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UNITED STATES BANKRUPTCY COURT 

FOR THE DISTRICT OF NORTHERN DISTRICT OF CALIFORNIA 

SAN FRANCISCO DIVISION 

In re: 

PG&E CORPORATION,

 - and - 

PACIFIC GAS AND ELECTRIC 

COMPANY,

Debtors. 

 Affects PG&E Corporation 

 Affects Pacific Gas and Electric Company 

 Affects both Debtors 

* All papers shall be filed in the Lead Case, 

No. 19-30088 (DM). 

Chapter 11 

Case No. 19-30088 (DM) 

(Jointly Administered) 

Objection Deadline: May 28, 2019 @ 4:00 p.m. (ET)

MONTHLY STAFFING AND COMPENSATION REPORT OF 

AP SERVICES, LLC FOR THE PERIOD 

FROM JANUARY 29, 2019 THROUGH FEBRUARY 28, 2019 

In accordance with the Order Pursuant to 11 U.S.C. §§ 363(b) and 105(a) Authorizing the 

Debtors to Employ and Retain AP Services, LLC to provide a Chief Restructuring Officer, Deputy 

Chief Restructuring Officer and additional personnel for the Debtors Nunc Pro Tunc to the Petition 

Date [Docket No. 1299], AP Services, LLC (“APS”) hereby submits its Monthly Staffing and 

Compensation Report for the period of January 29, 2019 through February 28, 2019 (the 

“Compensation Period”). 

 

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During the Compensation Period, APS incurred $3,397,914.50 in fees and $304,455.94 in 

expenses for a total amount of $3,702,370.44, as reflected in the attached exhibits. 

Dated: May 7, 2019 AP SERVICES, LLC 

865 S Figueroa Street, Suite 2310 

Los Angeles, CA 90017 

/s/ John Boken 

By: John Boken 

 Managing Director 

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EXHIBITS 

Annexed hereto are the following exhibits for the Monthly Staffing and Compensation Report of AP 

Services, LLC for the Period from January 29, 2019 through February 28, 2019 

Exhibit A - Summary of Compensation and Expenses 

Exhibit B - Summary of Fees and Hours by Professionals and 

 Description of Responsibilities of Professionals 

Exhibit C - Summary of Expenses 

 

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Professional Fees $ 3,965,614.00

Less 100% Travel Fees* (567,699.50) 

Total Current Fees 3,397,914.50

Expenses 304,455.94

Total Invoice 3,702,370.44

Less Net Retainer** (2,649,265.97) 

Total Net Amount Due 1,053,104.47 $ 

Exhibit A

**APS has completed its reconciliation of fees, reimbursable expenses, and payments received, including retainer 

payments, in connection with the pre-petition APS engagement on behalf of the PG&E entities ("PG&E"). The 

purpose of the reconciliation was to determine the final net amount of the retainer held by APS for the benefit of 

PG&E (the "Net Retainer") for application against post-petition fees and reimbursable expenses invoiced to PG&E 

by APS. The final Net Retainer figure is $2,649,265.97. With respect to this Monthly Staffing and Compensation 

Report, APS will apply the Net Retainer balance against the fees and expenses detailed herein. As a result, the net 

amount due relating to this filing is $1,053,104.47.

AP SERVICES, LLC

Summary of Compensation and Expenses – Pacific Gas and Electric Company, et al.

For the Period January 29, 2019 through February 28, 2019

*AP Services, LLC ("APS") is intending to engage in discussions with the United States Trustee with regard to a 

reasonable amount of compensation for non-working travel. Pending such discussions, APS has not included any 

non-working travel charges in this Monthly Staffing and Compensation Report. APS is, therefore, submitting this 

Monthly Staffing and Compensation Report at this time, without prejudice to seeking compensation for such nonworking travel in a subsequent filing.

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PROFESSIONAL APS TITLE RESPONSIBILITIES RATE HOURS FEES

James A Mesterharm Managing Director Develop and implement financial restructuring strategies; serve as 

lead AP Services resource on bankruptcy and restructuring issues; 

serve as key interface with creditor constituencies and other principal

parties in interest; assist counsel in preparing and providing support 

for case motions, including testimony in bankruptcy court; provide 

transactional guidance, direction, and oversight; direct AP Services 

team and management on restructuring workstreams; oversee 

development of business plan and long-term forecast; assist 

management and advisors in development and negotiation of Plan of 

Reorganization

$1,140 167.6 $ 191,064.00 

John Boken Managing Director Develop and implement financial and operational restructuring 

