exhibit b part 2 of

EXHIBIT BPART 2 OF

GREENEBAUM DOlL & McDoNALD PLLC

Section 469Louisville, Kentucky 40289

J.D. #61-0468813

AT A Holdings Corp Unsecured Creditors CommitteeJohn Hancock Funds101 Huntington Ave.Boston, MA 02199-7603

Account No. : 109327.000001Invoice No. : 4050594Invoice Date: February 22 , 2005

ATA HOLDINGS CHAPTER 11

FOR PROFESSIONAL SERVICES RENDERED THROUGH JANUARY 31 2005:

ATTORNEY/ TASKDATE PARALEGAL CODE DESCRIPTION HOURS AMOUNT

01/06/05 MGS B16 Conference with C. Bowles and S. Mays 231.00regarding billing issues

01/27/05 CRB2 B06 Conference with unsecured creditor 0.30 84.regarding case infonnation

01/14/05 SHM B02 Draft motions and proposed orders for 3 117.additional Akin Gump attorneys foradmittance pro hac vice

01/12/05 SHM B16 Final revisions to November and December 104.InVOICeS

01/13/05 SHM B16 Finalize fee notices for November and 1.40 182.December; prepare letters to notice parties;prepare notice for service via overnight mailand e-mail

01/10/05 CRB2 B24 Participated in ATA telephonic hearing on 252.behalf of the Committee

01/12/05 CRB2 B05 Participated in committee conference call 252.regarding KERP and other issues

01/26/05 CRB2 B05 Participated in meeting of Committee 1.30 364.updating them as to ATA changes toIndianapolis operations

01/19/05 JWA B05 Participated in regularly scheduled 1.10 407.Creditor s Committee update conference call

01/19/05 SHM B02 Prepare Motions and proposed orders for 78.Pro Hac Vice Admission for 3 additionalAkin Gump Attorneys for electronic filing

Louisville, Kentucky Lexington, Kentucky Covington. Kentucky Cincinnati, Ohio Nashville, Tennessee Frankfort, Kentucky Washington, D.C Atlanta, Georgia

GREENEBAUM DOll & McDoNALD PllC

AT A Holdings Corp Unsecured Creditors Committee109327.000001

Invoice No.Invoice Date:

Page

4050594February 22 , 2005


01/12/05 JWA B03 Prepare for and participate in Creditor 777.Committee call regarding KERP

01/14/05 JWA B05 Prepare for and participate in conference call 1.80 666.regarding KERP, updates, CRO

01/05/05 JWA B05 Prepare for and participate in scheduled 1.80 666.Creditor s Committee call

01/26/05 JWA B05 Prepare for and participated in Creditor 1.20 444.Committee conference call

01/18/05 JWA B05 Prepare for conference call tomorrow 333.

01/31/05 JWA B22 Prepare for hearings tomorrow including 1.30 481.00Nat Tel's Examiner issue

01/03/05 JWA B05 Prepare for participation in Creditor 2.20 814.Committee Update call

01/04/05 SHM B02 Receipt and review ECF pleadings including 117.Notice of Submission of Corrected ExhibitA to Debtors ' Motion For Limited ReliefFrom The Rejection Procedures Order AndAuthorizing The Rejection Of CertainLeased Aircraft Equipment; OrderApproving Stipulation and AgreementProviding for Rejection of Certain AircraftEquipment; Motion to Shorten Notice Timefor Debtors' Motion For Limited ReliefFrom The Rejection Procedures Order AndAuthorizing The Rejection Of CertainLeased Aircraft Equipment; Notice ofSubmission regarding Notice Of StipulationBetween Debtors And GECC For RejectionOf Two Aircraft Flight Simulators;Stipulation And Agreement Authorizing TheRejection Of Certain Executory ContractsOr Unexpired Leases Between AT AAirlines, Inc. And General Electric CapitalCorporation Relating To Two AircraftSimulators; Motion for the Appointment ofan Exam; Notice of Hearing on Motion toReject Unexpired Lease with US BancorpLeasing SAAB Aircraft 304 filed by Terry EHall on behalf of Debtor AT A Airlines, Inc.

01/06/05 JWA B24 Receipt and review motion for appointment 2.40 888.of an examiner




Page

4050594February 22 , 2005


01/07/05 JWA B24 Received and reviewed KERP matters 814.01/26/05 JWA B23 Received and reviewed Nat Tel Examiner 333.

Objection and other pleadings

01/24/05 JWA B05 Received and reviewed Objection of 0.20 74.Wilmington Trust to Rolls Royce ServiceContract

01/19/05 JWA B23 Received and reviewed Wells Fargo 74.pleadings

01/24/05 JWA B05 Received and reviewed application to 37.employ Ryan & Co. , received and reviewedorder

01/28/05 JWA B23 Received and reviewed documents regarding 0.40 148.Chicago Express/Examiner issues

01/21/05 JWA B05 Received and reviewed fmal KERP, prepare 036.for participation in creditor s committee call

01/04/05 JWA B03 Received and reviewed infonnation from 2.40 888.Debtor

01/28/05 JWA B03 Received and reviewed infonnation 1.30 481.00regarding ATA's reduction in Indianapolisoperation, input on Chapter 11 in generalDIP other issues in particular

01/28/05 JWA B23 Received and reviewed letter response from 74.Jim Carr to Nat Tel letter

01/06/05 JWA B03 Received and reviewed monthly operating 74.statement from Noell

01/17/05 JWA B02 Received and reviewed motion for Debtor to 1.70 629.treat certain claims as administration claimsresolve reclamation clause, received andreviewed order from Judge Lorch regardinglease rejection, received and reviewed noticeof payment of administration expense

01/11/05 JWA B02 Received and reviewed orders and various 073.motions

01/07/05 JWA B02 Received and reviewed orders from Judge 073.Lorch, appeals, various Debtor s motionsfrom BMC

01/05/05 JWA B03 Received and reviewed orders regarding 1.50 555.rejection of aircraft section 1110 matter




Page

4050594February 22 , 2005


correction exhibit "A" to section 365motion, 53 pleadings in all, receipt andreview Debtor s motion to relief stayregarding Woods v ATA

01/25/05 JWA B03 Received and reviewed pleadings/reports 1.10 407.from Debtor

01/25/05 ADS B03 Review Committee Objection to NatTel 1.20 216.Examiner Motion and prepare same forfiling; discuss the same with C. Bowles;electronically file the same; e-mails to co-counsel regarding the same

01/07/05 MGS B16 Review and revise December 2004 bill 308.01/07/05 MGS B16 Review and revise November 2004 bill 308.01/12/05 SHM B16 Review docket for infonnation and 65.

pleadings requested by Oklahoma counselforward pleadings per C. Bowles

01/07/05 SHM B02 Review docket for infonnation requested by 0.40 52.M. Shaikun

01/07/05 MGS B16 Review orders relating to payment of 1.40 539.professional fees and drafted fonntransmittal letter

01/31/05 CRB2 B23 Reviewed AP of Goodrich regarding 168.declatory judgment

01/25/05 CRB2 B14 Reviewed Final KERP Motion filed by 0.50 140.Debtor

01/06/05 CRB2 B16 Reviewed GDM initial bill and worked with 196.S. Mays and M. Shaikun

01/12/05 JWA B23 Reviewed Goodrich AP Motions 296.01/04/05 JWA B05 Reviewed additional infonnation 1.10 407.01/24/05 JWA B23 Reviewed agenda, prepared for and 1.80 666.

participated in telephonic hearing withJudge Lorch

01/10/05 CRB2 B16 Reviewed docket for order approving 0.40 112.committee special counsel

01/05/05 CRB2 B24 Reviewed examiner motion regarding 7th 0.40 112.circuit case law

01/25/05 CRB2 B23 Reviewed issues in Goodrich AP 196.


