V. Request for Expedited, Ex Parte Approval

Applicants request that the Commission issue a decision on this application on an expedited and ex parte basis. The Commission's decision will allow a technical change in control of Shell California to occur, but will not directly impact the day-to-day management or operations of Shell California, the Commission's jurisdiction over Shell California, or Shell California's tariffs. The restructuring will be put to votes of the Royal Dutch and Shell Transport shareholders on June 28, 2005. It is expected to be completed in July 2005. Based on this timing and the absence of any substantive impact on Shell California, its tariffs, or this Commission's jurisdiction over Shell California, applicants request approval on an expedited, ex parte basis and a decision no later than June 28, 2005. Applicants understand that this may be a relatively short time-frame. However, applicants declare they were unable to file this application earlier due to the complexities and logistics associated with Royal Dutch, Shell Transport, and Royal Dutch Shell being international companies and because some of the information required for this application had to be obtained from Europe.