strategies; serve as lead AP Services resource and interface with 

creditor advisors, creditor constituencies, contract counterparties, 

and other principal parties in interest; provide operational guidance, 

direction, and oversight; oversee AP Services team and management 

in financing, liquidity management, operational improvement, 

diligence support, contract assessment, and other key restructuring 

workstreams; assist in leading process for development of business 

plan and long-term forecast; coordinate with counsel on support for 

case motions, including testimony in bankruptcy court; assist 

management and advisors in development and negotiation of Plan of 

Reorganization

$1,140 287.3 327,522.00 

Giacomo Cantu Managing Director Advise of various matters in connection with the cost reduction 

workstream

$1,140 8.7 9,918.00 

David R Hindman Managing Director Develop and implement operational restructuring and cost reduction 

strategies; serve as lead AP Services resource on energy 

procurement, contract portfolio, and counterparty management 

issues; lead AP Services team and management in identification and 

implementation of cost efficiency opportunities across all business 

units and support functions; assist in interface, communications, and 

diligence support with creditor advisors, creditor constituencies, 

contract counterparties, and other principal parties in interest; assist 

in development of business plan and long-term forecast, 

assumptions, and support

$1,015 178.8 181,482.00 

David MacGreevey Managing Director Assist with vetting potential successor trustee candidates $1,015 0.9 913.50 

Robb C McWilliams Managing Director Direct engagement activities and priorities of working teams across 

multiple work streams and advise on various matters/issues related to

segregation of the prepetition and postpetition liabilities, Monthly 

Operating Reports, Schedules of Assets and Liabilities, Reclamation 

claims, 503(b)(9) claims. 

$1,015 142.3 144,434.50 

Eva Anderson Director Manage and facilitate development of responses to all diligence 

requests submitted by the Official Committee advisors and ad hoc 

creditor advisors. Support development of presentation materials for 

extensive on-site creditor advisor management meetings. Support 

Company's real estate team on bankruptcy-related owned and leased 

property issues.

$945 228.5 215,932.50 

Exhibit B

AP SERVICES, LLC

Summary of Fees and Hours by Professionals and 

Description of Responsibilities of Professionals – Pacific Gas and Electric Company, et al.

For the Period January 29, 2019 through February 28, 2019

1/29/2019 - 2/28/2019

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PROFESSIONAL APS TITLE RESPONSIBILITIES RATE HOURS FEES

Exhibit B

AP SERVICES, LLC

Summary of Fees and Hours by Professionals and 

Description of Responsibilities of Professionals – Pacific Gas and Electric Company, et al.

For the Period January 29, 2019 through February 28, 2019

1/29/2019 - 2/28/2019

John Kaplan Director Support and oversee cost reduction workstream with specific focus 

on the development of a portfolio of initiatives that will meet cost 

reduction targets.

$945 53.2 50,274.00 

Phillip R Croom Director Support cost reduction workstream with specific focus on external 

spend related to MRO, aviation, fleet and freight. Analyze spend 

data, interview leaders and key stakeholders to develop hypotheses 

on cost reduction opportunities. Validate (or disprove) hypotheses to

develop high confidence cost reduction opportunities in the areas 

listed above.

$945 46.7 44,131.50 

Steven A Aschkenase Director Develop modified people governance process to enable ongoing day 

to day operation while retaining visibility to cost impact. Define 

organization hygiene improvement opportunities. Assess prior 

affordability initiatives to identify those with greatest potential on a 

go-forward basis.

$945 195.8 185,031.00 

Subhash B Gullapalli Director Support cost reduction workstream with specific focus on executing 

cost reduction initiatives in the areas of IT (software, hardware, 

services), professional services, business and management 

consulting, staff augmentation and marketing & communications.

$945 31.7 29,956.50 

Ken Chan Director Support cost reduction workstream activities. $945 3.4 3,213.00 

Bradley Hunter Director Lead liquidity and cash management workstreams. Manage 

development and maintenance of cash forecast and actual tracking 

models. Coordinate production of periodic cash forecast reports for 

internal and external reporting. Participate in regular meetings with 

management to review cash flow trends and liquidity status.

$895 207.5 185,712.50 

Erik Bell Director Support the formation and operation of the Spend Governance 

Committee. Participate in cost reduction efforts around the electric 

and power generation groups including the identification and 

evaluation of specific opportunities to reduce or defer capital 

outflows.

$895 152.2 136,219.00 

John C Labella Director Lead and manage process of building, implementing and maintaining

a team of PG&E, AP Services and temporary staffing to suspend and 

manually review all invoices which use the 3-way match process for 

a determination if services or goods provided were in the pre or post 

petition period. Support and facilitate the design and 

implementation of a process for reviewing and then reinstating 

approximately 20 other accounts payable 'interfaces' for non-3-way 

match payables to determine pre and post petition evaluation.

