1 Paul S. Aronzon (#88781) Robert Jay Moore (#77498) 2 Michael I. Sorochinsky (#166708) MILBANK, TWEED, HADLEY & McCLOY LLP 3 601 South Figueroa Street, 30th Floor , California 90017 4 Telephone: (213) 892-4000 Facsimile: (213) 629-5063 5 Counsel for Official Committee 6 of Unsecured Creditors 7

8 9 UNITED STATES BANKRUPTCY COURT 10 NORTHERN DISTRICT OF CALIFORNIA. SAN FRANCISCO DIVISION 11 12 13 Case No. SF 01-30923 DM 14 In re PACIFIC GAS AND ELECTRIC Chapter 11 15 COMPANY, a California corporation, 16 DDECLARATION OF ROBERT JAY MOORE RE FIRST INTERIM 17 APPLICATION OF MILBANK, TWEED, McCLOY LLP FOR 18 HADLEY & ALLOWANCE AND PAYMENT OF 19 COMPENSATION AND REIMBURSEMENT OF EXPENSES 20 (APRIL 16, 2001 THROUGH JULY 31, 21 2001), AND SUPPLEMENTAL DISCLOSURES 22 Hearing: 23 Date: October 11, 2001 24 Time: 10:00 a.m. Place: 235 Pine Street, 2 2nd Floor CA 25 _San Francisco, 26

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MILBANK, TWEED, LA!:#6219240vi HADLEY & MCCLOY LLP ATTORNEYS AT LAW Los ANGELES ""9 Z" (' Robert Jay Moore, declare: 1 I, 2 1. I am over eighteen years of age and, if called upon, I could and would 3 Milbank, testify competently to the matters set forth herein. I am a partner in the of 4 Tweed, Hadley & McCloy LLP ("Milbank"), counsel for the Official Committee of Unsecured 5 Creditors ("Committee") in the Pacific Gas and Electric Company ("PG&E" or "Debtor") 6 chapter 11 case (the "Case"), and I am one of the attorneys responsible for Milbank's 7 my representation of the Committee in the Case. In preparing this Declaration, I have relied on 8 in personal knowledge and on my review of the billing records and files maintained by Milbank 9 the ordinary course of its business and represented to have been made by Milbank attorneys, law 10 clerks, legal assistants, case clerks, and staff substantially contemporaneously with each 11 individual's performance of services or incurrence of costs on behalf of the Committee. 12 in support of the "First Interim Application 13 2. This Declaration is submitted and Payment of Compensation And 14 of Milbank, Tweed, Hadley & McCloy LLP For Allowance 2001)" (the "First Interim 15 Reimbursement of Expenses (April 16, 2001 Through July 31, herein shall have the meanings ascribed 16 Application"). Capitalized terms not otherwise defined covers the period from 17 to them in the First Interim Application. This First Interim Application I have read 18 April 16, 2001 through arý including July 31, 2001 (the "First Application Period"). best of my knowledge 19 the First Interim Application and reviewed the exhibits thereto, and to the 20 each of the facts contained therein is true and correct. 21 3.' Milbank was selected as counsel to the Committee not only because of its 22 expertise and experience in connection with complex bankruptcies and financial reorganizations, 23 particularly those involving significant regulatory and public financing aspects, but also by 24 reason of its expertise and depth of resources in the utility, power and energy, project finance, 25 banking and institutional investment, capital markets, securitization, taxation and litigation 26 practice areas. Because of the breadth and depth of Milbank's experience, the Committee has 27 been able to look to Milbank to provide it with advice, counseling and representation in the wide 28 MILBANK. TWEED, LA1 :#6219240vl 1 HADLEY & MCCLOY LLP ATTORNEYS AT LAW Los ANGELES have been required. As the Committee's sole law firm, Milbank 1 range of areas of expertise that to interact with the numerous law firms employed by PG&E and its 2 has been able, and required, this engagement. Milbank's capacity has had the benefit of providing 3 parent in connection with to its client, the Committee, and to the estate generally. 4 great efficiency and savings

5 4. The Committee is composed of eleven (11) individual members. In order 6 to more efficiently fulfill its fiduciary duties and facilitate its functions, the Committee 7 established