

summary memo to M. Luskin, L. Chapman and S. Hornung re:

same (0.4)

B160 A104 Fee/Employment Applications 1.50 hrs

05/11/18 CDT

[NOT BILLED] review revised April bills and further revise bills re:

Ninth Monthly Fee Statement (0.3); review and revise draft

statement and fee charts re: same (0.5); review, revise and update

fee analysis spreadsheet re: same (0.4); compile draft statement,

redline and exhibits re: same (0.1); correspondence with S. Hornung

re: same (0.1); further revise and compile draft statement for M.

Luskin review (0.2)

B160 A103 Fee/Employment Applications 1.60 hrs

05/14/18 ML

[NOT BILLED] review invoice and related correspondence

B160 A104 Fee/Employment Applications 0.20 hrs

05/15/18 CDT

[NOT BILLED] compile, finalize and serve Ninth Monthly Fee

Statement and support to notice parties

B160 A104 Fee/Employment Applications 0.40 hrs

05/22/18 CDT

[NOT BILLED] correspondence with J. Gunnerson re: payments and

tax witholding (0.1); review re: same (0.4)

B160 A104 Fee/Employment Applications 0.50 hrs

05/23/18 CDT

review Title III docket and recent filing re: Certification of Counsel

re: Amended Fee Examiner Order and proposed first amended Fee

Examiner order (0.4); conference with S. Hornung re: pending Title

III Examiner Report on Second Interim Fees and impact of proposed

Amended Fee Examiner Order (0.1)

B160 A104 Fee/Employment Applications 0.50 hrs

05/24/18 CDT

review Title III docket (0.1), motion and proposed order re: Second

Amended Interim Compensation Order (0.7); review fee-related

deadlines and status of Title III Fee Examiner report on Second

Interim Fees (0.1); revise service list re: same (0.2); review PR law

and Dept. of Treasury website and requirements/certifications of

professionals re: same (0.6); draft summary email and

correspondence with M. Luskin, L. Chapman and S. Hornung re:

same and proposed First Amended Fee Examiner Order (0.4)

B160 A104 Fee/Employment Applications 2.10 hrs

05/24/18 CDT

[NOT BILLED] draft Ninth Monthly Objection Statement and

distribution email

B160 A103 Fee/Employment Applications 0.20 hrs

05/25/18 ML

emails re: negotiations with Fee Examiner and office conference

with S. Hornung re: same

B160 A108 Fee/Employment Applications 0.20 hrs

05/31/18 SEH

[NOT BILLED] revise monthly no objection statement and emails

with O'Melveny re: same

B160 A108 Fee/Employment Applications 0.10 hrs

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Document Page 101 of 106
Financial Oversight and Mngmt

PROMESA Fee Applications

5643

3

Bill number

Page

Label3

05/31/18 SEH

review fee related filings re: proposed amended Interim

Compensation and Fee Examiner Order

B160 A104 Fee/Employment Applications 0.50 hrs

Trieu, Catherine D. 10.90 hrs 0.00 /hr $0.00

Trieu, Catherine D. 4.10 hrs 255.00 /hr $1,045.50

Luskin, Michael 0.20 hrs 0.00 /hr $0.00

Luskin, Michael 0.20 hrs 800.00 /hr $160.00

Hornung, Stephan E. 0.10 hrs 0.00 /hr $0.00

Hornung, Stephan E. 0.70 hrs 675.00 /hr $472.50

Total fees for this matter 16.20 hrs $1,678.00

---------------

BILLING SUMMARY

FEES

TOTAL CHARGES

TOTAL BALANCE DUE

$1,678.00

$1,678.00

$1,678.00

---------------

---------------

SUBMATTER FEE RECAP

Fee/Employment Applications 16.20 hrs $1,678.00

Total 16.20 hrs $1,678.00

---------------

Case:17-03283-LTS Doc#:3530 Filed:07/16/18 Entered:07/16/18 14:02:20 Desc: Main

Document Page 102 of 106
May 31, 2018

Bill # 5646 ML

Client/Matter # 0675-0005

Billed through May 31, 2018

Attn: Ms. Vizcarrondo

P.O. Box 195556

San Juan, PR 00919-5556

Financial Oversight and Management Board Tax ID 13-3524567

Re: Peaje v. PRHTA

PROFESSIONAL SERVICES RENDERED

05/02/18 ML

review final appellee brief (0.9); and begin drafting oral argument

outline re: appeal of PI decisions (0.4)