$895 201.2 180,074.00 

Denise Lorenzo Director Design and manage process for submitting, approving and 

processing prepetition payments authorized under various first day 

motions (Supplier Management Committee). Design and manage 

process for reporting of executed prepetition payments and 

maintaining controls to ensure compliance with granted first day 

authority. Design and manage process for vetting and approving 

Operational Integrity Supplier designations. 

$830 250.2 207,666.00 

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PROFESSIONAL APS TITLE RESPONSIBILITIES RATE HOURS FEES

Exhibit B

AP SERVICES, LLC

Summary of Fees and Hours by Professionals and 

Description of Responsibilities of Professionals – Pacific Gas and Electric Company, et al.

For the Period January 29, 2019 through February 28, 2019

1/29/2019 - 2/28/2019

Michelle R Repko Director Develop and implement accounts payable segregation controls for 

liabilities managed and paid through certain channels. Advise 

company on matters related to authorized prepetition payments under

various first day motion authority and support prepetition payment 

reporting and compliance requirements. Lead cross-functional effort 

with AP Services and company team members in collecting and 

developing content to be reported in the Schedules of Assets and 

Liabilities. 

$830 232.4 192,892.00 

Brent Robison Director Develop process for managing and resolving reclamation demands 

by working with company personnel to reconcile demands in 

advance of filing reclamation report with the court. Work with 

company personnel to track information received on mechanic's liens

and assist with resolving issues related to liens.

$775 172.7 133,842.50 

Eric J Powell Director Lead Construction Services and Engineering cost savings assessment 

which includes external sourcing labor and non-labor work and 

internal work and resource optimization; coordinate interaction and 

work across the electric and gas lines of businesses

$775 55.7 43,167.50 

Steven H Sun Senior Vice President Support cost reductions workstream with specific focus on 

development of labor model and analysis of PG&E internal labor 

spend for each line of business.

$725 5.0 3,625.00 

Elizabeth Kardos Director Assist in the preparation of retention documents, relationship 

disclosures reports and monthly staffing and compensation reports

$685 32.5 22,262.50 

Jarod E Clarrey Senior Vice President Liaison with Accounting and Legal departments to collect and 

interpret information in support of development of Schedules of 

Assets and Liabilities reports. Interfaced with all PG&E lines of 

business to identify and collect information related to executory 

contracts, supporting both the Schedules of Assets and Liabilities 

and the contract assessment process.

$615 253.1 155,656.50 

Jeff Ivester Senior Vice President Support spend governance workstream with development of 

committee presentations and execution of dashboard reporting. 

Identify and tracked cost reduction opportunities through weekly 

meetings with Power Generation and Electric Operations lines of 

business. 

$615 200.3 123,184.50 

Jennifer A McConnell Senior Vice President Support diligence response workstream with development of 

response materials to diligence requests, coordination with company, 

counsel and other constituents, tracking of response status, and 

reporting/presentations related thereto.

$615 187.7 115,435.50 

Christopher S Atkins Vice President Support cost reduction workstream with analysis of third party spend

data and focus on understanding of spend data cube. Formalize cost 

reduction hypotheses related to IT software and hardware, 

marketing, contingent labor and staff augmentation and prepare for 

preliminary interviews with relevant PG&E leadership.

$600 41.7 25,020.00 

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PROFESSIONAL APS TITLE RESPONSIBILITIES RATE HOURS FEES

Exhibit B

AP SERVICES, LLC

Summary of Fees and Hours by Professionals and 

Description of Responsibilities of Professionals – Pacific Gas and Electric Company, et al.

For the Period January 29, 2019 through February 28, 2019

1/29/2019 - 2/28/2019

Chris J Dunbar Independent Contractor Support cash forecasting workstream by (1) developing a collections 

model and (2) engineering a process for incorporating energy 

procurement spend. Develop strategy around energy procurement 

cost reduction potential.

$585 96.7 56,569.50 

David M Purcell Vice President Support liquidity and cash management workstreams. Build and 

maintain cash forecast, track and analyze actual results, and develop 

cash forecast reports for internal and external parties.

$565 250.5 141,532.50 

Latonya Jones-Callaway Vice President Review vendor contracts and extract the contract details and noticing 

information to facilitate reporting of contracts in Schedules of Assets 

and Liabilities and noticing requirements.

$565 79.2 44,748.00 

Nitesh Neelanshu Vice President Support cost reduction workstream with specific focus on analytics 

and documentation support related to construction and engineering 

services spend optimization. Support PMO, steering committee and 

additional cost reduction efforts as necessary.

$565 25.7 14,520.50 

Peter C Hill Vice President Support cost reductions workstream with specific focus on 

development of labor model and analysis of PG&E internal labor 

spend for each line of business.

