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Exhibit A 

Certification 

 

Case: 19-30088 Doc# 3683-1 Filed: 08/23/19 Entered: 08/23/19 18:06:52 Page 1

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UNITED STATES BANKRUPTCY COURT 

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).

Bankruptcy Case No. 19-30088 (DM) 

Chapter 11 

(Lead Case) 

(Jointly Administered) 

CERTIFICATION OF PAUL H. ZUMBRO 

IN SUPPORT OF FIRST INTERIM FEE 

APPLICATION OF CRAVATH, SWAINE 

& MOORE LLP FOR ALLOWANCE AND 

PAYMENT OF COMPENSATION AND 

REIMBURSEMENT OF EXPENSES FOR 

THE PERIOD JANUARY 29, 2019 

THROUGH AND INCLUDING MAY 31, 

2019 

 

CRAVATH, SWAINE & MOORE LLP 

Paul H. Zumbro (pro hac vice) 

(pzumbro@cravath.com) 

Kevin J. Orsini (pro hac vice) 

(korsini@cravath.com) 

Omid H. Nasab (pro hac vice) 

(onasab@cravath.com) 

825 Eighth Avenue 

New York, NY 10019 

Tel: 212 474 1000 

Fax: 212 474 3700 

Attorneys for Debtors 

and Debtors in Possession 

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 

Case: 19-30088 Doc# 3683-1 Filed: 08/23/19 Entered: 08/23/19 18:06:52 Page 2

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I, Paul Zumbro, hereby certify that: 

1. I am a partner with the applicant firm, Cravath, Swaine & Moore LLP 

(“Cravath”), and involved in Cravath’s representation of PG&E Corporation and Pacific Gas and 

Electric Company (collectively, the “Debtors”) in connection with the above-referenced chapter 11 

cases (the “Chapter 11 Cases”). I am familiar with the Order Pursuant to 11 U.S.C. §§ 105(a) and 

331 Establishing Procedures for Interim Compensation and Reimbursement of Expenses of 

Professionals [Docket No. 701] (the “Interim Compensation Order”), the Guidelines for 

Compensation and Expense Reimbursement of Professionals and Trustees for the Northern District of 

California, dated February 19, 2014 (the “Local Guidelines”), and 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 “U.S. Trustee 

Guidelines,” and, collectively, the “Fee Guidelines”). 

2. This Certification is made in connection with Cravath’s First Interim Fee 

Application, dated August 23, 2019 (the “Application”), for interim compensation and reimbursement 

of expenses for the period commencing January 29, 2019 (the “Petition Date”) through and including 

May 31, 2019 (the “Compensation Period”). 

3. Pursuant to the Local Guidelines, I certify that: 

a. I have read the Application; 

b. To the best of my knowledge, information and belief 

formed after reasonable inquiry, except as set forth in 

the Application, the fees and disbursements sought fall 

within the Local Guidelines; and 

c. The fees and disbursements sought are billed at rates 

in accordance with those generally charged by Cravath 

and generally accepted by Cravath’s clients. 

4. I certify that the Debtors, counsel for each of the Official Committees and the 

U.S. Trustee are each being provided with a copy of the Application in accordance with the Interim 

Compensation Order. 

Case: 19-30088 Doc# 3683-1 Filed: 08/23/19 Entered: 08/23/19 18:06:52 Page 3

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5. Exhibit B to the Application compares the blended hourly rate billed by 

attorneys and paraprofessionals in Cravath’s New York office (its sole domestic office) to all matters 

during the preceding year on a rolling 12 months year ending May 31, 2019 with the blended hourly 

rate billed by attorneys and paraprofessionals to the Debtors in connection with the Chapter 11 Cases 

during the Compensation Period. Cravath does not charge a premium for bankruptcy related services 

as compared to other services. 

6. Cravath responds to the questions identified in the U.S. Trustee Guidelines as 

follows: 

Question: Did you agree to any variations from, or alternatives to, your standard or 

customary billing rates, fees or terms for services pertaining to this engagement that 

were provided during the application period? If so, please explain. 

Response: No. 

Question: If the fees sought in this fee application as compared to the fees budgeted 

for the time period covered by this fee application are higher by 10% or more, did 

you discuss the reasons for the variation with the client? 

Response: N/A. 

Question: Have any of the professionals included in this fee application varied their 

hourly rate based on the geographic location of the bankruptcy case? 

Response: No. 

Question: Does the fee application include time or fees related to reviewing or 

revising time records or preparing, reviewing, or revising invoices? (This is limited to 

work involved in preparing and editing billing records that would not be compensable 

outside of bankruptcy and does not include reasonable fees for preparing a fee 

application.). If so, please quantify by hours and fees. 

Response: This Application includes time and fees related to reviewing or revising 

time records and preparing, reviewing or revising invoices, as well as preparing the 

Retention Application and monthly fee statements. Approximately 671.10 hours 

were spent on such work under the task code “CRAV”, generating approximately 

$480,411.50 in fees sought in this Application, which amounts include the 

265.10 hours and $142,839.00 in associated fees described in the question 

immediately below. The fees under the task code “CRAV” represent less than 1.6% 

of the fees sought in this Application. Such fees are reasonable in light of the scope 

and complexity of Cravath’s work on behalf of the Debtors and are compensable in 

these Chapter 11 Cases. 

Case: 19-30088 Doc# 3683-1 Filed: 08/23/19 Entered: 08/23/19 18:06:52 Page 4

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Question: Does this fee application include time or fees for reviewing time records 

to redact any privileged or other confidential information? If so, please quantify by 

hours and fees. 

Response: Yes. Approximately 265.10 hours were spent on such work, generating 

approximately $142,839.00 in fees sought in this Application. Such fees represent 

less than 0.5% of the aggregate fees sought in this Application. 

Question: If the fee application includes any rate increases since retention: 

i. Did your client review and approve those rate increases in advance? 

ii. Did your client agree when retaining the law firm to accept all future rate 

increases? If not, did you inform your client that they need not agree to modified rates 

or terms in order to have you continue the representation, consistent with ABA 

Formal Ethics Opinion 11–458? 

Response: The Application does not include any rate increases since the Court’s 

approval of Cravath’s retention. 

Dated: August 23, 2019 

New York, New York 

 /s/ Paul H. Zumbro 

 Paul H. Zumbro 

Case: 19-30088 Doc# 3683-1 Filed: 08/23/19 Entered: 08/23/19 18:06:52 Page 5

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