ATA Holdings Corp Unsecured Creditors Committee109327.000001


Page

4050594February 22, 2005


01/27/05 CRB2 B22 Reviewed pleading related to February 1 196.2005 hearings

01/31/05 CRB2 B22 Reviewed pleadings concerning motions to 0.40 112.require debtor to assume or reject

01/05/05 CRB2 B24 Reviewed pleadings regarding motions for 84.hearing on 1/10/2005 hearing

01/17/05 CRB2 B24 Reviewed pleadings related to proposed 168.KERP motion

01/11/05 CRB2 B14 Reviewed proposed KERP motion tenus and 196.conference with D. Botter regarding localcases and practice

01/26/05 CRB2 B22 Reviewed recently filed documents 168.regarding Committee issues

01/25/05 CRB2 B22 Reviewed recently filed pleadings 168.

01/12/05 CRB2 B14 Reviewed status ofKERP objection and 168.forwarded 7th Circuit research to N. Otega

01/25/05 CRB2 B16 Reviewed supplemental affidavits 196.

01/11/05 SHM B16 Revisions to November and December 117.InVOICeS

01/14/05 JWA B05 Telephone conference with David, Lisa and 1.40 518.Tony regarding CRO

01/13/05 SHM B16 Telephone from K. Goss in Judge Lorch' 39.chambers regarding proposed orderauthorizing the employment of Lytle Soulee& Curlee, upload proposed order

01/13/05 SHM B02 Telephone from N. Ortega regarding 0.20 26.additional pro hac vice admissioninfonnation needed; forward infonnation

01/11/05 MGS B16 Work on initial Interim bill 77.01/13/05 MGS B16 Work with S. Mays on fee filing 0.40 154.

01/07/05 MGS B16 Work with S. Mays on revisions to 192.50NovemberlDecember statements

01/31/05 CRB2 B05 Worked on Creditor s Committee 196.presentation regarding new Goodrich AP

01/28/05 CRB2 B22 Worked on pleading and reviewed 196.Indianapolis DIP issues



Invoice No.Invoice Date:Page

4050594February 22 , 2005

DATE

01/04/05

01/27/05

01/07/05

TASK

B02

B03

B05

B06

B14

B16

B22

B23

B24

ATTORNEY/ TASKPARALEGAL CODE

CRB2 B16

CRB2 B02

SHM B16

DESCRIPTION

Worked with M. Shaikun regardingGreenebaum interim application

Worked with UST office regardingCommittee, Examiner Motion Objection

Working with M. Shaikun regarding trusteerequirements for monthly fee notices andfonnal fee applications; reviewing invoicesfor confonnity

TASK SUMMARY

TASK DESCRIPTION

Case Administration

Business Operations

Meetings of Creditors/Creditor Committee Activities

Claims Administration and Objections

Employee Benefits/Pensions

Fee/Employment Applications

Litigation Other Than Adversary Proceedings

Adversary Proceedings

Other Contested Matters

FEES FOR PROFESSIONAL SERVICES RENDERED

LESS 20% INTERIM HOLD BACKS/TOTAL INTERIM FEEDUE:

ADJUSTED FEES

OUT-OF-POCKET EXPENSES

1/19/05

1/27/05

Filing Fee - PAID TO: U. S. District Court

Shipping - PAID TO: UPS

Administrative Expense (includingtelephone, photocopy, & postage)

90.

26.

712.

HOURS AMOUNT

196.

0.40 112.

1.30 169.

HOURS AMOUNT

10. 277.

398.

17. 214.

84.

1.80 504.

12.40 185.50

321.00

955.

318.

69.40 256.

256.

51.30

805.




Page

4050594February 22 , 2005

828.

INVOICE TOTAL 633.

SUMMARY OF PROFESSIONAL SERVICES

A TTORNEY ~ ARALEGAL HOURS RATE AMOUNT

M. G. Shaikun, PSC 385. 809.

J. W. Ames 40. 370. 133.

C. R. Bowles 14.40 280. 032.

Andrew D Stosberg 1.20 180. 216.

S. H. Mays 8.20 130. 066.

69.40 256.

GREENEBAUM DOll & McDoNALD PllCO. Box 73239

Cleveland, OH 44193J.D. #61-0468813

ATA Holdings Corp Unsecured Creditors CommitteeJohn Hancock Funds101 Huntington Ave.Boston, MA 02199-7603

Account No. : 109327.000001Invoice No. : 4050594Invoice Date: February 22 , 2005

REMITTANCE PAGE

INVOICE TOTAL 633.52

PLEASE RETURN THIS COpy WITH YOUR PAYMENT

GREENEBAUM DOll & McDoNALD PllCSection 469

Louisville, Kentucky 40289D. #61-0468813


Account No. : 109327.000001Invoice No. : 4055644Invoice Date: April 7 , 2005


FOR PROFESSIONAL SERVICES RENDERED THROUGH FEBRUARY 28, 2005:

ATTORNEY/ TASKDATE PARALEGAL HOURS CODE DESCRIPTION AMOUNT

02/01/05 CRB2 0.30 B02 Reviewed docket sheet regarding entered 84.orders and filing of order on Compassretention

02/01/05 SHM 0.40 B02 Draft motion for admission pro hac vice and 52.proposed order for Angela Ferrente

02/07/05 SHM 1.40 B02 Receipt and review numerous pleadings 182.including:Fourth Stipulation And RequestFor Extension of The Final Order RegardingCash Collateral Use; Application to EmployKPMG LLP as Tax Advisors; Order onContinuing Hearings to 2/14/05; SubmissionOf Debtors ' Notice Of SupplementalStipulation And Agreement Providing ForModified Section 111 O(b) Extension AndSection 111 O( c )(2) Rejection Of Certain Aicraft Equipment; Motion to WithdrawMotion for Authority regarding Key Employretention motion

