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BRAD BRIAN (State Bar No. 79001)

Brad.Brian@mto.com

THOMAS B. WALPER (State Bar No. 96667)

thomas.walper@mto.com

HENRY WEISSMANN (State Bar No. 132418)

henry.weissmann@mto.com

BRADLEY SCHNEIDER (State Bar No. 235296)

bradley.schneider@mto.com

MUNGER, TOLLES & OLSON LLP

350 South Grand Avenue

Fiftieth Floor

Los Angeles, California 90071

Telephone: (213) 683-9100

Facsimile: (213) 683-3702

Attorneys for Debtors 

and Debtors in Possession

UNITED STATES BANKRUPTCY COURT

NORTHERN DISTRICT OF CALIFORNIA 

SAN FRANCISCO DIVISION

In re

PG&E CORPORATION,

-andPACIFIC GAS AND ELECTRIC 

COMPANY,

Debtors.

 Affects PG&E Corporation 

 Affects Pacific Gas and Electric Company 

 Affects both Debtors

Bankruptcy Case

No. 19-30088 (DM)

Chapter 11

(Lead Case)

(Jointly Administered)

DECLARATION OF HENRY 

WEISSMANN IN SUPPORT OF 

APPLICATION OF DEBTORS TO 

AMEND ORDER PURSUANT TO 11 

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

2014(a) AND 2016 FOR AUTHORITY TO 

RETAIN AND EMPLOY MUNGER, 

TOLLES & OLSON LLP AS COUNSEL 

FOR CERTAIN MATTERS

Case: 19-30088 Doc# 3929-1 Filed: 09/18/19 Entered: 09/18/19 14:35:55 Page 1

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

I am a partner at Munger, Tolles & Olson LLP (“MTO” or the “Firm”), located at 350 S. 

Grand Ave., 50th Floor, Los Angeles, California 90071, and have been duly admitted to practice 

law in the State of California and the United States District Courts in California. 

I submit this declaration (“Declaration”) in support of Debtors’ Application to Amend 

Order Pursuant to 11 U.S.C. § 327(e) and Fed. R. Bankr. P. 2014(a) and 2016 for Authority to 

Retain and Employ Munger, Tolles & Olson LLP as Counsel for Certain Matters (the 

“Application to Amend”), which is being filed contemporaneously herewith. This Declaration 

also serves as my third supplement to my initial, first and second supplemental declarations, filed 

on April 1, 2019 [Dkt. No. 1168], April 10, 2019 [Dkt No. 1301], and June 14, 2019 [Dkt No. 

2522] in support of the Application of PG&E Corporation and Pacific Gas and Electric Company, 

as debtors and debtors in possession (collectively, the “Debtors”) in the above-captioned chapter 

11 cases (the “Chapter 11 Cases”), for authority to employ and retain MTO as their counsel for 

certain Specific Matters, effective as of January 29, 2019 (the “Petition Date”), pursuant to 

section 327(e) of title 11 of the United States Code (the “Application”).1

The Application to Amend seeks to amend the Retention Order to clarify and expand the 

scope of the Specific Matters in two respects. 

First, the Debtors have asked MTO to provide advice with regard to regulatory, corporate, 

transactional, and other legal issues associated with potential structural options in relation to 

electric distribution systems, including with respect to the recent offer by the City of San 

Francisco to purchase the Debtors’ electrical grid and related assets in the City. The Debtors and 

MTO believe that this engagement falls within the scope of the Specific Matters, including 

without limitation, advising and representing the Debtors with respect to issues arising under 

California law that may affect or relate to the Debtors’ reorganization, plan and operations 

(paragraph 3(f)), as well as other legal services in connection with the Chapter 11 cases. 

 

1 Capitalized terms used but not defined herein shall have the meaning given those terms in the 

Application or the Application to Amend.

Case: 19-30088 Doc# 3929-1 Filed: 09/18/19 Entered: 09/18/19 14:35:55 Page 2

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Nevertheless, for the avoidance of doubt, the Debtors seek a further order of this Court amending 

the Retention Order to clarify that the Specific Matters include this matter.

