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UNITED STATES BANKRUPTCY COURT

NORTHERN DISTRICT OF CALIFORNIA

-oOoIn Re:

PG&E CORPORATION AND PACIFIC 

GAS AND ELECTRIC COMPANY

Debtors.

_____________________________

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Case No. 19-30088

Chapter 11

San Francisco, California

Wednesday, May 22, 2019

9:30 AM

MOTION OF THE UNITED STATES 

TRUSTEE FOR ORDER APPOINTING 

FEE EXAMINER AND ESTABLISHING 

PROCEDURES FOR CONSIDERATION 

OF REQUESTED COMPENSATION AND 

REIMBURSEMENT OF EXPENSES 

[1370]; 

DEBTORS' MOTION PURSUANT TO 

FED. R. BANKR. P. 9006(B) AND 

9027 ENLARGING THE TIME 

WITHIN WHICH TO FILE NOTICES 

OF REMOVAL OF RELATED 

PROCEEDINGS [1738]; 

APPLICATION OF DEBTORS 

PURSUANT TO 11 U.S.C. 

SECTIONS 327(A) AND 328(A) 

AND FED. R. BANKR. P. 2014(A) 

AND 2016 FOR AUTHORITY TO 

RETAIN AND EMPLOY LAZARD 

FRERES & CO. LLC AS 

INVESTMENT BANKER TO THE 

DEBTORS EFFECTIVE AS OF THE 

PETITION DATE [891]; 

MOTION PURSUANT TO 11 U.S.C. 

SECTIONS 105(A) AND 363(B) 

AND FED. R. BANKR. P. 2002

AND 6004(H) FOR AN ORDER (A) 

AUTHORIZING DEBTORS TO 

ESTABLISH AND FUND PROGRAM TO 

ASSIST WILDFIRE CLAIMANTS 

WITH ALTERNATIVE LIVING 

EXPENSES AND OTHER URGENT 

NEEDS AND (B) GRANTING 

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RELATED RELIEF ("WILDFIRE 

ASSISTANCE PROGRAM MOTION") 

FILED BY PG&E CORPORATION 

[1777]; 

CORRECTED MOTION OF DEBTORS 

PURSAUNT TO 11 U.S.C. SECTION

1121(D) TO EXTEND EXCLUSIVE 

PERIODS ("EXCLUSIVITY 

MOTION") FILED BY PG&E 

CORPORATION [1797]; 

MOTION OF DEBTORS FOR ENTRY 

OF ORDER PURSUANT TO 11 

U.S.C. SECTION 365(D)(4) AND 

B.L.R. 6006-1 EXTENDING TIME 

TO ASSUME OR REJECT UNEXPIRED 

LEASES OF NONRESIDENTIAL REAL 

PROPERTY ("LEASE EXTENSION

MOTION") FILED BY PG&E 

CORPORATION [1805]; 

APPLICATION PURSUANT TO 11 

U.S.C. SECTIONS 327(A) AND 

328(A) AND FED. R. BANKR. P. 

2014(A) AND 2016 FOR 

AUTHORITY TO RETAIN AND 

EMPLOY PRICEWATERHOUSECOOPERS 

LLP AS MANAGEMENT, TAX, AND 

ADVISORY CONSULTANTS TO THE 

DEBTORS NUNC PRO TUNC TO 

PETITION DATE FILED BY PG&E 

CORPORATION [1791]; 

APPLICATION PURSUANT TO 11 

U.S.C. SECTION 327(A) AND 

FED. R. BANKR. P. 2014(A) AND 

2016 FOR AUTHORITY TO RETAIN 

AND EMPLOY COMPASS LEXECON, 

LLC AS ECONOMIC CONSULTANTS 

TO THE DEBTORS NUNC PRO TUNC 

TO THE PETITION DATE FILED BY 

PG&E CORPORATION [1756]; 

APPLICATION OF THE OFFICIAL 

COMMITTEE OF UNSECURED 

CREDITORS FOR ENTRY OF AN 

ORDER PURSUANT TO 11 U.S.C. 

SECTIONS 328(A) AND 1103 AND 

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FED. R. BANKR. P. 2104(A) FOR

AUTHORIZATION TO RETAIN AND 

EMPLOY FTI CONSULTING, INC. 

AS FINANCIAL ADVISOR NUNC PRO 

TUNC TO FEBRUARY 12, 2019 

[1212]

TRANSCRIPT OF PROCEEDINGS

BEFORE THE HONORABLE DENNIS MONTALI

UNITED STATES BANKRUPTCY JUDGE

APPEARANCES:

For the Debtors: STEPHEN KAROTKIN, ESQ.

MATTHEW GOREN, ESQ.

KEVIN BOSTEL, ESQ.

Weil, Gotshal & Manges LLP

767 Fifth Avenue

New York, NY 10153

(212)310-8000

For Ad Hoc Committee of 

Subrogation Claims:

MATTHEW A. FELDMAN, ESQ.

(Telephonically)

Willkie Farr & Gallagher LLP

787 Seventh Avenue

New York, NY 10019

(212)728-8000

For Compass Lexecon, LLC: ALBERT TOGUT, ESQ.

Togut, Segal & Segal LLP

One Penn Plaza

Suite 3335

New York, NY 10119

(212)594-5000

For Official Creditors' 

Committee:

GREGORY BRAY, ESQ.

Milbank LLP

2029 Century Park East

33rd Floor

Los Angeles, CA 90067

(424)386-4000

DENNIS F. DUNNE, ESQ.

Milbank LLP

55 Hudson Yards

New York, NY 10001

(212)530-5000

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For Gov. Gavin Newsom and 

the Department of Finance 

for the State of 

California:

PETER M. FRIEDMAN, ESQ.

O'Melveny & Myers LLP

1625 Eye Street, NW

Washington, DC 20006

(202)383-5300

For Professor Bruce A. 

Markell:

SCOTT H. MCNUTT, ESQ.

324 Warren Road

San Mateo, CA 94402

(415)760-5601

For the Ad Hoc Committee 

of Senior Unsecured 

Creditors of PG&E:

ABID QURESHI, ESQ.

Akin Gump Strauss Hauer & Feld LLP

One Bryant Park

Bank of America Tower

New York, NY 10036

(212)872-1000

For PG&E Shareholders: BRUCE S. BENNETT, ESQ.

Jones Day

555 South Flower Street

Fiftieth Floor

Los Angeles, CA 90071

(213)489-3939

For Official Committee of 

Tort Claimants:

CECILY A. DUMAS, ESQ.

ROBERT A. JULIAN, ESQ.

Baker & Hostetler LLP

11601 Wilshire Boulevard

Suite 1400

Los Angeles, CA 90025

(310)820-8800

For SLF Fire Victim 

Claimants:

GERALD SINGLETON, ESQ.

Singleton Law Firm, APC

115 West Plaza Street

Solana Beach, CA 92075

(760)697-1330

For the Office of the 

United States Trustee:

MARTA E. VILLACORTA, ESQ.

U.S. Department of Justice

450 Golden Gate Avenue

Suite 05-0153

San Francisco, CA 94102

(415)252-2062

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HANNAH M. MCCOLLUM, ESQ.

U.S. Department of Justice

844 King Street

Suite 2207, Lockbox 35

Wilmington, DE 19801

For the U.S. Department of 

Justice, Civil Division:

MATTHEW J. TROY, ESQ.

U.S. Department of Justice

P.O. Box 875

Washington, DC 20044

(202)514-9038

Court Recorder: JANE GALVANI

 United States Bankruptcy

Court

450 Golden Gate Avenue 

16th Floor 

 San Francisco, CA 94102

Transcriber: SUZANNE BALDRIDGE

 eScribers, LLC

 7227 N. 16th Street

Suite #207

 Phoenix, AZ 85020

 (973)406-2250

Proceedings recorded by electronic sound recording; 

transcript provided by transcription service.

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SAN FRANCISCO, CALIFORNIA, WEDNESDAY, MAY 1, 2019, 9:31 AM

-oOo-

(Call to order of the Court.)

THE CLERK: All rise. Court is now in session. The 

Honorable Dennis Montali presiding.

THE COURT: Morning. Did you see this? We have 

standing, sitting. Most people sitting. The people who are 

standing, you're welcome to stand, but you're also welcome to 

go to the overflow courtroom. We have some housekeeping 

matters this morning, and before we come to the motion that 

will probably get more attention, you're free to come back in. 

But if you want to stand, that's okay, too, but don't stand in 

front of other people that are trying to look. That's my only 

request.

THE CLERK: Matter of PG&E Corporation.

THE COURT: Morning, Mr. Karotkin.

MR. KAROTKIN: Morning, Your Honor.

THE COURT: Do you mind if we take care of the 

housekeeping matters before -- I mean, the uncontested matters? 

Or -- is that right?

MR. KAROTKIN: Correct, sir. Yes, thank you, sir.

THE COURT: I can go through the --

MR. KAROTKIN: Stephen Karotkin -- sorry.

THE COURT: Yeah. Go ahead.

MR. KAROTKIN: Weil -- for the record, Stephen 

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Karotkin, Weil, Gotshal & Manges for the debtors.

THE COURT: So I think I can just dispose of several 

of them --

MR. KAROTKIN: Sure.

THE COURT: -- right down my list unless you want to 

do it a different way.

MR. KAROTKIN: Nope. Nope.

THE COURT: I mean, not exactly on the calendar is the 

stipulation between the unsecured creditors and the tort 

committee on -- with Epiq. That's fine. I'm happy with that. 

I appreciate the way it was worked out.

MR. FELDMAN: Your Honor, I apologize for interrupting 

so early. This is Matthew Feldman from Willkie Farr & 

Gallagher on behalf of the ad hoc committee of subrogation 

claims.

THE COURT: Yes, sir.

MR. FELDMAN: Your Honor, we have no objection to that 

stipulation, but we would ask that if there's going to be an 

order approving it separate from the stipulation, that it be 

settled, including with us. There are some factual assertions 

made in some of the pleadings that we wouldn't necessarily 

share. We didn't want to burden the record with an objection, 

but we would not want any findings of fact to be contained in 

any final order on that.

THE COURT: Well, I'm not a fan of extra findings of 

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fact. Your term "settled" is kind of a New York term, but 

we'll -- that's fine. You should -- you'll get a chance to 

look at the proposed order submitted by counsel. So that --

MR. FELDMAN: Thank you, Your Honor.

THE COURT: That takes care of that one. On the 

following matters, we'll dispose of them without any 

discussion.

There's a motion for extending the time for notices of 

removal of related proceedings. There was an objection by one 

creditor. I'm not going to take time with that objection. I'm 

going to overrule it. It's not really going to the merits. So

that motion will be granted. And Mr. Karotkin, you can go 

ahead and see to it that we get the order on that.

MR. KAROTKIN: Yes, sir. Thank you.

THE COURT: Similarly, on the motion for extension of 

leases, a similar objection by the one creditor group, the 

Singleton Law Firm. Again, it doesn't -- their objection is 

noted, but it's not going to the merits. And there's not 

purpose to be served by taking time on it, so I'll overrule 

that objection. Again, I'm not overruling it in the sense that 

I'm insensitive to it. I'm overruling because it's simply not 

relevant to that motion.

On the professionals, there appear to be no objections 

to the Lazard Freres application, and I'm satisfied with that. 

I'll approve that one.

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On the FTI and Compass Lexecon, I appreciate the 

United States Trustee and the tort committees coming to a 

resolution of that, and that's a good result. And I will agree 

that I have no objection if the debtor chooses to withdraw the 

Compass Lexecon application so that -- if the employment of 

that organization is consistent with the debtors' wishes but 

without a formal order under Section 327. 