02/08/05 SHM 0.40 B02 Prepare motion for pro hac vice admission 52.of A. Ferrante and proposed order forelectronic filing

02/11/05 SHM 0.40 B02 Working with USBC regarding amended 52.order; distribute order to committeemembers and counsel

02/14/05 SHM 50 B02 Prepare and electronically file notice of 65.appearance in adversary proceedingregarding Goodrich Corporation

Louisville, Kentucky Lexington, Kentucky Covington, Kentucky Cincinnati, Ohio Nashville, Tennessee Frankfort, Kentucky Washington, O. C Atlanta, Georgia

6REENEBAUM DOll & McDoNALD PllC



4055644April 7, 2005

DATE

02/18/05

02/21/05

02/22/05

ATTORNEY /PARALEGAL

TASKHOURS CODE

SHM 20 B02

SHM 0.10 B02

SHM 60 B02

DESCRIPTION

Receipt and review numerous pleadingsincluding orders granting motions to rejectleases; order authorizing debtors to enterinto new leases with GE Engine Leasing;Order Granting Motion to Continue Hearingregarding Motion for Relief from Stay toFebruary 28; Objection to Motion forAdequate Protection; Amended AndRestated Stipulation And AgreementAuthorizing The Rejection Of CertainExecutory Contracts And Unexpired LeasesBetween AT A Airlines, Inc. And GeneralElectric Capital Corporation Relating ToTwo Aircraft Simulators; Motion to CompelDebtors to Surrender Aircraft and for anexpedited telephonic hearing filed byTimothy L Black on behalf of Creditor U.Bank National Association, U.S. BancorpLeasing & Financial, & U.S. Bank

Brief conference with C. Bowles regardingobjection to file tomorrow

Receipt and review numerous ECFPleadings including Order Granting Motionfor Expedited Hearing on Motion to CompelDebtors to Surrender Aircraft filed by U.Bank National Association; OrderApproving Fifth Stipulation and Request forExtension of Final Order Authorizing CashCollateral Use; Order Granting Motion forAuthority to Amend the Second AmendedOrder on Access to Sensitive Information asOrdered at the November 30, 2004 Hearing;Order Granting Application to Employ Ryan& Company, Inc. as Federal and State MotorFuels and Excise Tax Consultants; OrderApproving Agreed Entry Regarding Motionfor Allowance and Payment ofAdministrative Expense filed by theIndianapolis Colts, Inc. ; Order GrantingMotion for Authority for an OrderAuthorizing and Allowing the Assumptionof the Debtors ' Existing WorkersCompensation Insurance Policy & TheEntry futo a Renewal Workers

AMOUNT

156.

13.

208.

GREENEBAUM DOLL & McDoNALD PllC



4055644April 7 , 2005

ATTORNEY / TASKDATE PARALEGAL HOURS CODE DESCRIPTION AMOUNT

Compensation Insurance Policy; OrderGranting Motion to Extend ExclusivityPeriod for Filing a Chapter 11 Plan andDisclosure Statement to and including6/23/2005; Order Granting Motion forAuthority for an Order 1) ProvidingAdministrative Expense Treatment forCertain Holders of Valid ReclamationClaims and 2) Establishing Procedures forResolution; Order Approving StipulationThe Rejection of Certain ExecutoryContracts and Unexpired Leases BetweenAT A Airlines, Inc. and General ElectricCapital Corporation Relating to TwoAircraft Simulators; Objection to Motion forAbandonment & Relief from Stay, Motionfor Adequate Protection filed by S. LeonardBrown, Employee of AT A; Motion forRelief from Stay and Waiver of Time

Requirement; Objection to Motion toCompel , (Doc #(1463))

02/23/05 SHM 80 B02 Receipt and review ECF Pleadings including 104.Motion to Compel Post-PetitionPerformance Under Unexpired Leases of

Personal Property, for Allowance andPayment of Administrative Expense Claimsfor Unpaid Post-Petition Amounts, and forAdequate Protection filed by Michael A.Axel on behalf of Creditor KeyCorpLeasing; Notice of Hearing on Motion ofKey Equipment Finance (i) to Compel Post-Petition Perfonnance Under UnexpiredLeases; Preliminary Pre-Trial Order forGoodrich Adversary Proceeding

02/24/05 SHM 1.30 B02 Receipt and review ECF pleadings 169.including: Notice of Hearing on Motion forRelief from Stay and Waiver of TimeRequirement, filed by Wanda E. Jones onbehalf of Creditor Anna & Moses Mellin;Stipulation and Agreed Entry ResolvingMotion To Terminate Automatic Stay And

Abandonment Pursuant To Bankruptcy Rule4001 Or In The Alternative For AdequateProtection; Debtors' Motion For Entry Of




Page

4055644April 7 , 2005

DATEATTORNEY/PARALEGAL

TASKHOURS CODE

02/25/05 SHM 20 B02

DESCRIPTION

An Order Authorizing And Approving EntryInto A Restructuring Tenn SheetAmendment To Adequate ProtectionStipulation (1996 and 1997 EETCS), AndRelated Relief; Response in Support ofMotion for Relief from Stay (re: Doc #(1204)), filed by KC Cohen on behalf ofCreditor Pascuala Navarrete; EmergencyMotion for Authority To Hold Under SealExhibits A And B To Expedited Motion ForOrder Authorizing Execution Of Letter OfAgreement 36 And Bankruptcy ProtectionLetter AT A Holdings Corp

Receipt and review ECF pleadingsincluding; Order Authorizing and ApprovingSupplemental Stipulation and AgreementProviding for Modified Section 111 O(b)Extension and Section 111O(c)(2) Rejection

of Certain Aircraft Equipment; OrdersAuthorizing and Approving AmendedAgreements Filed Under Seal RegardingVarious Aircraft; Amended Order GrantingMotion to Extend Exclusivity Period forfiling a Chapter 11 Plan and DisclosureStatement; Order Granting Motion forAuthority to Hold Under Seal Exhibits Aand B to Expedited Motion for OrderAuthorizing Execution of Letter ofAgreement 36 and Bankruptcy ProtectionLetter; Order on Continuing Matters fromthe 2/14/05 Ominibus Hearing to thefollowing: 1) Hearing on 2/28/05; A)Motion to Assume Certain Credit CardAgreements, B)Motion to ModifyAutomatic Stay and to Allow Suit AgainstDebtors' Indemnifier, C) Debtors' SecondMotion for Entry of an Order ExtendingTime to Assume or Reject Unexpired Leasesof Nonresidential Real Property; 2) Hearingon 3/7/05; A) Motion of Credit NatTel , LLCfor the Appointment of An Examiner, B)Adversary Proceeding No. 04-678 , GoodrichAviation Technical Services, Inc. ; JointMotion for Protective Order filed by Terry E

AMOUNT

156.




