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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 JANET LODUCA IN 

SUPPORT OF APPLICATION PURSUANT TO 

11 U.S.C. § 327(e) AND FED. R. BANKR. P. 

2014(a) AND 2016 FOR AUTHORITY TO 

RETAIN AND EMPLOY BERMAN AND 

TODDERUD LLP AS SPECIAL COUNSEL FOR 

THE DEBTORS EFFECTIVE AS OF 

FEBRUARY 1, 2019 

Date: July 9, 2019 

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

Place: United States Bankruptcy Court 

Courtroom 17, 16th Floor 

San Francisco, CA 94102 

Objection Deadline: July 2, 2019 

4:00 p.m. (Pacific Time)

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# 2593 Filed: 06/18/19 Entered: 06/18/19 18:03:07 Page 1 of

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Weil, Gotshal & Manges LLP

767 Fifth Avenue

New York, NY 10153-0119

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

I am the Senior Vice President and 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 in support of the Debtors’ Application 

(the “Application”)1, pursuant to section 327(e) of the Bankruptcy Code and Rule 2014(a) of the Federal 

Rules of Bankruptcy Procedure (the “Bankruptcy Rules”), for authority to employ and retain Berman 

and Todderud LLP (“Berman and Todderud” or the “Firm”), as special counsel for the Utility in the 

above-captioned chapter 11 cases (the “Chapter 11 Cases”) in litigation related to the California energy 

crisis of 2000-2001 effective as of the February 1, 2019. 

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 General Counsel. I am authorized to 

submit this Declaration on behalf of the Debtors. 

The Debtors recognize that a comprehensive review process is necessary when selecting and 

managing chapter 11 counsel to ensure that their bankruptcy professionals are subject to the same clientdriven market forces, security, and accountability as professionals in non-bankruptcy engagements. 

While Berman and Todderud was only formed in February of this year, Mr. Berman and Mr. Todderud 

have extensive experience advising and representing the Utility in matters related to the energy crisis as 

partner and counsel, respectively, at other law firms. Based on its experience and relationship with the 

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

such terms in the Application.

Case: 19-30088 Doc# 2593 Filed: 06/18/19 Entered: 06/18/19 18:03:07 Page 2 of

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Utility, I believe that Berman and Todderud is well qualified to perform the services described herein 

and in the Application efficiently and effectively.

Berman and Todderud 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 nonbankruptcy engagement. Berman and Todderud has advised me that its current customary U.S. hourly 

rates are $920 for Mr. Berman and $692 for Mr. Todderud. It is my understanding that Berman and 

Todderud reviews and adjusts its billing rates annually, typically on or around January 1 of each year. 

Berman and Todderud has advised me that it will inform the Debtors of any adjustment to its existing 

rate structure. 

I am informed by Berman and Todderud that its attorneys’ billing rates will be 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 Berman and Todderud’s retention by the 

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

I understand that Berman and Todderud’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, 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 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 expenses prior to the payment of such 

fees to outside counsel. In so doing, I assure that all requested fees and expenses are reasonable and 

correspond with necessary or beneficial services rendered on behalf of the Debtors and their estates. The 

aforementioned review and approval process does not differ when the Debtors employ outside counsel 

for non-bankruptcy matters. Moreover, Berman and Todderud has informed me that the Debtors will be 

provided with the opportunity to review all invoices and request adjustments to such invoices to the 

Case: 19-30088 Doc# 2593 Filed: 06/18/19 Entered: 06/18/19 18:03:07 Page 3 of

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Weil, Gotshal & Manges LLP

767 Fifth Avenue

New York, NY 10153-0119

extent that the Debtors determine that such adjustments are necessary and appropriate, which requests 

will be carefully considered by Berman and Todderud. 

I declare under penalty of perjury that, to the best of my knowledge and after reasonable inquiry, 

the foregoing is true and correct

Dated: June 18, 2019 

Case: 19-30088 Doc# 2593 Filed: 06/18/19 Entered: 06/18/19 18:03:07 Page 4 of

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