But I have a request for both Compass Lexecon and FTI, 

and I would appreciate -- and I read carefully the thoughtful 

statements by counsel for both parties and the expressions of 

response to the questions I raised and others. I would like an 

officer or a responsible person of each of those two entities 

just to file a simple statement that, on behalf of his or her 

respective organizations, they adopt the arguments of their 

counsel and comply with them or agree to -- I'm not going to 

make it formal like agree to be bound, just they acknowledge it 

and they will act consistently with that. That shouldn't be a 

problem.

MR. KAROTKIN: Counsel has nodded their heads.

THE COURT: Fine.

MR. KAROTKIN: I'll note that on the record.

THE COURT: What? Heads or head?

MR. DUNNE: Heads. For FTI --

MR. TOGUT: I'll say formally. Al Togut, Togut, Segal 

& Segal for Compass. That's fine with us.

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THE COURT: Okay. Fine. And I'm sure that's -- if 

FTI has an objection, they can be heard.

MR. DUNNE: It's fine with FTI as well, Your Honor.

THE COURT: I didn't think so. On the motion for fee 

examiner, is Prof. Markell either here -- I don't see him -- or 

in the courtroom? Oh, his counsel.

MR. MCNUTT: Morning, Judge Montali. Scott McNutt 

appearing on behalf of Prof. Bruce A. Markell.

THE COURT: So is he on the phone today?

MR. MCNUTT: He's not on the phone today. He's at the 

ALI and is --

THE COURT: I don't care where he is. He's not here. 

I have a couple questions for him, though.

MR. MCNUTT: Okay.

THE COURT: And I would -- I mean, I'm not resisting 

the motion, and I will grant. 

I wanted him to explain, not only for my benefit, for 

nonlawyers or others who are monitoring this proceeding, to 

explain in layman's terms, in a few words, what he is actually 

going to be doing. And Mr. McNutt, I have to then add, and why 

does he need counsel? So I will take it as a brief written 

statement from him. And again, I don't intend to deny the 

request. I don't intend to say that you can't act as his 

counsel. But I'd like an explanation of why a fee examiner 

needs counsel. And more importantly -- and really, I don't --

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I know Prof. Markell. He is a scholar. He probably could 

knock out a fifty-page law review if I asked him to. I'd like 

about three paragraphs of what he envisions and how he 

envisions carrying out his duties. And as soon as I see that, 

I intend to sign the order. Okay?

MR. MCNUTT: Very good, Your Honor. May I intrude a 

couple of questions?

THE COURT: Sure.

MR. MCNUTT: Or observations. He will do that, and I 

believe it will be to your satisfaction. As soon as this 

motion was filed, Prof. Markell started working. First, he 

hired an analytics firm.

THE COURT: Well, I know that. He made that -- I 

mean, that's explained in his papers.

MR. MCNUTT: I'm just explaining. I don't want 

anything from the Court. I just want to say what we've done 

and what we intend to do in the next few days.

THE COURT: Okay.

MR. MCNUTT: He's hired a data analytics firm. I hope 

I can tweak with the U.S. Trustee the order so that the debtor 

can immediately pay the start-up costs Prof. Markell requires 

to get moving. He spent considerable time drafting the

protocol, which is the core controlling document --

THE COURT: Uh-huh.

MR. MCNUTT: -- of his employment. The U.S. Trustee 

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has looked at that, has made some comments. They've been 

incorporated. It's Prof. Markell's hope that this can be a 

cooperative and constructive process, and he hopes he can have 

a meeting where he distributes the protocol and discusses it 

with counsel, whose fees will be reviewed. He hopes he can do 

that in the next few days. 

There will then follow a motion to amend the interim 

procedures order to incorporate the protocol so that there's 

one --

THE COURT: Do you mean to amend our case procedures 

order?

MR. MCNUTT: It'd be --

THE COURT: Or a separate order?

MR. MCNUTT: The procedures order regarding payment of 

interim compensation --

THE COURT: Oh, okay. Fine. All right. 

MR. MCNUTT: -- so that there's one self-executing 

document.

THE COURT: You don't need to file a formal motion. 

If the U.S. Trustee signs off on modification of that, that's 

fine. I mean, again, the U.S. Trustee is here, your 

counterparty here. So if the --

MR. MCNUTT: Well, I -- I'm sorry, Your Honor.

THE COURT: If the U.S. Trustee is satisfied with 

whatever changes you and Prof. Markell wish to make and the 

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debtors and anybody else wants to be heard on, and the U.S. 

Trustee approves it, that's fine with me.

MR. MCNUTT: And we --

THE COURT: I'm just saying we don't have to wait with 

a calendar item. It can just be done an ex parte basis.

MR. MCNUTT: And then we can submit an amended order.

THE COURT: Yeah. Yes.

MR. MCNUTT: Okay, Your Honor.

MR. KAROTKIN: Your Honor, we, of course, would like 

to have a look at that.

THE COURT: Right. Absolutely. Yeah. The debtor --

obviously, the debtor but the committees, the two 

committees should be consulted on anything like that. And 

that's not to say that there aren't other professionals, but we 

can't take time to have them all. The principal players should

just sign off on any revision to that order. 

MR. MCNUTT: I'm feeling the Court's pressure to move 

on.

THE COURT: No.

MR. MCNUTT: I want to state more clearly, Prof. 

Markell wants this to be a cooperative process. He intends to 

circulate this protocol to all the principal law firms and the 

committees, solicit their input, and maybe even hold a meeting 

or two to get their input before it becomes a final document. 

That's his objective.

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THE COURT: Okay. But I mean, I hope it will be done 

by telephone conference or something and not huge expense. We 

don't want professionals flying across the country to have a 

meeting to talk about how to be efficient in being 

professionals. Right?

MR. MCNUTT: Prof. Markell is acutely aware of that 

and wants to do it in the most time-efficient and inexpensive 

way possible.

THE COURT: Okay. Anything else? Thank you.

MR. MCNUTT: Thank you, Your Honor. 

THE COURT: All right. I look forward to seeing a 

brief statement from him and the order authorizing employment,

and then we'll deal with the other matter later.

MR. MCNUTT: Very good, Your Honor. Thank you.

THE COURT: Okay. The next on my list is the 

PricewaterhouseCooper's -- I'm not -- motion. I'm not aware of 

any objections to that. The only thing that I need corrected 

in that is to make sure that the order is consistent with the 

other orders for other professionals that does not include -- I

mean, it needs to exclude negligence from the indemnity 

provision, the same way it's been done in all the other orders.

MR. KAROTKIN: Yes, sir.

THE COURT: I presume that's not a problem. If it is 

a problem, I guess I won't be signing the order. And then the 

last one --

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MR. KAROTKIN: It's certainly not a problem for me.

THE COURT: I didn't think so. And the last thing --

and we've already dropped this from calendar, but in case 

there's anyone on the phone or in court who expected to be 

heard on the motion to remand the adversary proceeding in the 

JH Kelly matter v. AECOM, if there's no -- we've taken that off 

calendar, so we're done. 

And that leaves the two remaining ones. And Mr. 

Karotkin, I'll leave it to you to decide and let me know how 

you want to proceed. We have exclusivity and the wildfire

assistance program. Which way do you want to go?

MR. KAROTKIN: We would start with the exclusivity 

motion, sir. 

THE COURT: Okay. Well, let's just ask -- I mean, I'm 

familiar with it, and I presume some of you are aware of what 

I've done with the exclusivity motion in the prior case; if 

you're not, you should be. But Mr. Karotkin, you don't 

disagree, do you, that if I -- whether I grant an extension of 

four months or seventy-five days or six months, there can 

always be a motion to shorten that time and the debtor has a 

right to be heard? But I can ultimately shorten it back down 

again if there's a reason to. You don't disagree with that, do 

you? 

MR. KAROTKIN: That is exactly what the statute says.

THE COURT: Well, that's what I think. But I -- but 

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also, I think that way back when, when this provision went into 

law, there was some confusion at some courts about whether you 

could shorten it, lengthen it, lengthen again. Of course, 

you'll recall that the law changed and, in the 2001 PG&E case, 

there wasn't the 180 --

MR. KAROTKIN: Right.

THE COURT: -- I mean the year-and-a-half deadline 

that's on there now. So --

MR. KAROTKIN: In fact, Your Honor, the order -- the 

proposed order that we submitted expressly provides for what 

you just said.

THE COURT: Yeah, I don't always get to the proposed 

orders to prepare for these motions, because sometimes they 

change so quickly. But I appreciate that you're acknowledging 

what I believe to be the law. 

And so the question is, therefore, really to hear from 

the objectors as to why it's so important to them to either 

reduce the time or to eliminate the time. I understand the 

debtors' position and you don't need to explain it. If you 

want to make some comments or whatever, I'll certainly be happy 

to hear from you. And I --

MR. KAROTKIN: Well --

THE COURT: -- I did read your response to the --

MR. KAROTKIN: And --

THE COURT: -- objections.

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MR. KAROTKIN: I -- I'll save my time for response, 

then, Your Honor. I think that you really did put your finger 

on it. And I think that, as we said in our pleadings, there 

are two fundamental gating items here; one is the 

legislation -- the legislative and regulatory relief that is 

critical to any plan process, as the governor acknowledges 

quite explicitly in his pleading, as well as dealing with the 

wildfire claims and the aggregate liability that has to be 

addressed in a plan. Two fundamental gating items to the plan

negotiation formulation and filing process. 

You, Your Honor, yourself has noted -- have (sic)

noted, I think every time we've been in this courthouse, the 

size and complexity of these cases. We think that the 

requested extension recognizes the reality of these cases. We 

think it's appropriate. Again, as you noted, people are free 

to come in at any time and file a motion to shorten that time. 

We believe that that is a realistic time frame. In 

fact, if you look at what the governor said, legislation, if at 

all, is not going to be considered until sometime this summer. 

And I would say, if you were to look at what happened with 901, 

that was very, very late -- SB-901, very, very late in the 

legislative --

THE COURT: Right. Right.

MR. KAROTKIN: -- process, well into September, the 

governor suggesting an extension of seventy-five days, which 

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doesn't really even get us there, to where we need to be to 

really in earnest engage in the plan negotiation and 

formulation process. 

And with respect to the claims, as you yourself know, 

the campfire was very recent. The claims information has not 

been developed with respect to not only the campfire but 

largely with respect to the September -- I'm sorry, the fall 

2017 fires as well. Yes, there is a database that the 

plaintiff lawyers have told us they prepared with respect to 

the 2017 fires. So far, they're not willing to give us access 

to that. 

We have filed a motion to establish a bar date for 

September 19th and to get additional claims information with a 

proposed form that we are asking the Court to consider. The 

tort committee and the plaintiff lawyers are resisting that as 

well. 

I will say, Your Honor, that we do have a meeting 

scheduled with them after this court hearing today, to speak 

with them about the bar date and the information necessary to 

move forward and to get these cases to a point where a feasible 

plan can be confirmed and proposed. And I'm hopeful we can 

make progress with them. But to date, there is a total lack of 

information sufficient to even move forward with them on the 

negotiation process.

Now, I will note that we have moved forward in the 

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mediation process with the public entities and with the 

subrogation claimants, whose claims information is much, much 

more advanced. The subrogations know exactly how much -- the 

subrogation claimants know exactly how much they have paid, so 

we can have more substantive discussions with them. And the 

public entities have a much greater fix on the potential 

liability that they believe the debtor's liable for. That's 

not the case with the plaintiffs, and they have acknowledged 

that to us. 

We want to work with them to try to get that 

information on a consensual basis. And again, as I said, we're 

meeting with them this afternoon to try to make progress in 

that regard; if not, we will be back before you. There is a 

hearing on the bar date, on June 11th.

THE COURT: Right. 

MR. KAROTKIN: But again, the earliest a bar date will 

be established in these cases is in September. And as we said 

in our pleadings and as I emphasize again today, we're trying 

to be realistic here about an appropriate extension. 