L530 A104 Oral Argument 1.30 hrs

05/04/18 ML

research re: draft reply brief (0.8); draft outline re: oral argument

(0.6)

L530 A103 Oral Argument 1.40 hrs

05/07/18 ML

review revised draft reply brief (1.7); email to Proskauer re:

comments and changes (0.2); research re: 305/314 and declaratory

judgment issues (0.9)

L530 A104 Oral Argument 2.80 hrs

05/08/18 ML

draft and revise memorandum re: court questions (2.8); and email to

Proskauer re: same (0.3); review cases cited in briefs (1.7)

L530 A103 Oral Argument 4.80 hrs

05/11/18 ML

review briefs in related appeal (Assured) re: section 922/928 issues

in preparation for oral argument (3.7); emails with T. Mungo re:

hearing prep (0.2)

L530 A101 Oral Argument 3.90 hrs

05/15/18 ML

review court filings in Assured re: Peaje appeal issues (922/928)

L530 A104 Oral Argument 0.50 hrs

05/16/18 ML

telephone call with M. Firestein re: argument prep

L530 A107 Oral Argument 0.20 hrs

05/17/18 ML

moot court emails and preparation (0.2); review appellate briefs re:

oral argument (1.0)

L530 A104 Oral Argument 1.20 hrs

05/18/18 ML

review briefs (1.2), review record on appeal (0.9) and revise outline

re: preparation for moot court oral argument (1.4)

L530 A101 Oral Argument 3.50 hrs

05/21/18 ML

review briefs and record on appeal for moot court questions re: oral

L530 A104 Oral Argument 3.50 hrs

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Document Page 103 of 106
Financial Oversight and Mngmt

Peaje v. PRHTA

5646

2

Bill number

Page

Label3

argument (1.8); review motion in limine and record on appeal for

moot court questions re: same (1.7)

05/22/18 ML

moot court prep re: oral argument

L530 A101 Oral Argument 1.20 hrs

05/22/18 SEH

review appellate briefs in preparation for mock oral argument re:

Peaje's appeal of PI decisions

L530 A104 Oral Argument 2.00 hrs

05/23/18 ML

prepare for and attend moot court session at Proskauer re: oral

argument (2.6); review court filings re: appeal issues (0.4)

L530 A109 Oral Argument 3.00 hrs

05/23/18 SEH

review appellate briefs and prepare questions for mock oral

argument

L530 A104 Oral Argument 1.30 hrs

05/25/18 ML

moot court prep at Proskauer re: oral argument

L530 A101 Oral Argument 2.00 hrs

05/29/18 ML

review briefs and cases in preparation for moot court re: oral

argument

L530 A101 Oral Argument 4.00 hrs

05/29/18 ML

attend moot court at Proskauer re: oral argument

L530 A109 Oral Argument 2.50 hrs

05/30/18 ML

moot court preparation re: oral argument

L530 A101 Oral Argument 1.40 hrs

05/31/18 ML

additional moot court issues to Proskauer re: oral argument

L530 A107 Oral Argument 1.50 hrs

Luskin, Michael 38.70 hrs 800.00 /hr $30,960.00

Hornung, Stephan E. 3.30 hrs 675.00 /hr $2,227.50

Total fees for this matter 42.00 hrs $33,187.50

---------------

BILLING SUMMARY

FEES

TOTAL CHARGES

TOTAL BALANCE DUE

$33,187.50

$33,187.50

$33,187.50

---------------

---------------

SUBMATTER FEE RECAP

Oral Argument 42.00 hrs $33,187.50

Total 42.00 hrs $33,187.50

---------------

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EXHIBIT C

Notice Parties

The U.S. Trustee

Office of the United States Trustee

for the District of Puerto Rico

Edificio Ochoa, 500 Tanca Street, Suite 301

San Juan, Puerto Rico 00901-1922

Attn: Guy G. Gebhardt, Esq.

