1 WEIL, GOTSHAL & MANGES LLP

Stephen Karotkin {pro hac vice)

(stephen.karotkin@weil.eom)

Jessica Lion {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

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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

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Attorneysfor Debtors

14 and Debtors in Possession

IN THE UNITED STATES BANKRUPTCY COURT

FOR THE NORTHERN DISTRICT OF CALIFORNIA

SAN FRANCISCO DIVISION

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17 In re: Case No. 19-30088 (DM)

Chapter 11

(Lead Case)

(Jointly Administered)

18 PG&E CORPORATION,

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- and -

20 PACIFIC GAS AND ELECTRIC

COMPANY, 21

SUPPLEMENTAL DECLARATION OF

RANDALL E. MEHRBERG IN SUPPORT

OF APPLICATION PURSUANT TO 11

U.S.C. § 327(e) AND FED. R. BANKR. P.

2014(a) AND 2016 FOR ORDER

AUTHORIZING THE DEBTORS TO

RETAIN JENNER & BLOCK LLP AS

SPECIAL CORPORATE DEFENSE

COUNSEL NUNC PRO TUNC TO THE

PETITION DATE

22 Debtors.

23 Affects PG&L Corporation

Affects Pacific Gas & Llectric Company

X Affects both Debtors

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* Allpapers shall befiled in the Lead Case,

26 No. 19-30088 (DM).

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Case: 19-30088 Doc# 2547 Filed: 06/14/19 Entered: 06/14/19 12:36:52 Page 1 of

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1 I, Randall E. Mehrberg, hereby deelare:

I am a partner ofJenner & Bloek LLP (“Jenner & Block” or the “Firm”), a law firm with

offiees in Chicago, Illinois; New York, New York; Washington, D.C.; Los Angeles, California;

and London, United Kingdom. I am currently resident in Jenner & Block’s Chicago office, located

at 353 North Clark Street, Chicago, IL 60654. I am a member in good standing ofthe bar ofthe

State ofIllinois, and there are no disciplinary proceedings pending against me.

I submit this Supplemental Declaration to supplement my original declaration (the

Original Declaration”) filed in connection with the Application! ofthe above-captioned debtors

and debtors in possession (collectively, the “Debtors”), for an order, pursuant to section 327(e) of

title 11 ofthe United States Code (the “Bankruptcy Code”) and Rules 2014(a) and 2016 ofthe

Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”), approving the retention of

Jenner & Block as the Debtors’ special corporate defense counsel effective as ofJanuary 29, 2019

(the “Petition Date”). Unless otherwise stated in this Supplemental Declaration, I have personal

knowledge ofthe facts set forth herein.

To the extent that any information disclosed herein requires subsequent amendment or

modification upon Jermer & Block’s completion of further analysis or as additional information

regarding creditors and other parties in interest becomes available, one or more supplemental

declarations will be submitted to the Court reflecting the same.

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19 JENNER & BLOCK’S DISINTERESTEDNESS AND CONNECTIONS

20 My Original Declaration set forth information about Jenner & Block’s disinterestedness

and connections with parties in interest in these Chapter 11 Cases.

Since the filing ofmy Original Declaration, Jermer & Block identified the following parties

in interest or affiliates of parties in interest that Jermer & Block or Jermer & Block attorneys

currently represent or have represented in the last two years, in matters unrelated to the Debtors’

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

such terms in the Application.

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Case: 19-30088 Doc# 2547 Filed: 06/14/19 Entered: 06/14/19 12:36:52 Page 2 of

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1 Name of Entity

Searched

Name ofEntity and/or Affiliate

ofEntity That Is a Jenner &

Block Client

Client

Status

Relationship to

Debtors

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Brace Integrated

Services Ine.; Platinum

Scaffolding; Statewide

Traffic, Safety & Signs

Port of Oakland

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Sterling Fund Management, LLC

(affiliate ofthe searched entities) VendorsCurrent

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5 Issuer ofLetter of

Credit Port of Oakland Current

6 Morgan Stanley Capital

Group Inc.; Morgan

Stanley Bank, N.A.;

Morgan Stanley Senior

Funding

7 Beverly Wilshire Owner LP (an

affiliate ofMorgan Stanley) Current Secured Lender

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9 Crown Castle Crown Castle Current Lease Counterparty

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11 I continue to believe that: none ofJenner & Block or any partner in, counsel to, or associate

ofJenner & Block represents any entity in or in connection with these Chapter 11 Cases other than

the Debtors; Jenner & Block and I do not hold or represent an interest adverse to the Debtors; and

neither Jenner & Block nor any of its attorneys, including me, (i) is a creditor, equity security

holder, or insider ofthe Debtors, (ii) has been, within two years before the date ofthe filing ofthe

petition, a director, officer, or employee ofthe Debtors, or (iii) has any interest materially adverse

to the interests ofthe estate or any class ofcreditors by reason ofany direct or indirect relationship

to, connection with, or interest in, the Debtors, or for any other reason.

Jenner & Block’s practices encompass the representation ofmany diverse clients, some of

which may be or may become creditors or parties in interest. To the extent that, during or at the

conclusion of Jenner & Block’s employment in these Chapter 11 Cases, it discovers any facts

bearing on matters described in this Supplemental Declaration, Jenner & Block will supplement

the information contained in this Supplemental Declaration.

Based on the foregoing, I believe thatJenner & Block is a “disinterested person,” as defined

in section 101(14) ofthe Bankruptcy Code, and does not hold or represent an interest adverse to

the Debtors, as required by section 327(e) of the Bankruptcy Code, and that Jenner & Block’s

partners, associates, and special attorneys do not hold or represent any interest adverse to the

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Case: 19-30088 Doc# 2547 Filed: 06/14/19 Entered: 06/14/19 12:36:52 Page 3 of

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1 Debtors or their estates. Aecordingly, I submit that Jeimer & Block is not disqualified for

employment by the Debtors under section 327(e) ofthe Bankruptcy Code.

Pursuant to 28 U.S.C. § 1746,1 declare under penalty ofperjury that the foregoing is true

and correct to the best ofmy knowledge, information, and belief

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6 Dated: June 14, 2019

Chicago, Illinois

1 i U Randal/E. M'ehrberg

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Case: 19-30088 Doc# 2547 Filed: 06/14/19 Entered: 06/14/19 12:36:52 Page 4 of

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