Shortening the bar date is not going to cause the legislature 

or the CPUC to do anything; I can assure you of that. 

Shortening the bar -- I'm sorry, not -- shortening the 

exclusive period is not going to cause them to act more 

quickly. And really all that's going to result in, Your Honor, 

is additional motion practice in this court to extend it. 

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So I think, again, what you said is directly on point. 

If they think we're not making progress, if they think we're 

not acting appropriately, if they think we're bad actors during 

the Chapter 11, they can come back before you.

THE COURT: One of the things that I found frustrating 

a long time ago as a lawyer is, when judges complained to me, I 

haven't seen you lately, why isn't anything going on -- and I 

was very frustrated because lots of things go on, but not in 

front of the court. And you just made reference to subrogation 

claimants and public-entities claimants. That's all going on 

behind the scene. There's been nothing before me; right? 

MR. KAROTKIN: Well, because that's being done on a --

THE COURT: And that's --

MR. KAROTKIN: -- that's all subject to 

confidentiality. 

THE COURT: And that's the way it should be.

MR. KAROTKIN: Yes.

THE COURT: I'm just confirming that you just made 

reference to two processes that are underway, that you know 

well, and many others, but I don't and the public perhaps 

doesn't. 

Why don't you say one thing for me; I think I know the 

answer, but I'd like it for the benefit of your opponents here 

today, and the public. And that is this: what is the risk to 

your clients if I terminate exclusivity or break it at this 

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point? 

MR. KAROTKIN: Well --

THE COURT: What -- in other words, I have the word 

"optics", but there are optics in this case. So what does it 

mean to you, as principal counsel, if all of a sudden 

exclusivity is terminated? 

MR. KAROTKIN: Your Honor, one thing I think you've 

noted is that, since the inception of these cases -- and in 

fact, we have to give two weeks' notice before we --

THE COURT: I know. 

MR. KAROTKIN: -- file these cases. 

THE COURT: And FERC --

MR. KAROTKIN: We had the --

THE COURT: -- appreciated that; didn't it? 

MR. KAROTKIN: That was a unique circumstance; let's 

put it that way. 

We have made enormous strides in stabilizing the 

business operations, getting the necessary financing, dealing 

with our business partners, getting back trade credit, and

addressing those issues that are fundamental to ongoing 

operations. If you were to terminate exclusivity, that would 

be a fundamental crisis in confidence as to where these cases 

were going: have the debtors lost control, what's going to 

happen, what will happen with the DIP facility, will that cause 

a default, will there be a run on the bank because of that 

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uncertainty.

The debtors are entitled, under Section 1121, Your 

Honor, to an opportunity to propose a plan; a reasonable 

opportunity to do so. Terminating exclusivity will deprive 

them of that opportunity. 

THE COURT: Well, I mean --

MR. KAROTKIN: But --

THE COURT: -- again, I want to distinguish between 

what will really happen and what will the perception be, 

because --

MR. KAROTKIN: And I --

THE COURT: -- I can't --

MR. KAROTKIN: Well, Your Honor, you know that you'll 

be faced with a chaotic situation. The worst thing that can 

happen in a case is competing plans. I don't know if you've 

ever been involved with that. 

THE COURT: Did you know what I did in the first case? 

MR. KAROTKIN: That you -- after a while, yes, you 

terminated and there were --

THE COURT: And allowed a --

MR. KAROTKIN: -- competing plans. 

THE COURT: -- competing plan to be filed. 

MR. KAROTKIN: After a while.

THE COURT: Four months. One extension.

MR. KAROTKIN: Okay, well, again, people are free to 

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come in at any time.

THE COURT: No, I understand.

MR. KAROTKIN: But I think the debtors are -- in a 

case like this, the debtors are entitled to, at the very least, 

an initial extension --

THE COURT: No, Mr. Karotkin --

MR. KAROTKIN: -- particularly --

THE COURT: -- excuse me; I'm not trying to say I'm

just going to do what I did before. What I'm telling you is 

really I'm agreeing with you. I was persuaded in the prior 

case, only when a creditor with standing, with an outline of a 

real plan, not some crazy pie-in-the-sky concept -- and I 

extended -- or broke the exclusivity for that creditor. And we 

had a hearing when that creditor showed me why it thought its 

plan could get past -- out of the -- out of the starting gate. 

And that's what happened.

And so my question to you is, then, if we did it now,

wouldn't you be faced with that -- a crisis of competence and 

perhaps the need to fend off plans that don't have a hope of 

ever getting past the -- getting to first base?

MR. KAROTKIN: Yes, well, I thank you for that because 

I think that it's absolutely clear that nobody can file a 

feasible plan, nobody, until -- what the governor himself 

acknowledges is that the legislative reform and the regulatory 

reform is enacted so that people dealing with this company know 

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the risk profile they're dealing with --

THE COURT: Well, I know what you agree --

MR. KAROTKIN: -- so that --

THE COURT: But isn't it true, if the legislature 

takes a term and goes off in a different direction, you just 

have to deal with it that way?

MR. KAROTKIN: Again, and then --

THE COURT: That's their --

MR. KAROTKIN: -- hopefully we will --

THE COURT: That's the legislature's decision. 

MR. KAROTKIN: Exactly. But hopefully the governor's 

commitment to finding a solution to the problem that'll assure 

this debtor's -- not only this debtor's long-term viability but 

the other utilities' --

THE COURT: Other debtors'. Um-hum.

MR. KAROTKIN: I think that, until we have more 

clarity on that, nobody can propose a plan that's feasible 

here. 

As the governor said in the task force, it's an 

untenable situation we're faced with -- those were his words: 

an untenable situation -- that PG&E and the other utilities are 

faced with, that has to be addressed if the utilities in this 

state will be able to operate effectively and attract the 

capital they need not only for operations but to address the 

wildfire risk going forward. 

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THE COURT: Okay. We have oppositions from the TCC, 

from the governor's office, from official creditors' committee, 

from, I guess, the City of San Francisco. And Joanne (ph.), 

why don't I go down with the people who are sort of in the 

debtor's camp. Is anyone from the -- counsel for the governor 

wish to be heard? And if you don't want to be heard, that's 

okay, but -- here. Good morning. 

MR. FRIEDMAN: Good morning, Your Honor. Peter 

Friedman from O'Melveny & Myers --

THE COURT: Good morning, Mr. Friedman. 

MR. FRIEDMAN: -- on behalf of Governor Newsom's 

office. Your Honor, my pro hac is pending but has not been 

granted.

THE COURT: We're not worried about it. 

MR. FRIEDMAN: Thank you, Your Honor. Your Honor, the 

governor has a broad array of policy concerns that are bigger 

than PG&E. But as Mr. Karotkin addressed, PG&E's bankruptcy 

obviously implicates those concerns; I think the Court knows 

what they are: fair treatment of victims; assuring safe and 

reliable service; addressing climate change; meeting renewable 

goals. And I think everybody in the case has acknowledged that 

in some way the government's approach to these macro issues are 

going to define the options for PG&E. But I think it's 

important to be really clear that a public-policy solution does 

not involve bailouts or letting PG&E stakeholders -- and its 

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stakeholders walk away from the damage that's already been 

done. Equity holders and other financial parties are going to 

need to bear the consequences of their investment decisions and 

the actions of the utility.

Mr. Karotkin also mentioned the governor is working 

on -- with the state legislature to address a different 

framework for how California deals with wildfire liability,

going forward. It started that on day one. Think the hope is 

to propose legislative solutions over the summer. 

And I think with that background, Your Honor, I 

turn -- just want to turn specifically to the motion. And I 

think our concern -- we understand the issue of not terminating 

exclusivity in its entirety today. We don't think that's 

warranted. But we do think that the best approach is not to 

force -- whether it be the governor or a creditor with a plan, 

or some other party, to come to court to force, I think, the 

potentially more disruptive issue of an immediate fight over 

termination of exclusivity, but rather to have the debtors 

continue to have to be accountable, which is why we've asked 

for --

THE COURT: Well, why -- again, I don't mean to 

challenge you on this, but where does it follow that the 

debtors aren't accountable just because of the exclusivity 

issue?

MR. FRIEDMAN: So --

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THE COURT: And you, better than I, and lots of the 

players here know what's going on behind the scenes or outside 

of the courtroom. 

MR. FRIEDMAN: Your Honor, we do think --

THE COURT: Where's the lack of accountability? 

MR. FRIEDMAN: Your Honor, we do think part of -- part 

of it is the issue you talked about: public optics.

THE COURT: Um-hum.

MR. FRIEDMAN: And we think the debtors need to show 

to the public more of what's going on, what's being done, 

progress towards quantifying wildfire liability, which is as 

much a gating issue, if not more, of a -- as a legislative 

solution to go-forward issues. And we need to understand the 

nature of the economic problem. And I think, whether it be 

seventy-five days or ninety days, the more the Court knows and 

the more the public knows on a specific timetable -- and 

parties-in-interest know on a specific timetable, the more the 

Court can assess whether it's ripe to limit the debtors' 

exclusivity or cut off the debtors' exclusivity.

We're asking for a status check as opposed to, as I 

said, the disruptive nature necessarily of seriatum motions to 

terminate exclusivity. 

THE COURT: Right. 

MR. FRIEDMAN: That may be appropriate, but we think 

the more appropriate manner right now is to say, okay, Debtors, 

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tell us where you are in seventy-five days.

THE COURT: You're aware, I take it, what I've done --

what I did in the prior case; right?

MR. FRIEDMAN: Yes, Your Honor.

THE COURT: I made it -- I made sure that there was a 

possible viable alternative, not somebody that just decides to 

take a run at it. And this case doesn't need frivolous motions 

filed by people that haven't a clue on how to make it happen.

MR. FRIEDMAN: Agreed, Your Honor, and that's --

THE COURT: Right?

MR. KAROTKIN: -- again, why we're focused on the 

status-check aspect of it rather than the "terminate now" --

THE COURT: But when --

MR. FRIEDMAN: -- or even --

THE COURT: Again, when things like the state 

legislature is a player, there's a status report called (sic) 

their actions, one way or the other; right? If the state 

government chooses to change -- let's pick one example. If 

they choose to overrule the inverse-condemnation principle, 

that's a major development. If they choose not to, that's also 

a major development; isn't it? And those are big mileposts in 

the road, aren't they? 

MR. FRIEDMAN: Absolutely, Your Honor. 

THE COURT: Right.

MR. FRIEDMAN: And we hope that -- obviously, there're 

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many different variables, but we hope by a seventy-five- or 

ninety-day-extension period rather than six months, we can sync

up the debtors' progress. And again, if it turns out that in 

ninety days the facts warrant in our view an extension of 

exclusivity, we might take a different position.

THE COURT: So -- I mean, again, I'm picking you 

because you came up first. 

MR. FRIEDMAN: I don't mind, Your Honor.

THE COURT: I know you don't. I'm not personal. --

is that it comes down to, if I grant the governor's request or 

the official creditors' committee's request, we might have a 

motion in seventy-five days, or so, to extend again, versus a 

motion to shorten, if you have a real plan. In other words, 

suppose there is a significant activity at the legislative 

level or some other level. Pick the major players: PUC;

legislature; i.e., governor's decision. Those are major 

events. And if Mr. Karotkin's sitting here six months from now 

and I note that those major changes have been made -- have 

(sic) done three months ago, I might say, what's going on, why 

aren't you doing something? 

But why is it better to have a fight to extend it, 

when there's -- when it's the same unknowns, versus an 

opportunity to shorten it if there is inaction or, 

alternatively, if the governor, the PUC, the creditors' 

committee have a viable option? 

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MR. FRIEDMAN: Your Honor --

THE COURT: Seems to me it's a question of where do we 

have this next fight. 