4055644April 7 , 2005


Hall on behalf of Debtor AT A HoldingsCorp. , Creditor Committee UnsecuredCreditors Committee

02/28/05 SHM 70 B02 Receipt and review ECF pleadings 91.00including; Objection to Motion forProtective Order filed by Creditor NatTelLLC; Order Preliminarily Denying theMotion by Signature Flight SupportCorporation and Aircraft ServiceInternational, Inc for Entry of an OrderGranting Relief from Stay to TerminateCertain Contracts; Notice of Hearing onMotion for Authority For Entry Of An OrderAuthorizing And Approving Entry Into ARestructuring Tenn Sheet, Amendment ToAdequate Protection Stipulation (1996 and1997 EETCS), And Related Relief filed byJeffrey C Nelson on behalf of Debtor AT A

Holdings Corp. Hearing to be held on3/21/2005 at 10:30 AM at Rm 310 u.S.Courthouse, Indianapolis. Objections due3/14/05

02/01/05 JWA 0.20 B03 Received and reviewed amended order 74.

02/16/05 JWA 60 B03 Received and reviewed December monthly 222.operating statement

02/16/05 SHM 10 B03 Receipt and review Notice of Hearing on 13.Motion to Reject Executory Contract withViacom Outdoor, Inc.

02/17/05 JWA 90 B03 Received and reviewed seventh week cash 333.flaw from Michael Fine

02/21/05 JWA 80 B03 Received and reviewed four orders 296.regarding G.E. Indemnification, etc.

02/25/05 CRB2 70 B03 Reviewed compass reports regarding 196.Debtor s business conditions

02/25/05 JWA 90 B03 Received and reviewed Debtor s Motion for 333.restructuring tenn sheet order, expeditedNotice/Emergency Motions regardingexecution of letter of agreement andbankruptcy protection letter, motions to holdexhibits under seal




4055644April 7 , 2005


02/03/05 CRB2 90 B04 Reviewed and signed latest cash collateral 252.order

02/02/05 JWA 60 B05 Received and reviewed summary of pending 962.matters, prepare for 2:00 p.m. conferencecall

02/07/05 JWA 90 B05 Received and reviewed cash analysis 703.prepare for conference call, reviewed openissues, participation in conference call withfull committee

02/07/05 JWA 70 B05 Received and reviewed withdrawal of 259.amended KERP Motion, Debtor s stipulated111 O( c )(2) order

02/08/05 CRB2 1.20 B05 Reviewed memo to committee with M. 336.Shaikun regarding Friday meeting ofcommittee

02/08/05 JWA 20 B05 Telephone conference with Angela 444.regarding entry of orders/memos, receivedand reviewed additional pleadings

02/08/05 MGS 1.10 B05 Reviewing C. Bowles' memo on Goodrich 423.50AP and conference regarding report tocommittee

02/09/05 CRB2 90 B05 Worked on final draft of Goodrich memo 252.

02/09/05 JWA 1.80 B05 Reviewed latest figures from Compass 666.

02/09/05 MGS 0.50 B05 Working with C. Bowles on memo 192.50

02/11/05 MGS 00 B05 Preparing for and participating in 770.Committee call

02/16/05 JWA 1.10 B05 Received and reviewed summary of pending 407.matters

02/17/05 JWA 1.30 B05 Participated in Creditor s Committee 481.00Conference call

02/17/05 JWA 1.50 B05 Reviewed second complaint, prepared for 555.scheduled Committee

02/25/05 JWA 1.40 B05 Participated in scheduled Creditor 518.Committee call

02/25/05 JWA 30 B05 Received and reviewed infonnation from 481.00Michael Fine and prepare for 10 a.Creditor s Committee conference call




4055644April 7 , 2005


02/28/05 JWA 90 B05 Prepare for conference calls tomorrow with 443.full CommitteelDebtor

02/14/05 CRB2 80 B06 Reviewed analysis of perfection of liens on 224.Debtor s assets

02/16/05 SHM 0.30 B07 Receipt and review motion of Fleet National 39.Bank for Adequate Protection and forrelated relief

02/22/05 SHM 70 B07 Revise Objection to Fleet Motion for 91.00Adequate Protection; prepare same forelectronic filing and for service to interestedparties

02/18/05 JWA 20 B08 Received and reviewed auction report for 74.Compeso

02/26/05 JWA 0.40 B08 Received and reviewed Michael Fine 148.updates on Chicago Express

02/02/05 CRB2 70 B16 Reviewed final order on compass and LSC 196.final fee application

02/02/05 SHM 0.40 B16 Prepare proposed order authorizing 52.employment of Compass Advisers forelectronic filing

02/03/05 CRB2 70 B16 Forwarded LSC final fee application to 196.committee heads

02/09/05 ADS 30 B16 Exchange e-mails with A. Ferrante 54.regarding amending the order authorizingthe employment of Compass; discuss samewith S. Mays

02/09/05 SHM 50 B16 Working with K. Goss at USBC regarding 65.final order approving employment ofCompass Advisers LLP

02/10/05 SHM 20 B16 E-mail to and telephone from K. Goss at 26.USBC regarding final order approvingemployment of Compass Advisers

02/10/05 SHM 70 B16 Review and reVIse January invoice to 91.00confonn to Trustee requirements

02/13/05 CRB2 0.40 B16 Reviewed January Bill and made revisions 112.

02/16/05 SHM 20 B16 Telephone from Compass Advisers 26.regarding monthly fee statement fonnatting




4055644April 7 , 2005


02/21/05 SHM 10 B16 Working with accounting regarding invoice 13.for January

02/24/05 CRB2 70 B16 Worked on approval of fmal application for 196.Oklahoma counsel

02/01/05 CRB2 1.70 B23 Worked on committee report on AP 476.

02/01/05 JWA 1.40 B23 Received and reviewed notice Goodrich AP 518.filed

02/04/05 CRB2 90 B23 Revised draft memo to Committee regarding 252.Goodrich AP

02/04/05 JWA 4.20 B23 Received and reviewed Huron Affidavits 554.Debtor s notice of rejections of leases, otherelectronic filings, including execution byCreditor s Committee of various agreements

02/13/05 CRB2 60 B23 Reviewed docket and agenda and prepared 168.for telephonic conference

02/14/05 CRB2 70 B23 Participated in part of telephonic hearing 196.regarding AP and objection

02/14/05 JWA 20 B23 Reviewed status of both Goodrich AP's for 814.status hearing today

02/17/05 JWA 30 B23 Telephone conference with Terry Hall 111.00attorney for Debtors regarding two GoodrichAP' s responses from Debtor regarding same

02/28/05 CRB2 90 B23 Reviewed orders regarding objection to 252.motion to assume or reject contracts forimpact on Goodrich litigation

02/01/05 CRB2 0.40 B24 Review pleading regarding executory 112.contract pleadings

02/01/05 JWA 0.30 B24 Telephone conference with Jim Carr 111.00regarding today s hearings

02/01/05 JWA 0.10 B24 Telephone conference with David Botter 37.regarding same

02/01/05 JWA 20 B24 Received and reviewed legal fees for Nat 74.Tel's attorney to Jim Carr

02/02/05 CRB2 60 B24 Reviewed pleadings in case regarding 168.current issues and rejections of aircraftleases

02/11/05 JWA 20 B24 Received and reviewed summary of pending 444.




