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WEIL, GOTSHAL & MANGES LLP 

Stephen Karotkin (pro hac vice) 

( stephen.karotkin@weil.com) 

Jessica Liou (pro hac vice) 

Gessica.liou@weil.com) 

Matthew Goren (pro hac vice) 

(matthew.goren@weil.com) 

767 Fifth Avenue 

New York, NY 10153-0119 

Tel: 212 310 8000 

Fax: 212 310 8007 

KELLER & BENVENUTTI LLP 

Tobias S. Keller (#151445) 

( tkeller@kellerbenvenutti.com) 

Jane Kim (#298192) 

G kim@kellerbenvenutti.com) 

650 California Street, Suite 1900 

San Francisco, CA 94108 

Tel: 415 496 6723 

Fax: 650 636 9251 

Attorneys for Debtors 

and Debtors in Possession 

UNITED STATES BANKRUPTCY COURT 

NORTHERN DISTRICT OF CALIFORNIA 

In re: 

SAN FRANCISCO DIVISION 

Bankruptcy Case 

PG&E CORPORATION, 

- andPACIFIC GAS AND ELECTRIC 

COMPANY, 

Debtors. 

D Affects PG&E Corporation 

DAffects Pacific Gas and Electric Company 

IZIAffects both Debtors 

* All papers shall be filed in the Lead Case,

No. 19-30088 (DM).

No. 19-30088 (DM) 

Chapter 11 

(Lead Case) 

(Jointly Administered) 

SUPPLEMENTAL DECLARATION OF 

KENNETH S. ZIMAN IN SUPPORT OF 

APPLICATION OF DEBTORS PURSUANT TO 

11 U.S.C. §§ 327(a) AND 328(a) AND FED. R. 

BANKR. P. 2014(a) AND 2016 FOR 

AUTHORITY TO RETAIN AND EMPLOY 

LAZARD FRERES & CO. LLC AS 

INVESTMENT BANKER TO THE DEBTORS 

EFFECTIVE AS OF THE PETITION DATE 

Date: May 22, 2019 

Time: 9:30 a.m. (Pacific Time) 

Place: United States Bankruptcy Court 

Courtroom 17, 16th Floor 

San Francisco, CA 94102 

Case: 19-30088 Doc# 1987 Filed: 05/13/19 Entered: 05/13/19 12:10:31 Page 1 of

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Pursuant to section 1746 of title 28 of the United States Code, I, Kenneth S. Ziman, hereby 

declare under penalty of perjury that the following is true to the best of my knowledge, information, and 

belief: 

1. I am a Managing Director in the Restructuring Group at Lazard Freres & Co. LLC

("Lazard"), which has its principal office at 30 Rockefeller Plaza, New York, New York 10112. I am 

authorized to execute this declaration (the "Supplemental Declaration") on behalf of Lazard. Unless 

otherwise stated in this declaration, I have personal knowledge of the facts set forth herein. 

2. On March 14, 2019, PG&E Corporation and Pacific Gas and Electric Company, as

debtors and debtors in possession (together, the "Debtors") filed the Application of Debtors Pursuant 

to 11 USC§§ 327(a) and 328(a) and Fed. R. Bankr. P. 2014(a) and 2016for Authority To Retain and 

Employ Lazard Freres & Co. LLC as Investment Banker to the Debtors Effective as of the Petition Date 

[Docket No. 891] (the "Application"). This Supplemental Declaration is being submitted to supplement 

my initial declaration (the "Initial Declaration," and together with the Supplemental Declaration, the 

"Declarations") in support of the Application, filed on March 14, 2019 [Docket No. 892], in the abovecaptioned chapter 11 cases (the "Chapter 11 Cases"). 

3. In connection with its proposed retention by the Debtors in these Chapter 11 Cases,

Lazard obtained from the Debtors and/or their representatives the names of individuals and entities that 

may be parties in interest in these Chapter 11 Cases (the "Potential Parties in Interest"). As set forth 

in the Initial Declaration, Lazard then compared the names of the Potential Parties in Interest with the 

names of entities that have entered into engagement agreements with Lazard in the past three years. To 

the extent that this inquiry revealed that any of the Potential Parties in Interest ( or their apparent affiliates 

or entities that Lazard believes to be affiliates, as the case may be) entered into any such engagement 

agreements with Lazard within the last three years, such parties were listed on Schedule I attached to 

24 the Initial Declaration. 

25 4. The Debtors and/or their representatives have provided Lazard with an updated list of the

26 names of Potential Parties in Interest (the "Updated Parties in Interest"). Lazard has compared the 

27 names of the Updated Parties in Interest list with the names of entities that have entered into engagement 

28 

Case: 19-30088 Doc# 1987 Filed: 05/13/19 Entered: 05/13/19 12:10:31 Page 2 of

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agreements with Lazard in the last three years. To the extent that this inquiry has revealed that any of 

the Updated Parties in Interest ( or their apparent affiliates or entities that Lazard believes to be affiliates, 

as the case may be) entered into any such engagement agreements with Lazard within the last three 

years, such parties are listed on Schedule 2 attached hereto. To the best of my knowledge and belief, 

Lazard's representation of each entity listed on Schedule 2 (or their apparent affiliates or entities that 

Lazard believes to be affiliates, as the case may be) was or is only on matters that are unrelated to the 

Debtors and these Chapter 11 Cases. Other than as listed on Schedule 2, I am unaware of any investment 

banking engagements of Lazard by the Updated Parties in Interest within the last three years. Given the 

size and breadth of the client base of Lazard, however, it is possible that Lazard may now or in the future 

be retained by one or more of the Updated Parties in Interest in unrelated matters without my knowledge. 

5. To the extent the Debtors discover and disclose additional Potential Parties in Interest

during the course of these Chapter 11 cases, Lazard will use reasonable efforts to identify whether a 

material relationship exists with any such parties. To the extent that Lazard discovers or enters into any 

new, material relationship with Potential Parties in Interest, it will supplement the Declarations. 

6. In addition to the connections listed on Schedule 1 and Schedule 2, George W. Bilicic, a

Vice Chairman of Investment Banking, Global Head of Power, Energy and Infrastructure and Head of 

Midwest Investment Banking at Lazard, informed Lazard that he intends to retire from Lazard when he 

becomes eligible later this year, and that, upon his retirement, he plans to join Sempra Energy, an entity 

on the list of Potential Parties in Interest, as group president. Mr. Bilicic has ceased to perform work in 

connection with Lazard's engagement by PG&E, and Lazard has taken steps to ensure that he is not 

involved in the services that Lazard is providing to PG&E and that he has no access to any confidential 

information related to those services going forward. 

Case: 19-30088 Doc# 1987 Filed: 05/13/19 Entered: 05/13/19 12:10:31 Page 3 of

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Pursuant to 28 U.S.C. § 1746, I declare under penalty of perjury that the foregoing is true 

and correct to the best of my knowledge. 

Dated: May 13, 2019 

New York, New York Kenneth S. iman 

Managing Director 

Lazard Freres & Co. LLC 

Case: 19-30088 Doc# 1987 Filed: 05/13/19 Entered: 05/13/19 12:10:31 Page 4 of

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