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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)

FIRST SUPPLEMENTAL DECLARATION

AND DISCLOSURE STATEMENT OF 

STEPHEN KAROTKIN PURSUANT TO 

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

2014(a) AND 2016 ON BEHALF OF 

WEIL, GOTSHAL & MANGES LLP 

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# 1861 Filed: 05/06/19 Entered: 05/06/19 16:22:55 Page 1 of

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Weil, Gotshal & Manges LLP

767 Fifth Avenue

New York, NY 10153-0119

Pursuant to 28 U.S.C. § 1746, I, Stephen Karotkin, hereby declare as follows:

I am a member of the firm of Weil, Gotshal & Manges LLP (“Weil” or the “Firm”), an

international law firm with principal offices at 767 Fifth Avenue, New York, New York 10153; regional

offices in Washington, D.C.; Houston and Dallas, Texas; Miami, Florida; Boston, Massachusetts;

Princeton, New Jersey; Redwood Shores, California; and foreign offices in London, United Kingdom;

Warsaw, Poland; Frankfurt and Munich, Germany; Paris, France; and Beijing, Hong Kong and Shanghai,

China.

I submit this declaration (this “Declaration”) as a supplement to my Declaration, dated March 

13, 2019 (the “Original Declaration”), filed in support of the 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 Weil, 

Gotshal & Manges LLP as Attorneys for the Debtors Effective as of the Petition Date [Docket No. 864]

(the “Weil Retention Application”).

This Declaration has been prepared in accordance with the Original Declaration, which provides 

that Weil will supplement the disclosures in the Original Declaration to the extent required as a result of 

any new material relevant facts or relationships becoming available during these Chapter 11 Cases.1

As stated in the Original Declaration, a general inquiry was sent by electronic mail to all Weil 

personnel (attorneys and staff) to determine whether any such individuals or any members of their 

households (i) own any debt or equity securities of the Debtors; (ii) hold a claim against or interest 

adverse to the Debtors; (iii) are or were officers, directors, or employees of the Debtors or any of their

affiliates or subsidiaries; (iv) are related to or have any connections to Bankruptcy Judges in the Northern 

District of California; or (v) are related to or have any connections to anyone working in the Office of 

the United States Trustee for the Northern District of California. Since the filing of the Original 

Declaration, I received an additional response to the general inquiry that is being disclosed out of an 

abundance of caution. It has come to my attention that a Weil attorney’s father is employed by the 

Debtors and holds equity securities of the Debtors as part of his compensation arrangements. This Weil 

 1 Capitalized terms used but not defined herein shall have the meanings set forth in the Original 

Declaration.

Case: 19-30088 Doc# 1861 Filed: 05/06/19 Entered: 05/06/19 16:22:55 Page 2 of

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attorney has not worked on Weil’s representation of the Debtors and does not reside in the same 

household as her father nor has she for over 19 years.

In addition, as set forth in the Original Declaration, Weil has continued to implement its Firm 

Disclosure Procedures and update the Retention Checklist. As a result, Weil is hereby supplementing its 

prior disclosures to disclose that Weil previously has represented, currently represents, and may 

represent in the future the entities (or their affiliates) set forth on Schedule 1 hereto (the “Supplemental 

Disclosure List”) in matters unrelated to these Chapter 11 Cases. The Supplemental Disclosure List 

contains entities that have not been previously disclosed and were not captured in the list of Potential 

Parties in Interest at the time of filing the Original Declaration. An entity is listed as a “Current Client” 

on the Supplemental Disclosure List if Weil has any open matters for such entity or a known affiliate of 

such entity and attorney time charges have been recorded on any such matters within the past two (2) 

years. To the best of my knowledge and information, Weil has not represented, does not represent, and 

will not represent any of such entities in matters directly related to the Debtors or these Chapter 11 Cases. 

To the best of my knowledge and information, the annual fees for each of the last two years paid to Weil 

by any entity listed on the Supplemental Disclosure List or its affiliates did not exceed 1% of the Firm’s 

annual gross revenues.

Either I or an attorney under my supervision has reviewed the connections between Weil and the 

clients identified on the Supplemental Disclosure List and the connections between those entities and 

the Debtors. In each case, it has been determined that Weil does not hold or represent an interest that is 

adverse to the interests of the Debtors’ estates and that Weil is a “disinterested person” as such term is 

defined in section 101(14) of the Bankruptcy Code, as modified by section 1107(b) of the Bankruptcy 

Code. 

 In addition, an associate of Weil who worked on Weil’s representation of the Debtors prior to 

the commencement of these Chapter 11 Cases was seconded to Centerbridge Partners, L.P. for a period 

of approximately one year beginning on April 30, 2018 and ending on April 25, 2019. I have been 

advised that during such secondment, the associate had no involvement with respect to any matters in 

any way related to the Debtors. Weil does not intend to screen this associate from Weil’s representation 

Case: 19-30088 Doc# 1861 Filed: 05/06/19 Entered: 05/06/19 16:22:55 Page 3 of

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of the Debtors given this associate’s lack of involvement at Centerbridge Partners, L.P. with respect to 

any matters involving the Debtors. 

To the extent any information disclosed herein requires amendment or modification upon Weil’s 

completion of further review or as additional material, relevant facts or relationships becomes available, 

Weil will file a further supplemental declaration stating such amended or modified information. 

Case: 19-30088 Doc# 1861 Filed: 05/06/19 Entered: 05/06/19 16:22:55 Page 4 of

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I declare under penalty of peijury that the foregoing is true and correct to the best of my 

knowledge, information, and belief. 

Dated: May 6, 2019 

Stephen "Karotkin 

Partner, Weil Gotshal & Manges LLP 

Case: 19-30088 Doc# 1861 Filed: 05/06/19 Entered: 05/06/19 16:22:55 Page 5 of

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