MR. FRIEDMAN: It is. And Your Honor, I think -- I 

acknowledge this is all, sort of, a very fluid situation as to 

what the Court believes is the right path. The governor and 

the administration believe that it's actually less disruptive 

to have people walking in, necessarily, with an immediate 

motion to terminate, and frankly, optically and stability-wise, 

better to just say, all right, in the ordinary course, Debtors, 

you're going to come back to me in sixty or seventy-five days 

or eighty days and say, here's what I've done to warrant --

THE COURT: The --

MR. FRIEDMAN: -- more time or less.

THE COURT: The bankruptcy lawyers in this room know 

the complexity --

MR. FRIEDMAN: Yes.

THE COURT: -- and the complications and the time 

frame for a simple Chapter 11 plan. It's inconceivable to me, 

if tomorrow the governor and the legislature and the CPUC all 

solved all these other problems --

(Courtroom alarm sounds.)

THE COURT: That's just a 10 o'clock thing, I believe. 

Right? 

THE CLERK: Yeah; I believe so. 

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THE COURT: It's usually on Tuesdays. For some reason 

it thinks today's Tuesday. All right, don't panic, everyone. 

-- that even if Mr. Karotkin wakes up Friday morning 

and all these problems are solved, it's going to be a long time 

before he gets the plan into the file. It's just --

MR. FRIEDMAN: Absolutely, Your Honor. And frankly --

THE COURT: -- so complicated. 

MR. FRIEDMAN: -- under those circumstances, it 

actually might warrant a longer extension of exclusivity. 

Right? If everybody comes together and things fall into place 

and Mr. Karotkin and the many other able people in this 

courtroom get to that juncture, again, the governor's 

standpoint might be quite different. But where we are now --

and not having that, and the perceived lack of progress that 

the governor sees, as we've articulated in our papers, we think 

that at this point that kind of extension isn't warranted.

THE COURT: Okay. 

MR. FRIEDMAN: If Your Honor has anything else, I'm 

happy to --

THE COURT: No, I don't. Thank you --

MR. FRIEDMAN: -- answer it, but I appreciate --

THE COURT: -- Mr. Friedman. 

MR. FRIEDMAN: -- your time. The governor appreciates 

being heard.

THE COURT: No, I appreciate your being here, too. 

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Let's go to the official creditors' committee and then 

we'll go through the -- and by the way, when I listed the 

parties who have taken positions on this, I overlooked the 

concerned shareholders. So if their counsel's here today, I'll 

certainly hear from him too. 

Good morning --

MR. BRAY: Good morning, Your Honor.

THE COURT: -- Mr. Bray. 

MR. BRAY: Gregory Bray, Milbank LLP, counsel for the 

official committee. 

THE COURT: So we're going from 75 days to 120 in your 

papers; right? 

MR. BRAY: Yes, Your Honor. Let me just begin. 

You've asked why does it matter if I go termination versus 

extension. And the lawyer's answer is it's a burden-of-proof 

issue. Right now the burden of proof is on the debtor to 

establish cause to extend exclusivity. If we had to come back 

to court, the burden is on us to establish why it should be 

terminated. 

THE COURT: Yeah, but the Exhibit A to your motion 

will be your proposed plan, because, if you don't have one, I'm 

probably not going to waste my time with it.

MR. BRAY: And I agree with you. And I'm not saying 

we would file a plan -- we're not asking the Court to terminate 

exclusivity; we're very clear --

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THE COURT: Right. 

MR. BRAY: -- about that. 

THE COURT: No, I know you're not 

MR. BRAY: And we're intimately involved with and 

aware of the many things the debtor is involved with behind the 

scenes and in front of the scenes.

THE COURT: Right. 

MR. BRAY: And we're not critical, for lack of a 

better word, of the debtors' efforts. Nonetheless, the 

committee urges the Court to shorten the time to four months, 

the reason being the end of September the legislature adjourns 

early to mid-September. The governor, as I understand it, has 

asked the legislature to act in July before the summer vacation 

or recess, however you want to call it. 

So our thinking is that by the end of September the 

debtors should be well aware of what legislative action was 

taken, wasn't taken, and the debtors should be able to at least 

articulate some ideas -- a "plan" is too strong a word -- about 

how to move this case forward.

THE COURT: Term sheet? 

MR. BRAY: A term sheet --

THE COURT: Well, that's --

MR. BRAY: -- would be ideal. 

THE COURT: -- that's what I made the CPUC do eighteen 

years ago, and they did it. 

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MR. BRAY: And this gets -- you're maybe anticipating 

my point, which is, we view the extension through the end of 

September as a checkpoint. And the Court could well decide at 

that point it should extend exclusivity further. In fact, the 

committee could say, we believe that that's the right thing, as 

well. But there may be conditions attached. An unfettered, 

unconditional six-month extension of exclusivity, in the

committee's view, is just simply too long for a case of this 

type. 

I'm going to use the word that the governor used. The 

committee does believe there should be a higher level of 

accountability and a desire to push this case forward. That's 

not, again, being critical of the debtors today. Nonetheless, 

the four months, to us, is the appropriate time for the Court 

to assess where the debtor is, what progress has been made. 

And at that time when we have a better understanding of the 

facts, what's happened, what hasn't happened, and what's 

reasonable, the Court can then decide if a further extension is 

warranted or not. 

And that's really the genesis of our argument here; 

it's not -- we're not arguing to the Court today you should 

terminate --

THE COURT: No, I know you're not. 

MR. BRAY: -- exclusivity. 

THE COURT: I mean, others are. I've got my box 

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score. I've got votes for two-and-a-half months, four months, 

zero months. 

MR. BRAY: Right.

THE COURT: Several zero months. 

MR. BRAY: Right. And we --

THE COURT: And the --

MR. BRAY: -- we tried to be --

THE COURT: -- shareholder --

MR. FRIEDMAN: -- thoughtful about the time frame we 

chose, bearing in mind the legislative process, when that would 

conclude, where this process is, where the bar date is. And to 

us it just seemed that the beginning of the fall is the -- I 

know I'm being repetitive here -- is the appropriate time to 

take measure of the progress of this debtor and decide if a 

further extension is warranted and what conditions, if any, 

should be imposed with respect to the debtors' continuation of 

exclusivity. That's all we want to see; nothing more.

THE COURT: Okay, thank you, Mr. Bray.

MR. BRAY: Thank you, Your Honor. 

THE COURT: Does the ad hoc committee want to be 

heard? I mean, I -- yeah; good morning. 

MR. QURESHI: Good morning, Your Honor. For the 

record, Abid Qureshi, Akin Gump Strauss Hauer & Feld, on behalf 

of the ad hoc committee of senior unsecured noteholders. 

Your Honor, we filed a statement. We do not oppose 

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the relief that the --

THE COURT: Right.

MR. QURESHI: -- debtors are seeking --

THE COURT: Right; I know that. 

MR. QURESHI: -- with respect to exclusivity. Your 

Honor, our understanding of the statute here accords completely 

with the Court. We are concerned by the lack of progress that 

has been made toward a plan in -- outside of this Court's 

purview, outside of the courtroom. We are concerned about 

that. We remain concerned about that. And Your Honor, if 

those circumstances don't change soon, if progress is not made 

towards a confirmable plan of reorganization here, then it is 

our expectation that in that circumstance a motion either to 

shorten whatever remains of the exclusivity period that might 

be granted today, or a motion to terminate it right away, might 

in those circumstances be appropriate. 

So we don't oppose the extension being sought now, but 

we will be watching vigilantly for progress to be made --

THE COURT: So if your ad hoc committee is concerned 

about a lack of progress, there still is no way for me to know. 

I mean, again, as I stated earlier, the fact that I haven't 

seen something on file doesn't mean there's a lack of progress. 

MR. QURESHI: That is correct, Your Honor. And I 

think that, once there is a path towards a viable and 

confirmable plan and we don't see the debtor making progress 

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toward their own plan, that would be a circumstance in which 

our group or perhaps one of the official committees might be 

back before the Court with a motion to terminate or a motion to 

shorten. And I completely understand Your Honor's point, which 

is, Your Honor can't know about that until those circumstances 

are made clear to the Court. 

We are here to say that, as of today, Your Honor, we 

are concerned with the lack of progress towards a plan.

THE COURT: Okay.

MR. QURESHI: But given the complexities of the case, 

we think that an extension is warranted but reserve the right 

to come back to shorten and/or terminate if progress isn't made 

soon.

THE COURT: Okay. Thank you very much.

MR. QURESHI: Thank you, Your Honor. 

THE COURT: And the equity committee; do we have 

appearance by counsel of the equity committee today? Mr. 

Bennett. 

MR. BENNETT: Yes, Your Honor.

THE COURT: Good morning. Sorry, I didn't identify 

your group when I went through the list, but I did read your 

papers yesterday. 

MR. BENNETT: Okay. Thank you, Your Honor. Bruce

Bennett, Jones Day, on behalf of a number of large PG&E 

shareholders.

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THE COURT: Right. 

MR. BENNETT: I'm going to skip over a number of 

things I was prepared to say. And first of all, I support Your 

Honor's approach to the motion. I also was sitting there 

thinking about objective information, from the record in this 

case, to suggest what a reasonable extension might be --

(Cell phone ringing.)

MR. BENNETT: -- as opposed to feelings about --

THE COURT: We need phones off, please. 

MR. BENNETT: -- as opposed to feelings about what

might be appropriate or what progress is being made, when, 

frankly, there wasn't a lot of evidence produced on that point.

And I stumbled upon two things, in the record in this 

case, that people can't argue about, and one of them is 

actually the absence of a record, and the second is actually a 

record that was filed. So we have a tort committee, Your 

Honor. The tort committee on your chart has proposed that 

exclusivity be terminated immediately. 

THE COURT: Right. 

MR. BENNETT: And they also cite, frankly quite 

unbelievably, the idea that there's been a lot of progress on 

quantifying wildfire claims. But when I looked through the 

record in the case, what I couldn't find was a 2019 statement 

by that committee. 

Now, I assume that everyone in this case is doing 

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their very best to comply with all of the rules of the court, 

and the rules require that the 2019 had to be filed by now and 

that the 2019, if it was at all possible to file, would 

disclose the amounts of claims being asserted by the members of 

the committee. But for whatever reason, even though we're four 

months into the case, or soon to be four months into the case, 

and even though they say that the debtors should be prepared to 

file a plan within a week, they still haven't managed to gather 

up their own claims information for their own members. I hope 

they do, and I hope they do quickly, but it would seem hard to 

argue that the debtors have enough information, in our 

position, to file a plan, when they haven't managed --

THE COURT: Aren't those --

MR. BENNETT: -- yet --

THE COURT: -- apples and oranges? I mean, I 

didn't --

MR. BENNETT: Your Honor, it's about --

THE COURT: I wasn't --

MR. BENNETT: It -- it's --

THE COURT: I wasn't aware of that --

MR. BENNETT: It's --

THE COURT: -- complaint before, but I don't know --

MR. BENNETT: It's the -- it's an objective reflection 

of the absence of one crucial piece of information, which is, 

what claims really are. That's what it is.

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THE COURT: Wait one second, please. 

THE CLERK: We lost the video connection. We need to 

place the call. We have -- to the overflow. 

THE COURT: Okay. Just short break. Yeah, we have --

we lost the video to next door. That'd just take -- she just 

has to re-place the phone line (sic). 

We lost the audio to next door, too, then, right? 

Yeah. Okay. 

Okay, Mr. Bennett, you're back on camera with me. 

MR. BENNETT: I think where I left off, Your Honor, is 

I said that I'm not seeking a sanction or complaining about the 

absence of a 2019 statement. I'm pointing out that it's an 

objective indication of the state of available information, of 

course based on the assumption, which I do think should be 

regarded as true, that everyone's trying hard to comply with 

their obligations and, if they had the information, they would 

have filed it by now.

