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MORRISON & FOERSTER LLP 

Joshua Hill, Jr. 

Christine Y. Wong 

425 Market Sti·eet 

San Francisco, CA 94105 

Tel: (415) 268-7000 

Fax: (415) 268-7522 

Proposed Special Regulatory Counsel for Debtors 

and Debtors in Possession 

UNITED STATES BANKRUPTCY COURT 

NORTHERN DISTRICT OF CALIFORNIA 

SAN FRANCISCO DIVISION 

In re 

PG&E CORPORATION, 

- andPACIFIC GAS AND ELECTRIC 

COMPANY, 

Debtors. 

□ Affects PG&E Corporation

□ Affects Pacific Gas and Electi·ic Company

� Affects both Debtors

* All papers shall be filed in the Lead Case,

No. 19-30088 (DM).

Bankmptcy Case 

No. 19-30088 (DM) 

Chapter 11 

(Lead Case) 

(Jointly Administered) 

DECLARATION OF JANET LODUCA IN 

SUPPORT OF APPLICATION OF 

DEBTORS PURSUANT TO 11 U.S.C. § 

327(A) AND FED. R. BANKR. P. 2014(A) 

AND 2016 FOR AUTHORITY TO 

RETAIN AND EMPLOY MORRISON & 

FOERSTER LLP AS SPECIAL 

REGULATORY COUNSEL FOR THE 

DEBTORS EFFECTIVE AS OF THE 

PETITION DATE 

Date: June 12, 2019 

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

Place: United States Bankmptcy Comi 

Comiroom 17, 16th Floor 

San Francisco, CA 94102 

Objection Deadline: June 5, 2019

 4:00 p.m. (Pacific Time)

Case: 19-30088 Doc# 2195 Filed: 05/22/19 Entered: 05/22/19 17:45:18 Page 1 of

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Morrison & Foerster LLP

425 Market Street 

San Francisco, CA 94105

Pursuant 28 U.S.C. § 1746, I, Janet Loduca, hereby declare as follows:

I am the Senior Vice President and Interim General Counsel of PG&E Corporation 

(“PG&E Corp.”). In my current role, I am responsible for supervising outside counsel and 

monitoring and managing legal fees and expenses.

On January 29, 2019 (the “Petition Date”), PG&E Corp. and Pacific Gas and Electric 

Company (the “Utility”), as debtors and debtors in possession (collectively, “PG&E” or the 

“Debtors”) each commenced with this Court a voluntary case under chapter 11 of title 11 of the 

United States Code (the “Bankruptcy Code”). I submit this Declaration pursuant to section 

327(e) of Title 11 of the United States Code (the “Bankruptcy Code”) and Rules 2014(a) and 

2016 of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”) and the Local 

Bankruptcy Rules of the United States Bankruptcy Court for the Northern District of California 

(the “Local Bankruptcy Rules”) in support of the Application of Debtors Pursuant to 11 U.S.C. 

§ 327(e) and Fed. R. Bankr. P. 2014(a) and 2016 for Authority to Retain and Employ Morrison &

Foerster LLP as Special Regulatory Counsel for the Debtors Effective as of the Petition Date 

(the “Application”),1filed contemporaneously herewith. 

This Declaration is provided pursuant to Paragraph D.2 of the U.S. 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 November 1, 2013 (the “Fee

Guidelines”). Except as otherwise indicated herein, the facts set forth in this Declaration are 

based upon my personal knowledge, information provided to me by the Debtors’ employees or 

advisors, or my opinion based upon knowledge and experience as Senior Vice President and 

Interim General Counsel. I am authorized to submit this Declaration on behalf of the Debtors.

Since January 2018, Morrison & Foerster has advised the Debtors in connection with 

certain ongoing governmental investigations (collectively, the “Special Counsel Matters”), 

including the California Public Utility Commission’s investigation into the Debtors’ involvement 

1 Capitalized terms used but not otherwise defined herein shall have the meanings ascribed 

to them in the Application.

Case: 19-30088 Doc# 2195 Filed: 05/22/19 Entered: 05/22/19 17:45:18 Page 2 of

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Morrison & Foerster LLP

425 Market Street 

San Francisco, CA 94105

with recent wildfires in Northern California. As a result of its prepetition representation of the 

Debtors, Morrison & Foerster has acquired familiarity with the Debtors’ operations generally, as 

well as in-depth knowledge of the facts and circumstances specific to the Special Counsel 

Matters.

Morrison & Foerster has confirmed to me that the Firm does not vary its billing rates or 

the material terms of an engagement depending on whether such engagement is a bankruptcy or a 

non-bankruptcy engagement. Morrison & Foerster has advised me that its current customary U.S. 

hourly rates are $750.00 to $1,500.00 for partners and counsel, $510.00 to $850.00 for associates, 

and $255.00 to $460.00 for paraprofessionals. As set forth in the Application, Morrison & 

Foerster has agreed to provide the Debtors with billing rate and volume discounts for the work it 

performs in connection with the Special Counsel Matters. It is my understanding that Morrison & 

Foerster reviews and adjusts its billing rates annually, typically on or around January 1st of each 

year. Morrison & Foerster has advised me that it will inform the Debtors of any adjustment to its 

existing rate structure.

I am informed by Morrison & Foerster that its attorneys’ billing rates are aligned each 

year to ensure that its rates are comparable to the billing rates of its peer firms. To the extent that 

there is any disparity in such rates, however, I nevertheless believe that Morrison & Foerster’s 

retention by the Debtors is warranted in these cases for the reasons set forth in the Application.

I understand that Morrison & Foerster’s fees and expenses will be subject to periodic 

review on a monthly, interim, and final basis during the pendency of these Chapter 11 Cases by,

among other parties, a fee examiner or fee committee (if appointed), the Office of the United 

States Trustee and the Debtors, and in accordance with the terms of the Bankruptcy Code, the 

Bankruptcy Rules, the Bankruptcy Local Rules, and any orders of the Court governing the 

procedures for approval of interim compensation of professionals retained in these Chapter 11 

Cases.

As Senior Vice President and Interim General Counsel, I supervise and manage legal fees 

and expenses incurred by the Debtors’ outside counsel. Either I or a senior lawyer in our legal 

department reviews the Debtors’ outside counsel invoices and authorizes all legal fees and 

3

Case: 19-30088 Doc# 2195 Filed: 05/22/19 Entered: 05/22/19 17:45:18 Page 3 of

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1 expenses prior to the payment of such fees to outside counsel. In so doing, I assure that all 

2 requested fees and expenses are reasonable and coITespond with necessaiy or beneficial services 

3 rendered on behalf of the Debtors and their estates. The aforementioned review and approval 

4 process does not differ when the Debtors employ outside counsel for non-bankrnptcy matters. 

5 Moreover, MoITison & Foerster has info1med me that the Debtors will be provided with the 

6 opportunity to review all invoices and request adjustments to such invoices to the extent that the 

7 Debtors dete1mine that such adjustments ai·e necessaiy and appropriate, which requests will be 

8 carefully considered by MoITison & Foerster. 

9 I declai·e under penalty of pe1jmy that, to the best of my knowledge and after reasonable 

10 inquiiy, the foregoing is trne and coITect. 

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Dated: May 22, 2019 

Janet Loduca 

Senior Vice President & Interim General Counsel 

PG&E Co1poration 

4 

� ()cJ_ _

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