USTP.Region21@usdoj.gov

Puerto Rico Department of Treasury

Puerto Rico Department of Treasury

P.O. Box 9024140

San Juan, Puerto Rico 00902-4140

Attn: Reylam Guerra Goderich

Omar E. Rodríguez Pérez

Angel L. Pantoja Rodríguez

Francisco Parés Alicea

Francisco Peña Montañez

reylam.guerra@hacienda.pr.gov

rodriguez.omar@hacienda.pr.gov

angel.pantoja@hacienda.pr.gov

francisco.pares@hacienda.pr.gov

francisco.pena@hacienda.pr.gov

Counsel for the Oversight Board

Proskauer Rose, LLP

Eleven Times Square

New York, New York 10036

Attn: Martin J. Bienenstock, Esq.,

Ehud Barak, Esq. 

mbienenstock@proskauer.com

ebarak@proskauer.com

Proskauer Rose LLP

70 West Madison Street

Chicago, Illinois 60602

Attn: Paul V. Possinger, Esq. 

ppossinger@proskauer.com

O’Neill & Borges LLC

250 Muñoz Rivera Avenue, Suite 800

San Juan, Puerto Rico 00918

Attn: Hermann D. Bauer, Esq. 

hermann.bauer@oneillborges.com

Counsel for the Puerto Rico Fiscal Agency and 

Financial Advisory Authority

O’Melveny & Meyers LLP

Times Square Tower

7 Times Square

New York, New York 10036

Attn: John J. Rapisardi, Esq., 

Suzzanne Uhland, Esq., and

Diana M. Perez, Esq.

jrapisardi@omm.com

suhland@omm.com

dperez@omm.com

Marini Pietrantoni Muñiz, LLC

MCS Plaza, Suite 500

255 Avenida Ponce de León

San Juan, Puerto Rico 00917

Attn: Luis C. Marini-Biaggi, Esq.

Carolina Velaz-Rivero, Esq.

lmarini@mpmlawpr.com

cvelaz@mpmlawpr.com

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2

Counsel for the Official 

Committee of Unsecured Creditors

Paul Hastings LLP

200 Park Avenue

New York, New York 10166

Attn: Luc. A. Despins, Esq.

lucdespins@paulhastings.com

Casillas, Santiago & Torres LLC

El Caribe Office Building

53 Palmeras Street, Suite 1601

San Juan, Puerto Rico 00901

Attn: Juan J. Casillas Ayala, Esq.,

Alberto J. E. Añeses Negrón, Esq

jcasillas@cstlawpr.com

aaneses@cstlawpr.com

Counsel to the Fee Examiner

Godfrey & Kahn, S.C.

One East Main Street, Suite 500

Madison, Wisconsin 53703

Attn: Katherine Stadler, Esq.

kstadler@gklaw.com

EDGE Legal Strategies, PSC

252 Ponce de León Avenue

Citibank Tower, 12th Floor

San Juan, Puerto Rico 00918

Attn: Eyck O. Lugo

elugo@edgelegalpr.com

Counsel for the 

Official Committee of Retired Employees

Jenner & Block LLP

919 Third Avenue

New York, New York 10022

Attn: Robert Gordon, Esq.

Richard Levin, Esq.

rgordon@jenner.com

rlevin@jenner.com

Jenner Block LLP

353 N. Clark Street

Chicago, Illinois 60654

Attn: Katherine Steege, Esq.

Melissa Root, Esq.

csteege@jenner.com

mroot@jenner.com

Bennazar, García & Milián, C.S.P.

Edificio Union Plaza, PH-A, Piso 18

416 Avenida Ponce de León

Hato Rey, San Juan, Puerto Rico 00918

Attn: A. J. Bennazar-Zequeira, Esq.

ajb@bennazar.org

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