Secondly, Your Honor, you noted that the Singleton 

firm has an objection and they too would seek to terminate 

exclusivity immediately. Well, they did file a 2019 statement, 

but it was a list of names with no numbers. And they reported, 

in their 2019 statement -- and this is a few weeks ago -- that 

of the thousands of clients that they represent, exactly thirty 

had liquidated their claims. 

So I am for rapid progress as much or more than 

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anybody else in this courtroom, but we have to understand where 

we are and where we need to go. And I also, frankly -- it

would have been great if this hearing could have been held at 

the same time as the bar-date hearing, because --

THE COURT: Well, yeah, of course. But --

MR. BENNETT: -- because it would give us some 

information about what people think is a reasonable period to 

get claims done. So consistently with the comments Mr. 

Karotkin made, we have a legislative process where -- Mr. 

Friedman was right. The governor did ask for action by July 

15th. I am fervently hoping that that's exactly what happens, 

but we all know, as Mr. Karotkin pointed out, what did happen 

with Senate Bill 901. It took until the very last day of the 

session for that to get out. And that would be September, 

which, of course, would be after the governor's proposed date.

We're looking at a bar date that'll probably be, if 

the debtor's motion is successful, in the September time frame. 

And --

THE COURT: Well, the bar date -- I mean, it --

whether I grant the debtor six months or cut zero, either way, 

the bar date's a separate inquiry.

MR. BENNETT: It's a separate inquiry.

THE COURT: So --

MR. BENNETT: It's another item on the critical path, 

Your Honor.

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THE COURT: No, that's right. Of course, it is.

MR. BENNETT: So there -- so my point being is, 

there's a lot of items on the critical path that we know today, 

absolutely, objectively are pretty far out there, whether we 

like it or not.

THE COURT: I guess I don't share with you that an 

exclusivity deadline, in a case of this complexity, is a 

critical path item like it would be in a construction project. 

You have to clear a path. You're going to put the foundation 

before you start building the floors. Here, it's almost 

inconceivable that there's going to be a plan other than what 

the debtor and/or what someone's going to put together from all 

these other forces that have to line up.

MR. BENNETT: And I agree. And I think --

THE COURT: Yeah.

MR. BENNETT: -- that, Your Honor, starting with the

six-month period, allowing parties to shorten it if 

circumstances change in the interim, accommodates what we know 

about the objective events that we have today. It's consistent 

with what the record is showing is the state of information, 

and it's consistent with what we are seeing progress likely to 

be in critical areas. So I think -- I -- this is in support of 

your approach to be -- to -- objective information in support 

of your approach for dealing with the motion.

THE COURT: Okay. Thanks, Mr. Bennett.

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MR. BENNETT: We would urge that it be granted as 

proposed by the debtors.

THE COURT: All right. All I have left from the 

opponents are those that want to shorten. So Ms. Dumas, are 

you speaking today or Mr. Julian?

MS. DUMAS: Yes, sir. 

THE COURT: Okay. Would you take up -- start with on 

behalf of the tort committee, please. And you're not -- what 

Mr. Bennett said about the 2019 statement, you cannot respond 

to that. It's not an action item for me today. If you want to 

respond, you can, but it's not relevant to today's motion. 

So --

MS. DUMAS: Well, thank you, sir. I did not intend to 

respond to Mr. Bennett's suggestion --

THE COURT: Okay.

MS. DUMAS: -- that we file a 2019 in my remarks. 

Cecil Dumas, BakerHostetler, on behalf of the official 

committee of tort claimants.

I'm here this morning with Karen Lockhart (ph.), the 

committee chair --

THE COURT: Um-hum. Right.

MS. DUMAS: -- as well as several of my colleagues. 

And I wanted to also inform the Court that a number of 

individuals who were affected by the fires elected to come to 

court. They don't want to hear about exclusivity; they want to 

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hear about an urgent needs fund. But --

THE COURT: I understand.

MS. DUMAS: -- nonetheless, many people have travelled 

from as far as Paradise, California, getting up at 5 o'clock in 

the morning to be here to hear what goes on in bankruptcy court 

and what Your Honor has to say.

THE COURT: Well, I'm glad they're here. I'm glad 

they are --

MS. DUMAS: I appreciate that, and --

THE COURT: -- they chose to come.

MS. DUMAS: -- I know you are, Your Honor.

With respect to the exclusivity extension, the tort 

committee is not misreading the law. We are not crazy. We 

understand the complexity of this case, but we need to make a 

few significant points that are not being heard by the 

financial interests in the case about the real people being 

affected. So I want to just make a few introductory remarks, 

if I may, Your Honor?

THE COURT: Yes.

MS. DUMAS: This case, in our view, is not PG&E-2. It 

is unlike the case that you heard --

THE COURT: I know.

MS. DUMAS: -- in 2001.

THE COURT: I know that.

MS. DUMAS: There is no -- there is no jack-up in the 

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price of power that PG&E has to acquire. This case is much 

more like the mass tort bankruptcy cases that we see from the 

examples of A.H. Robins and Manville and Dow Corning. That 

is --

THE COURT: It's almost more like the Puerto Rico 

hurricanes.

MS. DUMAS: The debtor has --

THE COURT: Right?

MS. DUMAS: The debtor has caused -- according to some 

independent investigators, has caused a number of wildfires 

that resulted in lives being lost, billions of dollars of 

damages, thousands of people being misplaced. And in that 

sense -- and that is the reason that this case was filed. 

According to the debtor's own A case, it filed the case to have 

one place to address billions of dollars of tort claims arising 

in connection with the -- not only the 2017 North Bay fires, 

but really the -- the tipping point was the 2018 Camp Fire. 

So it elected to come into bankruptcy to resolve those 

claims. It came into bankruptcy as a solvent debtor. It came 

into bankruptcy as a debtor whose operations were fine. It has 

positive EBITDA. It has a robust market cap, so it is here to 

resolve tort claims. 

The only difference between Robbins, Manville, Dow 

Corning, any of the asbestos cases is the real reason that I'm 

standing before you, and that is that this debtor is still 

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manufacturing the dangerous product. This Court has heard on 

many occasions and has remarked itself of the risk of a

wildfire during the administration of the case. What this 

Court hasn't heard, but may have read about, is the consequence 

that will occur in October of this year of tens of thousands of 

people losing the tail of their insurance benefits. Tens of 

thousands of people affected in the North Bay fires in October 

2017 will be paying both rent and mortgages in October. And 

that is something that the California legislature, the 

governor's office, and everyone else is acutely aware.

That will be a storm of fury of people who live in 

Northern California. Why do I say people who live in Northern 

California? Because we, Your Honor, are the only people who 

matter in this case. The tort claimants, the victims are the 

only people who are affected by this case. Why do I say that? 

Because every other lawyer who is standing before you is 

representing people who choose to be here as an investment 

opportunity. I have charts. It's very interesting to see how 

many people have traded in and out at all levels. 

THE COURT: I know.

MS. DUMAS: I know you understand that. It happens --

THE COURT: I can see it from the docket.

MS. DUMAS: -- in big cases. 

THE COURT: I see it constantly.

MS. DUMAS: But this -- in this case, it is all the 

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more remarkable. The debtor filed its case with approximately

two billion in trade debt. It paid almost a billion of that 

through its critical vendor or first-day employee, et cetera. 

So trade debt and trade creditors are now being paid current. 

Administrative expenses, they're being paid current. So the 

harm to trade is not financially material. You're looking at a 

courtroom of people who are -- I'm not going to get to the 

emotional part of it, but there is real harm occurring outside 

of this courtroom.

Now, let's talk about everybody else. Everybody else 

who's in this room chooses to be here. The bonds in this case, 

at all levels of debt, in this case, whether you're talking 

about the DIP, the utility bonds, the segregation claims, 

people are accumulating position. The bonds are trading 

sometimes at above par. They're a little bit below par right 

now. But everybody who is in this case is trading into this 

case to be here. Why? Because this is a regulated utility. 

It may be an investor-owned utility, but the State of 

California is not going to allow PG&E to cease operations.

The CPUC is not going to allow the DIP lenders to 

foreclose on utility assets. Nothing is going to happen to the 

service being delivered to these customers and PG&E's ability 

to collect money from those rate payers if there's no 

bankruptcy case. There's a single reason for the bankruptcy 

case, and that is to resolve the tort claims.

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So with respect to all of the fine lawyers in the 

courtroom, they represent distressed debt traders. They 

represent people who want to make money and have been making 

money hand over fist. And I've said this before. When I came 

to the Court before the DIP, I said, there is a disconnect here 

between people being held up on claims, some that arose in 2015 

in the Butte Fire, and the people who are trying to get a point 

or two extra. There's almost no place to trade in the bonds 

anymore because so much money has been made. The last play in 

the case, when -- a major shareholder Baupost already holds 

half of the segregation claims. The only place left to trade 

in this case and make money is the tort claims, right? That's 

the last place for distressed traders to try to make -- to 

acquire the tort claims, and that's the last play.

These are all financial plays. I'm saying all this 

because you understand financial plays; I understand them. 

Everybody at counsel table understands them, but there are real 

people saying, my house was burned down in 2015. My house was 

burned down in 2017. I am still living in a tent from 2018. I 

apologize for raising my voice, Your Honor. So --

THE COURT: You don't have to apologize.

MS. DUMAS: So let's get to the cause standard. What 

the governor's office said and the debtor said and the equity

holders said is that we've all got to wait to see what the 

California legislature does. But as Your Honor pointed out, 

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the California legislature may decide not to do anything. It 

may not do anything in the 2019 legislative session. It may 

not do anything in 2020. So PG&E has been lobbying in 

Sacramento, but its lobbying was before it filed for 

bankruptcy, during bankruptcy, and it will continue outside of 

bankruptcy.

The other two investor-owned utilities in the state --

San Diego Gas & Electric and Southern California Edison --

they're not in bankruptcy. They're lobbying for the same 

changes to the law. We need relief, 901. We need change to 

inverse condemnation. That is a strawman. That is a strawman 

that we need a legislative change. A legislative change is not 

necessary to confirm a plan that pays all of the utility's 

creditors. Legislative change may be helpful -- may be helpful 

to protect the market cap, may be helpful to protect the equity 

security holders who bought in January at six dollars and want 

to see it go up to sixty. But that's not necessary to confirm 

a plan that will pay the tort claimants and the bond holders.

Now, Your Honor has signaled strongly, and we have 

taken it very seriously, that if a party can come forward with 

a plan -- a realistic, feasible plan that calls for the 

recapitalization of this debtor but maybe doesn't -- maybe 

equity is cancelled, maybe the bonds take a haircut. I don't 

know, but there is a plan.

THE COURT: Well, there isn't one yet. 

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MS. DUMAS: Well, there --

THE COURT: I mean, I understand.

MS. DUMAS: Well --

THE COURT: As you know, there was one in the prior 

case.

MS. DUMAS: And I agree with you, Your Honor. And the 

tort claimants committee has not been sitting like potatoes. 

We're running financial scenarios. We understand the 

refinancing capabilities of this company with its EBITDA. We 

can run the same multiple scenarios as anybody else, and we can

watch the waterfall depending on those assumptions. And at 

some point, Your Honor may have to do an enterprise valuation 

in a contested confirmation that pays creditors. Remember, not 

the creditors who are financial opportunists here, because 

that's what everybody but the tort victims are. But the 

creditors who are really suffering have been waiting a long 

time for payment.

THE COURT: Look, I understand your point. But why --

what will change that suffering if I break exclusivity today? 

In other words, I understand you haven't filed a plan, and I'm 

not --

MS. DUMAS: Well, we're not allowed --

THE COURT: -- surprised --

MS. DUMAS: -- to file a plan because --

THE COURT: No, no. But --

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MS. DUMAS: -- we're within the --

THE COURT: -- but --

MS. DUMAS: -- exclusive period.