4055644April 7, 2005


matters for Committee conference call

02/14/05 JWA 1.40 B24 Participate in telephonic hearing 518.

02/15/05 JWA 90 B24 Received and reviewed Debtor s section 333.1110 notices, miscellaneous pleadings

02/17/05 JWA 0.30 B24 Received and reviewed Debtor s response to 111.00Nat Tel's motion

02/21/05 CRB2 0.30 B24 Reviewed pleading regarding open issues 84.

02/21/05 JWA 70 B24 Received and reviewed Creditor 259.Committee objection to Fleet Bank'adequate protection motion

02/22/05 CRB2 70 B24 Reviewed pleadings regarding objection by 196.committee

02/22/05 JWA 1.10 B24 Received and reviewed status report 407.financial infonnation, personnel infonnation

02/22/05 JWA 10 B24 Correspondence with Drake Foster 37.regarding Committee s objection to be filed

02/23/05 CRB2 60 B24 Reviewed current pleadings 168.

02/24/05 CRB2 1.10 B24 Reviewed pending litigation matters 308.

02/24/05 JWA 20 B24 Received and reviewed Debtor s Objection 814.to U.S. Bancorp Motion to Compel, Orderregarding Insurance Sensitive InformationOrder, Cash Collateral Order, StipulatedOrder regarding GECC

02/26/05 JWA 1.40 B24 Reviewed docket for Monday s hearing 518.

02/28/05 CRB2 20 B24 Reviewed pleadings recently filed 336.

02/28/05 JWA 80 B24 Final preparation for and participation in 666.telephonic hearing with Judge Lorch

TASK SUMMARY

TASK TASK DESCRIPTION AMOUNT

B02 Case Administration 384.

B03 Business Operations 1,467.

B04 Financing 252.




4055644April 7 , 2005

TASK TASK DESCRIPTION

Meetings of Creditors/Creditor CommitteeActivities

AMOUNT

893.B05

B06

B07

Claims Administration and Objections

Relief From Stay/Adequate ProtectionProceedings

Asset Analysis and Recovery

Fee/Employment Applications



224.

130.

B08

B16

B23

B24

222.

027.

341.00

701.00

641.00


LESS 20% INTERIM HOLD BACKS/TOTAL INTERIM FEEDUE:

ADJUSTED FEES


11/30/04

12/31/04

1/31/05

2/8/05

2/14/05

3/2/05

3/2/05

3/1 0/05

Telephone Charges - PAID TO: J. Ames



Filing Fee - PAID TO: U. S. District Court

Shipping - PAID TO: UPSShipping - PAID TO: UPSShipping - PAID TO: UPSTelephone Charges - PAID TO: John Ames

220.

25.

165.

30.

10.

67.

Administrative Expense (includingtelephone, photocopy, & postage) 756.

INVOICE TOTAL

641.00

728.

912.

1.288.46




4055644April 7, 2005



M. G. Shaikun, PSC 385. 386.

1. W. Ames 42. 370. 725.

C. R. Bowles 17. 280. 760.

Andrew D Stosberg 0.30 180. 54.

S. H. Mays 13. 130. 716.

76. 641.00

GREENEBAUM DOll & McDoNALD PllCO. Box 73239

Cleveland, OH 44193J.D. #61-0468813


Account No. : 109327.000001Invoice No. : 4055644Invoice Date: April 7 , 2005

REMITTANCE PAGE

INVOICE TOTAL 0.201.2


GREENEBAUM DOLL & McDoNALD PLLC

Section 469Louisville, Kentucky 40289

J.D. #61-0468813


Account No. : 109327.000001fuvoice No. : 4055763Invoice Date: April 22, 2005


FOR PROFESSIONAL SERVICES RENDERED THROUGH MARCH 31 2005:

DATE

03/01/05

ATTORNEY/PARALEGAL

SHM

TASKHOURS CODE

1.30 B02

03/02/05 SHM 0.20 B02

03/02/05 SHM 0.30 B02

03/02/05 SHM 80 B02

DESCRIPTION

Receipt and review ECF pleadingsincluding: Notice of Additional OmnibusHearing Dates; Order Granting Motion toCompel Surrender of Aircraft to U.Bankcorp Equipment Finance, Inc; OrderGranting Application to Employ KPMGLLP as Tax Advisors; Order GrantingMotion for Authority ApprovingStipulations Nunc Pro Tunc to January 242005; Order Granting Motion for Authorityfor Relief from Notice Regarding MaximumCure Amounts regarding Celeste IndustriesCorporation; Order Granting Motion toExtend Time to File Assumption OrRejection Of Unexpired Leases OfNonresidential Real Property;

Telephone to T. Hall at Baker & Danielsregarding electronic noticing procedures

Review Martindale Hubbell regardinginformation on possible examiners per 1.Ames

Receipt and review ECF pleadingsincluding: Motion to Compel Debtor toAssume the Tentative Agreement with theAircraft Mechanics Fraternal Association;Motion For Determination That Consent ToSale Is An Ordinary Course Transaction OrIn The Alternative For Authorization ToProvide Such Consent

AMOUNT

169.

26.

39.

104.

louisville, Kentucky lexington, Kentucky Covington, Kentucky Cincinnati, Ohio Nashville, Tennessee Frankfort, Kentucky Washington, D.C Atlanta, Georgia

GREENEBAUM DOLL & McDoNALD puc



4055763April 22, 2005


03/02/05 SlIM 0.40 B02 Draft notice of filing fmal fee application of 52.Lytle Soule & Curlee

03/03/05 CRB2 0.40 B02 Reviewed notice and electronic notice 112.proceeding with S. May

03/03/05 SHM 0.40 B02 Working with Baker & Daniels regarding 52.electronic servIce

03/04/05 SHM 90 B02 Receipt and review ECF pleadings 117.including: Notice of Hearing on Motion forAuthority Motion For Determination ThatConsent To Sale Is An Ordinary CourseTransaction Or In The Alternative ForAuthorization To Provide Such Consent;Notice of Hearing on Motion to RejectUnexpired Lease with Greater OrlandoAviation Authority filed by Jeffrey C Nelsonon behalf of Debtor; Notice of Hearing onMotion to Reject Unexpired Lease withAmerican National Bank & Trust Company;Notice of Hearing on Motion to RejectUnexpired Lease with Port Of Seattle AndSarasota Manatee Airport Authority; OrderGranting Motion to assume certain creditcard agreements and utilize certain noticeprocedures; Motion to Reject UnexpiredLease with Chicago-O'Hare InternationalAirport