$565 193.2 109,158.00 

Kaitlyn A Sundt Senior Vice President Assist in the preparation of retention documents, relationship 

disclosures reports and monthly staffing and compensation reports

$490 11.4 5,586.00 

Spencer Dorsey Vice President Support liquidity, cash management and vendor management 

workstreams. Prepare daily cash report to monitor post-petition 

liquidty for PGE Treasury department/CRO/Deputy CRO. Build and 

maintain disbursements database to support payment tracking 

initiatives related to prepetition vs. postpetition payments and 

payments permissible under first day motion authority.

$480 204.4 98,112.00 

Tassie P Barr Vice President Review vendor contracts and extract the contract details and noticing 

information to facilitate reporting of contracts in Schedules of Assets 

and Liabilities and noticing requirements.

$480 98.3 47,184.00 

Laurie C Verry Senior Vice President Assist in the preparation of retention documents and relationship 

disclosures reports

$490 7.6 3,724.00 

Bruce Smathers Vice President Support cost reduction workstream with development of a rate based 

3 statement businessto be used to analyze proposed scenarios on cost 

reduction initiatives. Analyze spend and budget related to the cost 

reduction initiatives.

$440 186.4 82,016.00 

Lisa Marie Bonito Associate Assist with the preparation of monthly staffing and compensation 

reports

$430 7.5 3,225.00 

Brian Beilinson Consultant Support compliance with accounts payable segregation requirements 

by (1) designing a process and methodology for designating invoices 

and prepetition or post petition and (2) training and managing a team 

of 43 billing analysts tasked with reviewing and classifying all 3-way

match PO invoices as pre-petition or post-petition.

$425 202.7 86,147.50 

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PROFESSIONAL APS TITLE RESPONSIBILITIES RATE HOURS FEES

Exhibit B

AP SERVICES, LLC

Summary of Fees and Hours by Professionals and 

Description of Responsibilities of Professionals – Pacific Gas and Electric Company, et al.

For the Period January 29, 2019 through February 28, 2019

1/29/2019 - 2/28/2019

Zachary A Pollack Consultant Support complience with accounts payable segregation requirements 

with development of SQLite database to analyze daily open invoices.

Utilize daily SAP reports and the open invoices database to distribute

daily invoice assignments queue to the invoice review team as well 

as report on payment blocks and their dispositions.

$425 261.8 111,265.00 

Zachary E Courie Consultant Support supplier management committee process with the design and

implementation of payment request forms, management of 

committee meeting agendas, and creation of payments report. 

Advise company on proper adherence to supplier management 

committee guidelines/requirements, designation of prepetition 

invoices and analysis required to support evaluation of potential 

operational integrity suppliers. 

$425 242.5 103,062.50 

Katharine G Glasscock Consultant Support efforts to collect and analyze required content for Schedules 

of Assets and Liabilities and manage database containing all content 

to be reported in the Schedules. Facilitate initial reconciliation of all 

reclamation and 503(b)(9) demands.

$385 232.8 89,628.00 

Barbara J Ferguson Paraprofessional Review vendor contracts and extract the contract details and noticing 

information to facilitate reporting of contracts in Schedules of Assets 

and Liabilities and noticing requirements.

$305 102.5 31,262.50 

Derrick Q Irving Paraprofessional Review vendor contracts and extract the contract details and noticing 

information to facilitate reporting of contracts in Schedules of Assets 

and Liabilities and noticing requirements.

$305 44.1 13,450.50 

Mary B Betik Paraprofessional Review vendor contracts and extract the contract details and noticing 

information to facilitate reporting of contracts in Schedules of Assets 

and Liabilities and noticing requirements.

$305 51.7 15,768.50 

Sean A Kuhl Analyst Supported development of claims and contracts web tool. $240 0.1 24.00 

 5,636.2 3,965,614.00 

Less 100% Travel Fees (567,699.50)

$ 3,397,914.50

Total Professional Hours and Fees

Total Professional Fees

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1/29/2019 - 2/28/2019

EXPENSE CATEGORY AMOUNT

Airfare $ 84,610.28 

Airfare Change Fees 2,799.56

Airfare Service Charge 3,885.84

Cab Fare/Ground Transportation 21,692.05

Computer Supplies / Support 108.24

Lodging 169,599.35

Meals 14,916.41

Meals - Engagement Team 5,048.04

Other 256.37

Parking & Tolls 1,415.85

Postage/Messenger/Courier 25.5

Rental Car 83.91

Supplies 14.54

TOTAL EXPENSES $ 304,455.94 

Exhibit C

AP SERVICES, LLC

Sumary of Expenses - Pacific Gas and Electric Company, et al.

For the Period January 29, 2019 - February 28, 2019

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