THE COURT: But Ms. Dumas, you know as well I, I have 

not surprised anyone with my philosophy about plan exclusivity 

in other cases, not just the prior case but other Chapter 11 

cases in the area. But one thing that I won't do is waste time 

on nonplans or tire kickers or troublemakers. So -- and I'm 

not accusing you or your committee of any of that. What I'm 

getting to is, if I break exclusivity today, what is likely to 

happen? Leaving aside what counsel to the governor talked 

about, optics and the obvious reasons --

MS. DUMAS: Yeah.

THE COURT: -- what's going to change --

MS. DUMAS: Yeah.

THE COURT: -- other than --

MS. DUMAS: So --

THE COURT: -- confusion?

MS. DUMAS: So --

THE COURT: In other words, how --

MS. DUMAS: It is --

THE COURT: Let's suppose that, as Mr. Karotkin 

mentioned, if I break exclusivity, it might throw confidence 

into doubt, it might change the market --

MS. DUMAS: Yes, sir.

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THE COURT: -- maybe the stock market will go down, 

but what will happen to help your constituents tomorrow and the 

next day and the next day?

MS. DUMAS: Yes, sir. I --

THE COURT: I don't know. I --

MS. DUMAS: I --

THE COURT: -- have no solution.

MS. DUMAS: I have a few suggestions or a --

THE COURT: Okay.

MS. DUMAS: -- few observations --

THE COURT: Okay.

MS. DUMAS: -- on that point. The first observation 

is from a controlling case, the BAP decision in Henry Mayo --

THE COURT: The Mayo case.

MS. DUMAS: -- Newall Memorial Hospital --

MS. DUMAS: Um-hum.

MS. DUMAS: -- where Professor Epstein and others 

cited by the court opined -- and the court adopted their --

Judge Klein, in a very nice opinion, adopted their suggestion. 

There is truth in their observation -- this is 282 B.R. 444 in 

our papers. There is truth in their observation backed by 

examples from prominent cases that a likely consequence of the 

denial of an extension of exclusivity is not that creditor 

plans will be proposed and approved, but that the threat of 

plans will cause the debtor to come forward more quickly than 

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he might otherwise.

So statistics show, right? That's one possible 

consequence. And here's why I want to say that won't happen 

unless exclusivity is not extended. 

Now, bear with me, because I'm going to take you back 

to Manville. In Manville -- I'll give you a cite because I 

didn't put it in my papers.

THE COURT: I don't need a cite. 

MS. DUMAS: I apologize.

THE COURT: I know the history of Manville.

MS. DUMAS: Well, 66 B.R. --

THE COURT: Tell me what happened.

MS. DUMAS: -- 517. There were a number of opinions, 

but this one was a challenge to the shareholders replacing the

board during the bankruptcy case. And in Manville, what 

happened -- another one of these mass tort cases -- is that the 

debtor and the tort committee in that case formulated and 

proposed a plan. And that plan did not provide for equity or

enough for equity. So the major shareholders got together and 

replaced the board so that the debtor would withdraw the plan.

So that specific question be -- this is relevant. 

That specific question before the court was, did that 

constitute a clear abuse to replace the board during a 

bankruptcy case for the purpose of getting more money for 

equity? And the court, of course, found, no, it's a valid use 

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of --

THE COURT: It was --

MS. DUMAS: -- corporate powers to replace the board.

THE COURT: -- a corporate governor -- governance.

MS. DUMAS: Exactly. Exactly. There's not clear 

abuse of the bankruptcy process.

Now, that's what happened in Manville. What happened 

here, as Jones Day pointed out in its papers, it was proactive. 

The major shareholders were proactive. They replaced the 

board -- hopefully, depending on the vote at the shareholders 

meeting next month, they replaced the board. There is now a 

board controlling PG&E that is acceptable to the holders of a 

controlling interest in the shares.

THE COURT: Well, that's true.

MS. DUMAS: Okay?

THE COURT: That's true.

MS. DUMAS: So what that means is that this debtor --

we will never have that chance in Manville because this debtor 

now will not get together with this tort committee to formulate 

a plan that doesn't favor equity.

THE COURT: Well, that -- but that assumes that this 

Court or any other court would not be responsive to a proper 

motion to break it because of a viable plan option. In other 

words, today, as I make -- if I have to make -- I have to make 

it today. I will make a decision. I don't know that there is 

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an option viable. Tomorrow, there might be. And if 

tomorrow -- and I say it metaphorically -- next week, next 

month. If next week or next month, the TCC or some other group 

has a viable plan, I -- why couldn't I, on an expedited basis, 

open the doors, break exclusivity then? What's the --

MS. DUMAS: Your Honor, that could happen? We will 

appreciate that opportunity. We understand that what we have 

asked the Court to do is a massive stretch that --

THE COURT: It's not --

MS. DUMAS: -- could be --

THE COURT: -- a massive stretch.

MS. DUMAS: -- perceived as --

THE COURT: It --

MS. DUMAS: -- destabilizing.

THE COURT: Ms. Dumas, it is not --

MS. DUMAS: If the Court wishes to --

THE COURT: It is not a massive stretch. I -- again, 

I -- you're supposed to know your judge, right? This judge has 

never been a fan of exclusivity, but he is a fan of practical 

consequences. And the risk of a frivolous plan -- again, I'll 

say what I keep saying. You are not somebody who I expect to 

file a frivolous plan. But --

MS. DUMAS: Thank you, Your Honor. I may --

THE COURT: May.

MS. DUMAS: -- meet your expectations in that regard. 

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But --

THE COURT: But in my -- in the prior case -- and I 

don't want the victims of the fires to think that this judge is 

going to decide this case the way he decided before. But 

the -- I don't remember if you were in the courtroom, but a 

number of people who were in the courtroom were stunned when I 

broke exclusivity that day because they didn't expect it. And 

they got themselves a competing plan that, guess what, led to, 

I think, a consensual outcome.

Now, maybe I'll do it again. But I don't have that 

option right now because no one has presented to me. And I --

and if your committee does or some other group does, I will 

have to --

MS. DUMAS: Yes, sir.

THE COURT: -- be consistent with my philosophy, at 

least, as to why I shouldn't. So I'm down to the point of 

what's the harm of breaking the plan exclusivity today versus 

what's the harm of continuing it. And I'm still back into 

appearances more than substance. Again, appearances are 

important. They're important to the victims. They're 

important to the market. They're important to the political 

process and the public. But substantively, this is a 

bankruptcy court, where we have these rules that are what they 

are.

MS. DUMAS: Yes, sir. You are absolutely correct in, 

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I think, your assumption. And I will represent to the Court 

the tort committee does not have a creditor plan that it wishes 

to propose today.

THE COURT: I think --

MS. DUMAS: And --

THE COURT: -- I knew that, because I -- again, I know 

you and Mr. Julian well enough to know that if you had one, it 

would have been Exhibit A to your opposition.

MS. DUMAS: That's correct, Your Honor. That -- yeah, 

that's correct, Your Honor. And we --

THE COURT: And it's a formidable task even if you are 

right, that there's a way to reorganize this company and let 

the traders out there have their consequences. But there isn't 

an option yet.

Anyway, let -- I'm going to let you finish, and let me 

let the other counsel -- because we do want to get to the 

wildfire motion this morning, if possible. So --

MS. DUMAS: Well, Your Honor, I'd like to talk about 

1121(d) for the rest of the day if --

THE COURT: We'll take that after the hearing. You 

and I can have another discussion.

MS. DUMAS: Your Honor, that's the conclusion of my 

remarks. We very much appreciate the Court's going out of its

way to explain its philosophy, to reexplain its philosophy on 

exclusivity, the value of a concrete competing plan. We take 

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the Court's advisement very seriously, and the tort committee 

and other creditor constituents will act accordingly.

THE COURT: Okay. Thank you --

MS. DUMAS: Thank you so much --

THE COURT: -- Ms. Dumas.

MS. DUMAS: -- for your time.

THE COURT: Mr. Tredinnick, are you here? Mr. 

Tredinnick, for the CCSF, filed a joinder with the committee. 

Is anyone from the Singleton law firm appearing today? 

MR. SINGLETON: Yes.

THE COURT: Do you want to be heard?

MR. SINGLETON: Yes, sir.

THE COURT: All right. And that's Mr. Hawkins, right?

MR. SINGLETON: No, Gerald Singleton.

THE COURT: Oh, I'm sorry, Mr. Singleton.

MR. SINGLETON: Yes.

THE COURT: Well, Mr. Hawkins was here --

MR. SINGLETON: Mr. Hawkins is our --

THE COURT: -- on other matters.

MR. SINGLETON: -- bankruptcy specialist. I'm merely 

a humble fire lawyer, so I don't know much about bankruptcy.

THE COURT: You're welcome in this court. One of the

things that lawyers are advised not to do is admit to the Court 

that they don't know anything about bankruptcy. 

MR. SINGLETON: Well, I didn't say I don't know 

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anything. I've learned a little bit during this process, and I 

suppose I should thank PG&E for that because it's a fascinating 

area of the law.

What I wanted to do, Your Honor -- I'm certainly 

mindful of what the Court has said, and I think I -- I think we 

can all see where the Court's going. And I understand the 

reasons for that. I wanted to talk a little bit about the 

practical impact, and I appreciate the Court's stating that it 

was concerned about the practical impact. 

To answer the Court's question, what would ending 

exclusivity do?

THE COURT: Um-hum.

MR. SINGLETON: I think the practical impact would be, 

metaphorically speaking, to light a fire under PG&E. And that 

is what we're not seeing. And it's not just me. It's not just 

the tort committee. To me, the most concise statement on this 

was from the ad hoc committee of senior unsecured noteholders. 

That was document 2008. And what they said, I think, is very 

important. And I think it bears repeating. Specifically, they 

said -- and this is a quote.

"The debtors have not, as far as the ad hoc committee 

is aware, engaged in any substantive plan related discussions 

with any of their primary stakeholders, including the ad hoc 

committee, which holds a majority of the utility's 

approximately 20.5 billion in funded debt."

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I can represent the same is true. I --

THE COURT: Well, I --

MR. SINGLETON: Go ahead.

THE COURT: -- I think you did. I think you made a --

MR. SINGLETON: Yeah.

THE COURT: -- point that the official tort claimants 

committee seems to have preempted your position as that the 

party --

MR. SINGLETON: Right.

THE COURT: -- that the debtors will negotiate. I 

can't make rules about who should be talking to whom. You and 

your firm have not been bashful, and you're welcome to come 

here anytime you want. It's not terribly helpful to have you 

taking positions that are completely unrelated, like on the 

motion to extend the removal. But you're entitled to do it. 

But --

MR. SINGLETON: Understood.

THE COURT: -- but I mean, what I should do? Do you 

think breaking exclusivity is going to invite you to the next 

meeting with the debtor? I mean --

MR. SINGLETON: Oh, not at all, Your Honor. But I do 

think that breaking exclusivity would move this case forward. 

And that was what I wanted to address there. To me -- and 

perhaps, this is because my background is as a wildfire lawyer. 

THE COURT: Um-hum.

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MR. SINGLETON: I mean, I've settled thousands of 

wildfire cases, so I'm very familiar with how it's done. We've 

settled over 700 --

THE COURT: Hold on --

MR. SINGLETON: -- with PG&E.

THE COURT: -- Mr. Singleton. Are we losing the feed 

again?

THE CLERK: Yes, there's a network error.

THE COURT: Why does this keep happening?

Sorry. I didn't --

MR. SINGLETON: Oh, no problem.

THE COURT: Well, I mean, it's -- I don't like the 

delay, but we haven't had this technical problem before with 

the other courtroom. It just takes a second to revive it, and 

let's do it. There are a number of people --

MR. SINGLETON: Sure.

THE COURT: -- over there that are trying to listen in 

on this.

MR. SINGLETON: I was actually --

THE COURT: Okay. They're back.

