SUSAN PIERSON SONDERBY, United States Bankruptcy Judge
Upon the application dated February 22, 2002 (the "Application"), of Kmart Corporation ("Kmart") and certain of its domestic subsidiaries and affiliates, debtors and debtors-in-possession in the above-captioned cases (collectively, the "Debtors" or the "Company"), for entry of an order, pursuant to section 327(a) of Title 11 of the United States Code, 11 U.S.C §§ 101, et seq., as amended (the "Bankruptcy Code"), and Rule 2014(a) of the Federal Rules of Bankruptcy Procedure (the "Bankruptcy Rules"), authorizing each of the Debtors to employ and retain Ernst Young Corporate Finance LLC ("EYCF") as financial advisors; and upon the Affidavit of Peter M. Schwab in support of the Application, and due and adequate notice of the Application having been given; and it appearing that no other notice need be given; and it appearing that EYCF neither holds nor represents any interest adverse to the Debtors' estates; and it appearing that EYCF is "disinterested, " as that term is defined in section 101(14) of the Bankruptcy Code, as modified by section 1107(b) of the Bankruptcy Code; and it appearing that the relief requested in the Application is in the best interest of the estates and their creditors; after due deliberation thereon, that the relief should be granted as sot forth below,
1. Pursuant to section 327(a) of the Bankruptcy Code, Code of the Debtors, as a debtor-in-possession, is authorized to employ and retain EYCF as of February 18, 2002 as their financial advisors on the terms set forth in the Application, including without limitation the Dispute Resolution Procedures set forth on Exhibit A to the Application, and on the terms and conditions of the Engagement Letter.
2. All compensation and reimbursement of expenses to be paid to EYCF shall be in accordance with the procedures set forth in sections 330 and 331 of the Bankruptcy Code and such Bankruptcy Rules as may then be applicable, from time to time, and such procedures as may be fixed by order of this Court.
3. In the event that EYCF seeks reimbursement for attorneys' fees from the Debtors, the invoices and supporting time records from such attorneys shall be included in EYCF's own applications (both interim and final) and such invoices and time records shall be subject to the United States Trustee's guidelines for compensation and reimbursement of expenses and the approval of this Court under the standard of Sections 330 and 331 of the Bankruptcy Code without regard to whether such attorney has been retained under Section 327 of the Bankruptcy Code and without regard to whether such attorneys' services satisfy Section 330(a)(3)(C) of the Bankruptcy Code.
4. To the extent that this order is inconsistent with any prior order, pleading or Engagement Letter with respect to EYCF's retention as financial advisor for the Debtors, the terms of this Order shall govern.