03/08/05 SHM 20 B02 Receipt and review order granting debtor 26.application to employ Compass Advisersforward same to committee members andcounsel

03/08/05 SHM 1.40 B02 Receipt and reVIew electronic pleadings 182.including; Notice of Hearing on Motion toReject Unexpired Lease with City OfChicago; Order Granting Motion forAppointment of Examiner to be appointedby the US Trustee; Notice of Hearing onMotion to Assume Unexpired Lease withGATX Third Aircraft Corporation; OrderGranting Application to Employ CompassAdvisers, LLP as Investment Banker; OrderGranting Motion for Relief from Stay as toPascuala Navarrete etc; Notice of


htvoice No.Invoice Date:Page

4055763April 22 2005


DATE

03/09/05

03/09/05

03/10/05

03/10/05

03/11/05

ATTORNEY /PARALEGAL

TASKHOURS CODE

SHM 0.30 B02

SHM 40 B02

SlIM 20 B02

SlIM 0.40 B02

SHM 60 B02

DESCRIPTION

Telephonic Conference on Motion for theAppointment of an Examiner filed by AaronL Hammer on behalf of Creditor NatTelLLC; Motion for Authority to AppointKenneth J. Malek as Examiner

Receipt and review electronic pleadingsincluding; Order Granting Motion forAuthority to Appointment Kenneth Malek asExaminer

AMOUNT

39.

Prepare certificate of mailing regarding finalfee application of Lytle Soule & Curlee forelectronic filing

Receipt and review order approving motionto appoint an examiner, forward to workinggroup

Receipt and review electronic pleadingsincluding; Agreed Entry Resolving Motionfor Relief from Stay (Daniel Zaniel); Noticeof Submission Of Debtors ' Notice OfAmended Supplemental 1110 Filing UnderSeal Regarding Seven Aircraft And TheirRespective Engines

Receipt and review electronic pleadingsincluding; Amended Motion to Compel (i)Post-Petition Perfonnance Under UnexpiredLeases of Personal Property, (ii) forAllowance and Payment of AdministrativeExpense Claims for Unpaid Post-PetitionAmounts, and (iii) for Adequate Protection;Motion for Authority For DetenninationThat Executing Credit Card ProcessingAgreement Is An Ordinary CourseTransaction Or In The Alternative ForAuthorization To Execute Such Agreement;Notice of Hearing on Motion for Relief fromStay filed by Daniel Zaniel and Motion forApproval of Agreed Order ResolvingMotion for Relief from Stay filed by MelissaM. Hinds on behalf of Debtor AT AHoldings Corp. and KC Cohen on behalf ofDaniel Zaniel; Motion for Authority To PayPrepetition Deferred 401(k) Match

52.

26.

52.

208.




4055763April 22, 2005 .


Requested On Limited And ShortenedNotice; Order Approving Sixth Stipulationand Request for Extension of Final OrderAuthorizing Cash Collateral Use; AgreedEntry Resolving Motion for Relief fromStay (Stipulation and Agreed EntryResolving Motion to Lift Bankruptcy Stay tothe Extent of Applicable Liability Insurance

03/14/05 SHM 0.30 B02 Receipt and review electronically filed 39.pleadings including: Agreed Motion forRelief from Stay fi1ed by Robert F. Rubin onbehalf of Creditor Parminder Bajaj andKenneth E. Wright on behalf of Debtor

03/14/05 SHM 60 B02 Receipt and review electronically fi1ed 78.pleadings including: Agreed Motion forRelief from Stay filed by Robert F.Rubin onbehalf of Creditor Parminder Bajaj andKenneth E. Wright; Limited Objection tomotion of Key Equipment Finance toCompel Perfonnance under lease ofpersonal property

03/15/05 SHM 70 B02 Receipt and review electronically filed 91.00pleadings including: Objection of GreaterOrlando Aviation Authority toDebtors Motion Authorizing Debtorsto Reject Airport Lease; Notice of Hearing

on Motion for Emergency Motion toEstablish Sale Procedures and for ApprovalofTransaction(s) Concerning ChicagoExpress, Inc. ; Objection to EmergencyMotion to Establish Sale Procedures and ForApproval of Transaction ConcerningChicago Express

03/17/05 SHM 0.30 B02 Receipt and review electronically filed 39.pleadings including: Amended Motion toSell And Establish Sale Procedures And ForApproval Of Transaction regarding ChicagoExpress

03/17/05 SHM 20 B02 Receipt and review draft examiner s report 156.

03/18/05 SHM 20 B02 Receipt and review electronically filed 156.pleadings including: Emergency Motion forAuthority Authorizing Key Employee




Page

4055763April 22, 2005

DATEATTORNEY/PARALEGAL

TASKHOURS CODE

03/21/05 SHM 0.50 B02

03/21/05 SHM 0.40 B02

03/22/05 SlIM 1.30 B02

DESCRIPTION

Retention Incentive Plan To Facilitate SaleAnd/Or Orderly Wind Down Of ChicagoExpress, Inc; Motion for Authority To HoldUnder Seal Exhibit 1 To DebtorsEmergency Motion For Order AuthorizingKey Employee Retention Incentive Plan

Facilitate Sale And/Or Orderly Wind DownOf Chicago Express, Inc. ; Notice ofSubmission of Chicago Express ExaminerReport by Kenneth J. Malek, CPA, CIRA

Receipt and review electronically filedpleadings including: Notice of Hearing onEmergency Motion for AuthorityAuthorizing Key Employee RetentionIncentive Plan To Facilitate Sale And/OrOrderly Wind Down Of Chicago ExpressInc

Assisting J. Ames in preparation for todayhearings

. .. .

Receipt and review electronically filedpleadings including: Motion on ShortenedNotice for Entry of an Order AuthorizingChicago Express Airlines, Inc. to RejectExecutory Contracts, Unexpired PersonalProperty Leases and UnexpiredNonresidential Real Property Leases NuncPro Tunc to the Effective Date; Orderapproving stipulation and agreed entryregarding motion to lift stay regardingliability insurance; Order Granting Motionto Assume/Reject Unexpired Lease withGATX Third Aircraft Corporation; OrderGranting Motion to Assume/RejectUnexpired Lease with Port of Seattle andSarasota Manatee Airport Authority; OrderAuthorizing and Approving MotionAuthorizing and Approving Entry Into aRestructuring Tenn Sheet, Amendment toAdequate Protection Stipulation 1996 and1997 EETCS; Order Granting Motion toReject Unexpired Lease with AmericanNational Bank & Trust Company ofChicago; Motion to Reject Executory

AMOUNT

65.

52.