MR. SINGLETON: -- there before --

THE COURT: Go ahead.

MR. SINGLETON: -- the Court called this one. Thank 

you.

THE COURT: Okay.

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MR. SINGLETON: So this is --

THE COURT: Well, let's -- go ahead, Mr. Singleton. 

We'll --

MR. SINGLETON: Thank you. This is a perspective of 

somebody who deals on a day-to-day basis with settling wildfire 

cases. What we're not seeing -- and as far as I can understand 

from my conversations with the people on the tort committee and 

tort committee counsel, and I understand there's certain things 

they can't share -- but what we're not seeing is any movement 

toward what needs to be done to resolve these cases. And 

again, the debtor says this in their own filing.

They say, we're hopeful that a consensual resolution 

of the liability issues can occur. But if it doesn't, we're 

going to need the Court's intervention.

And that, to me, is the real problem, because there 

are two issues you have to resolve to resolve a wildfire case. 

Obviously, you have to resolve liability, which applies to 

all --

THE COURT: Of course. 

MR. SINGLETON: -- of the plaintiffs. And then you 

have to resolve the individual damages claims, and this was a 

point made by counsel for one of the committees -- I forget 

which one it was -- the Jones Day gentleman. But he said that 

we haven't provided him with or we haven't provided PG&E with 

specific numbers, and that's very true. We haven't, but that's 

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the second step of what needs to happen. 

So looking at it strictly from a wildfire 

perspective -- and I concur with Ms. Dumas that that is why 

we're here, obviously, if these fires wouldn't have happened, 

PG&E --

THE COURT: Of course. 

MR. SINGLETON: -- would not have declared bankruptcy.

THE COURT: Of course. 

MR. SINGLETON: So how do you resolve them? There are 

twenty-one fires involved here. We have the 2015 Butte Fire. 

THE COURT: No, I'm aware of them. 

MR. SINGLETON: Certainly. Okay, so --

THE COURT: I don't have all twenty-one of them 

memorized, but I'm aware of them. 

MR. SINGLETON: Understood, Your Honor. Of those 

twenty-one, CAL FIRE has determined that PG&E's equipment 

started twenty --

THE COURT: Um-hum. 

MR. SINGLETON: -- and then there's the Tubbs Fire. 

Well, from my perspective, the thing we need to know first and 

foremost is what PG&E is going to do about Tubbs. And we had 

the opportunity at the creditors meeting -- I asked their CFO 

on two different occasions -- the first hearing, which I 

believe was in February or March, and then the second one, 

which was at the end of April, April 29th -- and I said to him, 

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what are you going to do about Tubbs and the liability? 

Because if they're not going to admit liability, then we need 

to start litigating that. We need to start doing it seriously 

right now. And their response was, it's too early for us to

give you an indication as to what we're going to do about 

Tubbs. 

Well, Your Honor, I mean, that's hogwash. It really 

is ridiculous. It's been eighteen months since the fire. They 

know what their contentions are, and they know what they're 

going to do. To me, if the Court --

THE COURT: Well, but --

MR. SINGLETON: Go ahead. Certainly. 

THE COURT: We start on January 29th in this case, and 

so today is May 22nd. 

MR. SINGLETON: Okay. 

THE COURT: That's the world that I live in and the 

bankruptcy lawyers that are here behind you are living in. So 

I don't minimize what happened since the Tubbs Fire until 

January 28th, but the rules changed on January 29th. And the 

claims process and the way the claims can be dealt with are 

different. I mean, look, your office is involved in the Butte 

Fire from 2015. 

MR. SINGLETON: Right. 

THE COURT: And you know how they have progressed, and 

I'm aware of your frustration as to why the finite number of 

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victims there haven't been treated a little differently. But 

that's on the list of the debtors' counsel's to-do list. He's 

got them all on there. 

MR. SINGLETON: Your Honor, I certainly understand, 

but the concern that I have, and I believe -- I don't want to 

speak for her -- but I believe Ms. Dumas' concerns as well, is 

that they haven't addressed this. 

THE COURT: Okay. So what would happen in the 

layman's term, in a non-bankruptcy person, a fire specialist 

who you are -- what would happen in your mind if I determine 

exclusivity?

MR. SINGLETON: Well, I think what --

THE COURT: What would tomorrow bring for you and your 

clients in this bankruptcy case? 

MR. SINGLETON: Well, I think tomorrow obviously is 

going to look very much like today, as the Court said. But the 

question is, in the next few months what's going to happen? To 

me, PG&E would immediately begin negotiating with the fire 

claimants to do things: number one, determine whether or not 

they are going to admit liability --

THE COURT: But do you --

MR. SINGLETON: Go ahead. 

THE COURT: Do you think that breaking exclusivity, 

which is something that exists only in the bankruptcy world --

MR. SINGLETON: Um-hum. 

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THE COURT: -- the rest of the world has never even 

heard of the concept -- do you think suddenly that changes 

their need to quantify their exposure on Tubbs?

MR. SINGLETON: Absolutely not, Your Honor. 

THE COURT: Okay. 

MR. SINGLETON: What I think it would lead them to do 

is to begin having the serious discussions which they admit on 

three separate occasions in their papers they haven't had yet. 

One thing that I do give them credit for is in their papers, 

several different times, they state, we have not had any 

substantive plan discussions. 

THE COURT: But I can't make their counsel tell me how 

they are planning to go about dealing with the Tubbs Fire

victims as distinguished from, say, the Camp Fire victims --

MR. SINGLETON: Yeah, absolutely not. 

THE COURT: -- if there's going to be a difference. 

Maybe there isn't. I don't know. 

MR. SINGLETON: Understood, Your Honor. What I think 

the Court could do -- and this would just be a suggestion 

looking at it from the outside -- is to say, if you want a 

continuance of this exclusivity period, you're going to have to

show some progress. For example, on a date certain, you have 

to let the plaintiffs know which fires you will be contesting 

liability on, and it could be all twenty-one. 

But that would be something that would be very 

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beneficial to us. If they're allowed to have this additional 

six months where we don't know what they're doing and they 

don't have any requirements, then they can simply come back six 

months from now and say again, we're not sure what we're going 

to do. Whereas if you end exclusivity, or as I think is much 

more likely, the Court extends exclusivity but puts some 

conditions on it -- to me there are two key conditions. 

One would be to have them state by a date certain 

which fires they are going to contest liability on so that we 

can then decide, are we going to send those back, for example, 

to Superior Court; are we going to have a trial in front of 

Judge Alsup; are we going to have a trial in front of this 

Court; how are we going to do that? Because as I understand 

bankruptcy law, that's something that this Court is going to 

have to decide, and there is no formula for it. 

THE COURT: There are all sorts of ways to deal with 

it. 

MR. SINGLETON: Certainly. Certainly. 

THE COURT: And they aren't necessarily limited to the 

choices that you gave. 

MR. SINGLETON: Understood. Understood. 

THE COURT: Okay. And talk to the victims -- I mean, 

people like Ms. Dumas who are familiar with the mass tort 

resolutions in cases like Robins (phonetic) and Manville 

(phonetic) and other situations that are more like this case. 

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MR. SINGLETON: Understood. 

THE COURT: All right. 

MR. SINGLETON: The second thing that I think would be 

very beneficial is for the Court to set a date by which both 

sides -- that would be the plaintiffs and the defense -- are to 

give their proposed plans on how we're going to resolve the 

specific amount of each claim, because that really is the main 

question here -- is, we know what the claims generally are, but 

in terms of what the amount of those damages are and what we 

need in order to liquidate the claims, obviously the plaintiffs 

are going to say it's 10X, and PG&E is going to say it's 2X. 

So we've got to come up with a solution. I assume 

that solution is not going to be that this Court would 

entertain 14,000 civil jury trials. 

THE COURT: I don't think I'd be able to. 

MR. SINGLETON: Understood. So I think what has to 

happen there is there has to be a provision worked out, whether 

it's a mediation protocol and then you would be eligible for 

arbitration -- whatever that is. My point is --

THE COURT: Now you're --

MR. SINGLETON: Sorry. 

THE COURT: Now you're getting down into the details. 

MR. SINGLETON: Understood. 

THE COURT: Let's stick with the question. 

MR. SINGLETON: Sure. 

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THE COURT: Do you want to have anything further on 

the exclusivity issue? Because that's -- I mean, sure, I could 

condition a grant of exclusivity or extension of it on some 

kinds of things, but I don't want to try to get down into the 

details. These are great, big, broad stroke brush questions 

that I can't get down to specific --

MR. SINGLETON: Understood, Your Honor. 

THE COURT: Okay. 

MR. SINGLETON: If I could just -- I'll certainly move 

off that. 

THE COURT: Yes, sir. 

MR. SINGLETON: And I had a couple of other 

observations --

THE COURT: Okay. 

MR. SINGLETON: -- if the Court would indulge me. 

THE COURT: Yeah, I will. 

MR. SINGLETON: In terms of the amount of time, 

everyone is focused on the size of it, and I completely 

understand. And I understand the Court when the Court says 

January 29th was the first day. But I know the Court is also 

aware of some of the practical human situations here. 

For example, many in the Butte Fire -- just to give 

you one example, I represent a woman --

THE COURT: No, I know you do. I mean, I don't know 

the specifics --

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MR. SINGLETON: I was just --

THE COURT: -- but I remember --

MR. SINGLETON: Yeah. 

THE COURT: -- the particular number of people that 

were there. 

MR. SINGLETON: Just to give you an example though, 

there was someone who didn't have insurance. 

THE COURT: Um-hum. 

MR. SINGLETON: Her settlement was reached. It did 

not fund because PG&E declared bankruptcy. So that's an 

individual who from 2015 still doesn't have a home because she 

was uninsured and she lost it, and PG&E did not honor its 

commitment. 

THE COURT: No, I understand. 

MR. SINGLETON: So you look at 2017, as Ms. Dumas 

said, there are thousands of families who are going to lose 

their alternate living expenses, which is how rent is paid when 

you're rebuilding in October of 2017 -- I'm sorry, 2019. And I 

think what all of us are concerned about is there does not seem 

to be any urgency on the part of PG&E, and that's what I think 

we would like to see put in. 

And the last thing that I would say, Your Honor, is 

that -- and this is something again Ms. Dumas touched on -- but 

there is a difference here between PG&E the utility and PG&E 

the company. PG&E --

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THE COURT: The parent, yes, I know that. 

MR. SINGLETON: Right. PG&E the utility's been here a 

long time. They keep the lights on. They employ tens of 

thousands of people. PG&E the company exists -- they're the 

ones that paid out 4.5 billion, as Judge Alsup noted in 

shareholder --

THE COURT: No, I'm --

MR. SINGLETON: -- disbursements --

THE COURT: I'm aware of that. 

MR. SINGLETON: -- certainly -- while this was 

happening. So if they were to go out of business as opposed to 

the utility, that would not necessarily be a bad thing. And 

one of the things that to me is the most disturbing is for PG&E 

to come in here and say, we need two things. One is a bailout 

from the taxpayers, and the other is changes in the liability 

laws in order for us to be viable. 

That is a real concern, and the thing that I want to 

caution the Court on is obviously no one has a crystal ball, 

but certainly all of us do vote-counting and all of us are very 

involved in what's going to happen in the legislature. And I 

would be very surprised if PG&E gets this change in liability 

laws that they seem to be banking on. 

So I think that, when we're talking about a plan, PG&E 

is attempting to use this process to get those two things they 

want, the bailout and the changes in liability laws. I don't 

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think it's going to happen, and I think it is very important 

that we look forward and prepare for a future where, come July 

or whenever it is they vote on this, they don't get the votes 

and we have to do a plan that exists under current law. 

THE COURT: Okay. 

MR. SINGLETON: So thank you. 

THE COURT: Thank you, Mr. Singleton. 