Second, the Debtors seek authority to retain MTO as counsel in civil litigation arising from 

the Northern California wildfires. As set out in the Application to Amend, MTO would 

immediately begin serving as co-counsel with Cravath, Swaine & Moore LLP (“Cravath”) in the 

first civil trial against the Debtors arising out of the Tubbs Fire, as to which this Court lifted the 

automatic stay on August 16, 2019. See Mem. Decision Regarding Mot. for Relief from Stay [Doc. 

No. 3571]. The Debtors would engage MTO as counsel or co-counsel in additional civil litigation 

matters (including trials) relating to the Northern California wildfires as the Debtors deem 

appropriate and in the best interests of their estates. 

MTO is recognized in Chambers USA’s top tier for litigation in California, and many of its 

litigators are individually ranked. MTO’s proposed lead trial counsel for the Tubbs Fire trial, for 

example, is Brad Brian, one of the nation’s leading trial lawyers. A Fellow in the American 

College of Trial Lawyers, Mr. Brian has successfully tried numerous high stakes and complex 

cases in Superior Court, including defending Fortress Investment Company in a five-week trial in 

a lawsuit filed by a former portfolio company and representing DoubleLine Capital and certain of 

its officers in a trial against Trust Company of the West. In addition to Mr. Brian, MTO can draw 

on a deep bench of professionals who have a wealth of trial experience in Superior Court. 

MTO’s proposed retention, moreover, is directly related to MTO’s existing representation 

of the Debtors in wildfire-related matters. Specifically, since June 2018, MTO has been advising 

and representing the Debtors in connection with potential and actual criminal investigations in 

connection with the Northern California wildfires. The Retention Order authorized MTO to 

continue this representation as well as to advise and represent the Debtors with respect in any 

related civil or administrative proceedings and to coordinate with Debtors’ counsel in any related 

civil actions. From its work on these matters, MTO has become familiar with the facts underlying 

the claims and defenses in the civil lawsuits arising out of the Northern California wildfires, 

including the Tubbs Fire.

Case: 19-30088 Doc# 3929-1 Filed: 09/18/19 Entered: 09/18/19 14:35:55 Page 3

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MTO will continue to undertake reasonable efforts to coordinate with Cravath and other 

counsel to the Debtors to avoid any unnecessary duplication of work by counsel with respect to 

this additional matter as it has done with the Specific Matters to date.

In connection with this engagement, MTO conducted a conflict check and determined that 

certain plaintiffs in the Tubbs Fire litigation are affiliates of GEICO Corporation (“GEICO”), 

including Government Employees Insurance Company, GEICO General Insurance Company, 

GEICO Indemnity Company, GEICO Casualty Company, GEICO Advantage Insurance 

Company, GEICO Choice Insurance Company, GEICO Secure Insurance Company, and GEICO 

County Mutual Insurance Company. GEICO is a current client of MTO in matters that are wholly 

unrelated to the Specific Matters or the additional matters set forth herein. GEICO has agreed to 

provide a written conflict waiver consenting to MTO’s representation of the Debtors in the Tubbs 

Fire litigation. That conflict waiver is in the process of being documented.

Another plaintiff in the Tubbs Fire litigation may be related to Starwood Capital Group 

(“Starwood”), a former client of MTO. MTO’s prior representation of Starwood was wholly 

unrelated to the Specific Matters.

I do not believe that MTO’s current representation of GEICO, or its former representation 

of Starwood, creates a conflict of interests, but I have disclosed these representations out of an 

abundance of caution.

Based on reasonable inquiry, and subject to the disclosures set forth herein and in my 

earlier declarations, I can attest that MTO does not hold an interest that is adverse to the Debtors 

or their estates with respect to the matters set forth herein.

Executed within the United States. 

DATED: September 18, 2019 By: /s/ Henry Weissmann

Henry Weissmann

MUNGER, TOLLES & OLSON LLP

350 South Grand Avenue, 50th Floor

Los Angeles, California, 90071

Telephone: (213) 683-9150

Facsimile: (213) 683-5150

Case: 19-30088 Doc# 3929-1 Filed: 09/18/19 Entered: 09/18/19 14:35:55 Page 4

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