169.



mvoice No.mvoice Date:Page

4055763April 22, 2005

DATEATTORNEY /PARALEGAL

TASKHOURS CODE

03/23/05 SHM 70 B02

03/23/05 SHM 40 B02

03/23/05 SHM 0.40 B02

03/23/05 SHM 90 B02

DESCRIPTION

Contract with Various Counterparties andMotion To Reject Unexpired PersonalProperty Leases And UnexpiredNonresidential Real Property Leases NuncPro Tunc To The Effective Date

Assisting J. Ames regarding SeventhStipulation for extension of fmal orderauthorizing cash collateral use

E-mail from Compass regarding engagementletter; brief conference with C. Bowlesregarding same; review files for originalengagement letter and return e-mail toCompass regarding same

Review docket regarding objections to finalfee application of Lytle Soulee & Curlee;telephone to Bankruptcy Court regardingproposed order approving final feeapplication

Receipt and review electronically filedpleadings including: Notice of Hearing onMotion to Reject Executory Contract withVarious Counterparties and Motion ToReject Unexpired Personal Property LeasesAnd Unexpired Nonresidential RealProperty Leases; Order Approving Motionfor Emergency Hearing regarding saleprocedures; Order Granting Motion forAuthority to Pay Prepetition Deferred401(k) Match; Order Granting Motion toAssume/Reject Unexpired Lease with Cityof Chicago; Order Granting Motion forAuthority to Execute EmploymentAgreement nunc pro tunc to March 4, 2005;Order Granting Motion for Authority forDetennination that consent to Sale is anOrdinary Course Transaction; OrderGranting Motion for Authority forDetennination that Executing Credit CardProcessing Agreement is an OrdinaryCourse Transaction; Order Granting Motionfor Authority Authorizing Key EmployeeRetention Incentive Plan to Facilitate Sale;Order on Motion of Key Equipment Finance

AMOUNT

91.

52.

52.

117.




Page

4055763April 22, 2005


1) to Compel Post-Petition PerformanceUnder Unexpired Leases of PersonalProperty 2) for Allowance and Payment ofAdministrative Expense Claims for UnpaidPost-Petition Amounts, and 3) for AdequateProtection

03/24/05 SHM 20 B02 Receipt and review electronically filed 26.pleadings including; Order ApprovingSeventh Stipulation and Request forExtension of Final Order Authorizing CashCollateral Use

03/25/05 SHM 0.40 B02 25 Receipt and review electronically filed 52.pleadings including: Motion to ExtendTime to File Pre-Trial Statement and tocontinue pretrial conference filed by Terry EHall on behalf of Defendant ATA AirlinesInc.

03/28/05 SHM 90 B02 Motion to Dismiss Goodrich Adversary 117.Proceeding Pursuant to FRCP 12(b)(6); andmemorandum in support of Motion toDismiss; Objection of Goodrich Corporationto motion for extension of time to file pre-trial statement until ten days after answer tocomplaint is due and to continue the pre-trialconference; Notice of Hearing on AgreedMotion for Relief from Stay filed by RobertF. Rubin on behalf of Creditor PanninderBajaj and Kenneth E. Wright; Objection toMotion to Sell filed AMRCorporation American Airlines AMR EagleHolding, American Eagle Airlines AMRLeasing;

03/29/05 SHM 1.40 B02 Emergency Motion for Authority To Add 182.Certain Agreements To Exhibit B ToMotion On Shortened Notice For Entry OfAn Order Authorizing Chicago ExpressAirlines, Inc. To Reject ExecutoryContracts, Unexpired Personal PropertyLeases And Unexpired Nonresidential RealProperty Leases Nunc Pro Tunc To TheEffective Date

03/01/05 JWA 1.30 B03 Received and reviewed AT A 2005 Business 481.00




4055763April 22, 2005


Plan from Noelle Ortege

03/01/05 JWA 1.10 B03 Received and reviewed perfonnance update 407.and business plan overview presentation fortoday's meeting with Debtors

03/09/05 JWA 80 B03 Received and reviewed five week cash flow 296.analysis from MichaelFine

03/14/05 JWA 70 B03 Received and reviewed Debtor s notice of 259.amended 1110 filing, sixth stipulationregarding cash collateral, automatic staymotion, motion to shorten time and section365 motion

03/23/05 JWA 90 B03 Received and reviewed thirteen week cash 333.flow analysis from Brian Kaufman

03/10105 SHM 60 B04 Prepare Sixth Stipulation and Request for 78.Extension of Final Order Authorizing CashCollateral Use and Providing Opportunityfor Objection for electronic filing andservice

03/23/05 SHM 0.40 B04 Revisions to Seventh Stipulation and 52.Request for Extension of Final OrderAuthorizing Cash Collateral Use andProviding Opportunity for Objection;telephone to Bankruptcy Court regardingsame

03/01/05 JWA 20 B05 Conference call with Committee 444.03/01/05 JWA 20 B05 Conference call with Debtor, John Denison 814.

presentation03/01105 SHM 0.40 B05 Assisting J. Ames in preparation for today 52.

committee meetings

03/03/05 CRB2 90 B05 Reviewed pleading and committee updates 252.regarding status

03/03/05 SHM 20 B05 Receipt and review ECF pleadings 156.including: Motion to Reject UnexpiredLease with Greater Orlando AviationAuthority; Motion to Reject UnexpiredLease with Port Of Seattle And SarasotaManatee Airport Authority; Motion toReject Unexpired Lease with AmericanNational Bank & Trust Company OfChicago

GREENEBAUM DoLL & McDoNALD PLLC



4055763April 22, 2005


03/08/05 JWA 90 B05 Received and reviewed information 333.regarding Navigant as Examiner includingaffidavit, application, etc.

03/08/05 JWA 20 B05 Received and reviewed March summary of 184.pending matters, prepare for scheduledcommittee call tomoITow

03/09/05 JWA 1.40 B05 Conference call 518.03/24/05 JWA 90 B05 Prepare for and participation in creditor 073.

committee status call regarding ChicagoExpress, other pending matters

03/28/05 JWA 1.40 B05 Participation in schedule UCC conference 518.call

03/25/05 JWA 0.40 B06 Telephone conference with Tom Coke 148.unsecured bondholder regarding recentorders

03/25/05 JWA 20 B06 Reviewed pleadings Mr. Coke referred to 444.impact on creditor s committee as a whole

03/10/05 JWA 90 B08 Received and reviewed bids, signed off on 073.5th Cash Collateral Agreed Order

03/17/05 JWA 1.10 B08 Received and reviewed debtor s objection to 407.Equipment finance, etc. , received andreviewed Nat Tel's objection to the ChicagoTransaction Motion

03/18/05 JWA 80 B08 Received and reviewed report of Mr. Malek, 776.Examiner with exhibits

03/21/05 JWA 1.10 B08 Received and reviewed additional exhibits 407.to Examiner s report regarding ChicagoExpress

03/22/05 JWA 70 B08 Received and reviewed Nat Tel's "Final 259.Offer

03/22/05 JWA 20 B08 Evaluated offer in light of yesterday 814.hearing, examiner s report status of newoffers expected

03/23/05 JWA 40 B08 Received and reviewed for our conference 518.call information regarding Chicago Express

03/25/05 JWA 90 B08 Reviewed Chicago Express role 443.infonnation, prepare for conference callMonday




4055763April 22, 2005


03/28/05 JWA 30 B08 Reviewed confidential bid summary in 481.00preparation for conference call

03/29/05 JWA 10 B08 Reviewed status of sale issues set for 4/1/05 777.03/31/05 JWA 60 B08 Received and reviewed B. Kaufman' s update 222.

of offers

03/31/05 JWA 90 B08 Compared to original offer 333.03/01/05 CRB2 0.40 B16 Worked on final fee application of LCS 112.03/02/05 CRB2 50 B16 Completed approval ofLSC Final Fee 140.

