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28 Weil, Gotshal & Manges LLP 767 Fifth Avenue New York, NY 10153-0119

WEIL, GOTSHAL & MANGES LLP

Stephen Karotkin (pro hac vice) 

(stephen.karotkin@weil.com) 

Ray C. Schrock, P.C. (pro hac vice) 

(ray.schrock@weil.com) 

Jessica Liou (pro hac vice) 

(jessica.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) 

(jkim@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 

SAN FRANCISCO DIVISION 

In re: 

PG&E CORPORATION,

 - and - 

PACIFIC GAS AND ELECTRIC 

COMPANY,

Bankruptcy Case 

No. 19 -30088 (DM) 

Chapter 11 

(Lead Case) (Jointly Administered) 

DECLARATION OF TYSON SMITH IN 

SUPPORT OF MOTION TO FILE 

REDACTED DOCUMENTS IN SUPPORT 

OF DEBTORS’ APPLICATION 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 

PRICEWATERHOUSECOOPERS LLP AS 

MANAGEMENT, TAX, AND ADVISORY 

CONSULTANTS TO THE DEBTORS NUNC 

PRO TUNC TO PETITION DATE 

[No Hearing Requested] 

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). 

Case: 19-30088 Doc# 1794 Filed: 05/01/19 Entered: 05/01/19 18:04:16 Page 1 of

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28 Weil, Gotshal & Manges LLP 767 Fifth Avenue New York, NY 10153-0119

I, Tyson Smith, pursuant to section 1746 of title 28 of the United States Code, hereby declare 

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

and belief: 

I am Senior Counsel in the Law Department at Pacific Gas and Electric Company (the “Utility” 

and, together with PG&E Corporation, the “Debtors”). I joined the Law Department in 2018 and have 

been licensed to practice in the State of California since 2003. Prior to joining the Utility, I was a partner 

at Winston & Strawn LLP from 2011 to 2018 and associate from 2005 to 2011. From 2003 to 2005, I 

was an attorney in the Office of the General Counsel, U.S. Nuclear Regulatory Commission. I hold a 

Bachelor’s degree from Vanderbilt University in civil and environmental engineering, a Master’s degree 

from Stanford University in civil and environmental engineering, and a juris doctorate from Lewis and 

Clark Law School. 

I am knowledgeable and familiar with the Debtors’ day-to-day operations and, specifically, the 

Debtors’ professional engagements with PricewaterhouseCoopers LLP (“PwC”). I am authorized to 

submit this Declaration on behalf of the Debtors. The facts set forth in this Declaration are based upon 

my personal knowledge, my review of relevant documents, and information provided to me by the 

Debtors’ other employees or the Debtors’ legal, restructuring, and financial advisors. If called upon to 

testify, I would testify to the facts set forth in this Declaration. 

 This Declaration is submitted in support of the Motion to File Redacted Documents in Support 

of Debtors’ Application 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 PricewaterhouseCoopers LLP as Management, Tax, and 

Advisory Consultants to the Debtors Nunc Pro Tunc to Petition Date (the “Motion to Redact”) filed 

concurrently herewith, which seeks authority to redact certain confidential information subject to 

attorney–client privilege and the attorney work product doctrine that is the subject of the Application 

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 Pricewaterhousecoopers LLP as Management, Tax, and Advisory Consultants to the 

Case: 19-30088 Doc# 1794 Filed: 05/01/19 Entered: 05/01/19 18:04:16 Page 2 of

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28 Weil, Gotshal & Manges LLP 767 Fifth Avenue New York, NY 10153-0119

Debtors Nunc Pro Tunc to Petition Date (the “PwC Retention Application”), filed concurrently 

herewith.1

 PwC performed a number of engagements for the Debtors prior to the Petition Date and PwC has 

developed valuable institutional knowledge about the Debtors’ businesses, operations, accounting 

systems, and other material information. PwC is party to a number of contracts with the Debtors; 

however the Debtors are only seeking to redact information from nine of such contracts. Redacted copies 

of the MSA Contracts and Engagement Letters are annexed to the Bowman Declaration. 

 In addition to the relevant terms governing PwC’s work and other critical services that have been, 

and will continue to be, performed by PwC for the benefit of the Debtors (which are described in detail 

in the PwC Retention Application), certain MSA Contracts and Engagement Letters describe work to be 

performed at the direction of counsel and information subject to the attorney–client privilege and the 

attorney work product doctrine. The Debtors have narrowly tailored their request to redact by limiting 

the redactions to information subject to the attorney–client privilege and the attorney work product 

doctrine, rather than all commercially sensitive information. Therefore, the Debtors seek to file certain 

MSA Contracts and Engagement Letters with the limited redactions described above. 

 

1

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

in the PwC Retention Application. 

Case: 19-30088 Doc# 1794 Filed: 05/01/19 Entered: 05/01/19 18:04:16 Page 3 of

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

and correct. 

Dated: May 1, 2019 

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Respectfully submitted, � 

By�� r?.�((, 

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Tyson Smith 

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