Application

03/02/05 JWA 1.10 B16 Received and reviewed Examiner report 407.from Lisa, reviewed potential examiners tosuggest

03/02/05 SHM 0.40 B16 Brief conference with C. Bowles regarding 52.preparation of notice of filing final feeapplication of Lytle Soulee & Curlee;review. docket regarding omnibus hearingdates

03/03/05 CRB2 60 B16 Filed LSC fmal fee application 168.03/03/05 JWA 90 B16 Reviewed lists of potential examiners from 073.

local bar/area

03/03/05 SHM 0.40 B16 Prepare Final Fee Application of Lytle Soule 52.& Curlee for electronic filing

03/03/05 SHM 0.40 B16 Prepare Notice of Filing regarding Final Fee 52.Application of Lytle Soule & Curlee forelectronic filing

03/04/05 CRB2 80 B16 Reviewed GDM interim fee application 224.03/09/05 CRB2 60 B16 Reviewed Greenebaum interim fee 168.

application

03/10/05 SHM 80 B16 Prepare January Fee Notice and cover letters 104.for service to designated parties via e-mailand regular mail

03/11/05 SHM 60 B16 Review and revise time entries for February 78.

03/14/05 CRB2 60 B16 Completed revisions to GDM interim 168,February bill

03/14/05 JWA 20 B16 Received and reviewed affidavit of Blue & 74.Co LLC other filing




Page

4055763April 22, 2005


03/14/05 JWA 1.40 B23 Reviewed pending contested! AP matters 518.03/15/05 JWA 3.10 B23 Received and reviewed summary of pending 147.

matters, etc. from Akin Gump including newDebtor motions

03/18/05 JWA 0.10 B23 Received and reviewed notice of withdrawal 37.03/21/05 JWA 80 B23 Prepare for and review of docket for hearing 036.

this morning, attended hearingtelephonically

03/23/05 JWA 80 B23 Received and reviewed Order regarding 296.sales procedure, 401K Order, and otherorders

03/23/05 JWA 0.40 B23 Received and reviewed other proposed 148.orders fTom BMC

03/23/05 JWA 20 B23 Received and reviewed memo for aircraft 444.mechanics issue

03/29/05 JWA 20 B23 Received and reviewed objection to Chicago 74.Express sale

03/29/05 JWA 10 B23 Received and reviewed Omnibus Objection 37.by AMR Leasing to Lease matters

03/31/05 JWA 1.10 B23 Received and reviewed emergency motion 407.regarding Exhibit B with order grantingmotion, proposed agenda for hearingtomorrow, reviewed all pertinent pleadings

03/01/05 JWA 0.40 B24 Received and reviewed pleadings/notices for 148.BCI

03/02/05 CRB2 80 B24 Worked on issues related to potential 224.objection to discovery motion

03/02/05 CRB2 70 B24 Reviewed pleadings regarding contract 196.rejection and examiner

03/02/05 JWA 90 B24 Reviewed BCrs motion/orders for the day 703.03/03/05 JWA 90 B24 Received and reviewed motion from Debtor 703.

requests for hearings

03/07/05 CRB2 90 B24 Reviewed pleadings filed in case regarding 252.current issues

03/07/05 CRB2 40 B24 Reviewed issues related to examiner 112.

03/07/05 JWA 1.10 B24 Received and reviewed motions, request of 407.hearings

GREENEBAUM DOLL & McDoNALD PLlC



4055763April 22, 2005


03/08/05 CRB2 70 B24 Reviewed issues in Goodrich APs 196.

03/09/05 CRB2 70 B24 Reviewed pleadings and hearing notices 196.

03/14/05 CRB2 90 B24 Reviewed pleadings filed in case regarding 252.committee issues

03/16/05 CRB2 70 B24 Reviewed recent pleading regarding sale of 227.50assets and Nat Tel

03/16/05 JWA 10 B24 Received and reviewed order regarding 147.3/7/05 hearings, Notice of Emergency

Motion regarding Chi Express sale, receivedand reviewed 13 week cash flow analysisfrom Michael Fine

03/18/05 CRB2 1.30 B24 Review of draft of examiner report 422.5003/21/05 CRB2 70 B24 Reviewed pleadings filed related to sale 227.50

Issues

03/21/05 CRB2 60 B24 Briefly reviewed emergency motion for 195.KERP

03/28/05 JWA 60 B24 Received and reviewed Objection of 222.Goodrich to Debtor s motion for Extensionof time to file pleadings in AP # 05-48

03/28/05 JWA 90 B24 Reviewed AP file for status 333.03/30/05 JWA 70 B24 Received and reviewed Goodrich's objection 259.

to motion to extend time; received andreviewed court's order ovemding same

TASK SUMMARY

TASK TASK DESCRIPTION AMOUNT

B02 Case Administration 790.

B03 Business Operations 776.

B04 Financing 130.

B05 Meetings of Creditors/Creditor Committee 344.Activities

B06 Claims Administration and Objections 592.

B08 Asset Analysis and Recovery 510.

B16 Fee/Employment Applications 872.




4055763April 22, 2005

TASK TASK DESCRIPTION



B23

B24


LESS 20% INTERIM HOLD BACK/TOTAL INTERIM FEEDUE::

ADJUSTED FEES


Administrative Expense (includingtelephone, photocopy, & postage)

INVOICE TOTAL

AMOUNT

144.

6,422.

580.50

580.

16.

26,064.40

042.58

042.

27. 106.



J. W. Ames 68. 370. 25,382.

C. R. Bowles 3.30 325. 072.

C. R. Bowles 280. 772.

S. H. Mays 25. 130. 354.

107. 580.50

GREENEBAUM DOLL & McDoNALD PllCO. Box 73239

Cleveland, OH 44193D. #61-0468813


Account No. : 109327.000001Invoice No. : 4055763Invoice Date: April 22, 2005

REMITTANCE PAGE

INVOICE TOTAL


exhibit b part 2 of

Documents