All right. By my count --

MR. FELDMAN: Your --

THE COURT: Yes, sir. 

MR. FELDMAN: Your Honor, again it's Matthew Feldman 

from Willkie Farr. Could I be heard very briefly? 

THE COURT: Well, I was just going to say -- I was 

going to ask if there's anyone else that wanted to be heard, 

and you're up. Go ahead, Mr. Feldman. 

MR. FELDMAN: Thank you. Your Honor, I wanted to make 

one comment to correct the record and one other comment. Your 

Honor, we have in fact filed a 2019 statement with respect to 

our group. And while Baupost is a member of our group, I think 

the 2019 stands for itself, and Ms. Dumas' comments are not 

really accurate. But I'll leave that to people who want to 

look at the 2019. 

With respect to Mr. Karotkin's representations with 

respect to our group, we don't contest anything Mr. Karotkin 

said earlier. 

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Finally, Your Honor, we do share people's concerns 

about the length of exclusivity and would prefer a shorter time 

period. But we certainly accept the Court's point that, if 

there comes a time when we are able to put forward a viable 

plan, notwithstanding exclusivity not being shortened or 

terminated, we certainly plan to be back before the Court with 

that plan and argue at that time that we ought to be entitled 

to file it and prosecute it. 

With that said, Your Honor, again we favor a somewhat 

shorter time period. We think long deadlines just fill 

themselves, but we leave it to the Court's discretion. Thank 

you. 

THE COURT: Okay. Thank you, Mr. Feldman. 

Mr. Karotkin, do you wish to make any closing comment? 

MR. KAROTKIN: Thank you, Your Honor. Stephen 

Karotkin, Weil, Gotshal & Manges for the debtor. I think that 

you made quite a telling remark earlier when you said -- and I 

think this is almost exactly your words -- it's inconceivable 

that even if all of the problems were resolved tomorrow, it 

would still be a long time before the debtor could file a 

viable plan or get -- or reasonably --

THE COURT: I'm just thinking about the book you'd 

have to do. That's all. 

MR. KAROTKIN: Okay. But I think that sort of puts 

where we are in perspective. And I think with respect to Ms. 

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Dumas' comments, we want to work with their committee to try to 

reach a consensual resolution. We want them to help us get the 

information necessary to do that, and that's why we will be 

with them this afternoon. So far, they're resisting it. They 

have an entire database of information which they're not 

willing to turn over to us. We want to get moving. We want to 

get the victims paid as soon as possible. 

The gentleman from the Singleton Law Firm is 

suggesting that these claims should go back to the state court 

system, where it would take years to resolve. What we want to 

do here is get a resolution like in other mass tort cases, 

where we can propose a plan, perhaps fund a trust so 

distributions can be made a lot faster than the tort system. 

And we're hopeful that in the negotiation process, if we have 

that opportunity, we're confident we can reach a consensual 

plan. 

THE COURT: Listen. It's not my role to tell 

experienced lawyers how to behave, and I'm not going to tell 

you how to behave. But you might want to have a one-on-one 

conversation with Mr. Singleton just to explain to him what you 

just touched on with me, that he may think that you are going 

to send all this stuff back to the superior courts or to Judge 

Alsup or to me, and he may hear it from you about your outlines 

of trusts and channeling and claims estimation in the 

aggregate. But that's neither here or there. So I'm really 

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not telling you what to do, but it might be helpful just to --

MR. KAROTKIN: I'm more than happy to have a 

conversation with him. 

THE COURT: -- just to have a conversation with him, 

which is not to say not to talk to the entire official 

committee and their counsel. Okay. I got you --

MR. KAROTKIN: Thank you. 

THE COURT: -- Mr. Karotkin. 

Listen. I'll repeat what I said early to Ms. Dumas 

and her clients. The fact that I happen to have been the judge 

in the prior case is a fact, and I'm not making decisions today 

based upon what was made in the prior case, because as she 

said, we didn't have the fire victims. We did have a large 

number of tort claimants, but they were not the reason why the 

bankruptcy was filed. And in fact, there was a discrete 

category of people that perhaps would have never been otherwise 

in the state court if the other bankruptcy hadn't occurred. 

But the point is there was a relatively large --

nothing by these numbers -- set of tort claimants that had to 

be dealt with in a different way. But in this case, I am 

mindful of what the tort victims have been through -- not 

personally what they're through, other than to read their 

accounts and hear from them -- and I'm not going to sort of 

make rules today that are based upon what happened in a case 

that, for the most part, had nothing in common with what these 

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victims have been putting up with and exposed to. 

But for today, it's a discrete question. I am mindful 

of the different points of view. It should come down to a 

simple matter of picking a number and a date. I'm going to 

stick -- my instincts were to go with the debtor this morning, 

but I'm going to go with the recommendation of the official 

creditors committee, because again I don't minimize the role 

played by the tort claimants and what they want to have done. 

The door is half open to the ad hoc committee, the 

tort claimant committee, or any other party who believes 

there's a way to come up with a credible, potentially 

confirmable plan, other than what the debtors' counsel may 

have. And whether that may or may not involve legislative 

change isn't for me to talk about, and the legislature will do 

what it chooses to do or not do what it chooses not to do. 

But the official creditors committee's position is 

kind of a combined point of view from those expressed by 

others. So I'm not doing this as a mathematical compromise. 

I'm doing it from both history and also the point of view that 

Mr. Bray expressed, and I think it's a compromise. It is a 

signal to the debtor, get on with it, but the debtor's lawyer 

said they're already on with it. I believe them. If Mr. Bray 

and the official creditors committee have a way to move things 

along, that's fine, and I will keep open about either 

shortening the time if there's reason to do so or extending the 

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time if there's reason to do so there. 

So I will grant the motion by the debtor but only with 

a four-month extension. I will ask Mr. Karotkin and Mr. Bray 

just to submit a simple form of order. It's very simple. It 

doesn't need findings or conclusions or legal reasoning. It 

can be just, in my discretion based upon the matters that were 

discussed today and the arguments of counsel and of the 

parties, that's what I choose to do. 

I think it would be a good idea to take a break just 

for everyone's personal convenience, and then we'll deal with 

the wildfire assistance. 

Mr. Karotkin, I assume you -- and Ms. Dumas -- you 

want to have ample time for your clients to be heard and the 

other parties, and so we should anticipate running into the 

noon hour. You don't want to break until the afternoon, right, 

because you've got your meetings planned?

MR. KAROTKIN: No, sir. 

THE COURT: Okay. 

MR. KAROTKIN: We will not be very long. 

THE COURT: Okay. Then we'll take a ten-minute break, 

but every time I promise a ten-minute break it turns out to be 

about fifteen minutes. But I will see you in ten minutes. 

Thank you. 

(Recess from 10:56 a.m., until 11:03 a.m.)

THE COURT: They're all paying no attention to me. 

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So we bang on the gavel? 

No, they're coming back in. 

Okay, we're ready to resume. And for people in the 

overflow courtroom, the mothership in Washington is aware of 

our problems with the hookups, and we'll do our best. If we 

lose the connection to the courtroom next door, we'll just hold 

things until we can restore it. But at least now, it's back in 

place. 

So we'll resume the debtor's motion for the wildfire 

assistance program. 

Mr. Karotkin, I've got a couple of preliminaries, 

unless you want to make a preliminary comment or a statement. 

MR. KAROTKIN: I'll make a very preliminary comment. 

Your Honor, we believe that the pleadings are self-explanatory. 

They explain what we would like to do. We are ready, willing, 

and anxious to fund the assistance fund as described in the 

pleadings. We are willing to fund the 105 million dollars. 

We are not willing to commit to any more than that. 

We don't believe there is a basis to compel the debtor to fund 

more than it is voluntarily willing to do. To the extent that 

the Court believes that there is some merit to Mr. Julian's 

cross-motion, as we said in our response of pleadings, that can 

be set for another hearing. 

We are open to some constructive consultation rights 

by the UCC and by the tort committee but are concerned about 

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expense and delay in that regard, because we are anxious for 

disbursements to be made by the administrator from the fund. 

But again, we're happy to work with them on those consultation 

rights if that will move it forward. 

And as I said, we're anxious, we're ready, we're 

willing to fund the 105 million dollars. That is our 

commitment. 

THE COURT: And what are the specifics about 

identification of the administrator? 

MR. KAROTKIN: We've spoken with the unsecured 

creditors committee and with the tort committee with respect to 

a few potential candidates. I believe -- and Mr. Julian can 

correct me -- I think that the tort committee has agreed with 

us on one potential candidate, and I don't know the status of 

the discussions with the unsecured creditors committee. 

THE COURT: Okay. Well, let me make some preliminary 

comments, and then I'll hear from anyone who wants to be heard. 

First of all, it's important to note that there simply has been 

no opposition to the motion, which is a good thing, and I am 

not opposed to it. And therefore I think I'll be granting it 

in some fashion. 

I agree with Mr. Karotkin the so-called cross-motion 

by the tort claimants committee is -- leaving aside whether it 

was procedurally proper, I don't think there's any provision in 

the law that permits it, so I have no discretion there. The 

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debtor has voluntarily chosen to come forward and offer to put 

up in round numbers the hundred million dollars plus the five 

million dollars to administer the fund, and I cannot under any 

theory of the law second-guess or impose an increased amount. 

And I do think that the comments from the various 

creditors -- the United States Trustee, the International 

Brotherhood, and the official creditors committee -- needs to 

include some safeguards. I had in mind that perhaps if I'm 

asked to select the administrator that that would be my job, 

but if the parties can come to an agreement on who that person 

is, that's better. 

What I would want to happen, unless someone thinks it 

would be inappropriate, would be for that person to be 

identified promptly, and that person then meet promptly with 

perhaps a subcommittee of representatives from the two 

committees and the debtor and the United States Trustee, if the 

United States Trustee wishes to participate, to come up with 

some specific rules of procedure. 

I do agree that the debtor and the official unsecured 

creditors committee are correct; this has to be a dollar-fordollar basis. To me it's not -- what I mean by that is that, 

if money is paid to a victim, there has to be some credit 

forward at some point, and it has to be treated as on account 

of a claim that that victim has. 

I don't want to diminish the importance of proper 

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claims, but in my experience in lots of cases where there are 

mass torts and compensation procedures, there are a small 

number of claimants who aren't claimants. So there has to be 

some provision to make sure that the people who are asserting a 

claim under this procedure are proper claimants rather than 

improper ones. 

And I simply disagree with Mr. Julian and the tort 

committee that there has to be some sort of confidentiality of 

the identification of who the recipient is or what the 

recipient gets. The fact that PG&E did this in 2015 in the 

Butte Fire is a historical fact, but the company wasn't in 

bankruptcy, which we spent the morning talking about whether 

there could be a plan. If there is a plan, people who want to 

participate under the plan will have to have claims, claims 

under penalty of perjury, claims subject to objections if 

they're improper, or claims that must be reduced on account of 

payments that were made that would necessarily as a matter of 

law reduce the claim. 

So I don't mind making sure it's not in the front page 

of the newspaper that a particular person gets a certain amount 

of money, but there has to be an accountability from the debtor 

at least in the court records that reflects something of that 

nature. And so I think it'll be my hope that the administrator 

and representative have a working group to figure out what the 

appropriate rules of procedure be and agree with what you said, 

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Mr. Karotkin -- get on with it. 

The faster we can get this process moving, the better. 

And if we had an administrator today, I would congratulate that 

person and say, go into the conference room and sit down with 

the committees and outline the ground rules. 

So Mr. Karotkin, unless I've said something that 

offends you, let me hear from the opponents here, and then I'll 

certainly give you an opportunity to respond. You want to --

MR. KAROTKIN: No, no, I --

THE COURT: Did I say the wrong thing? 

MR. KAROTKIN: You didn't offend me today, sir. 

THE COURT: Okay. I'll do it on some other day.

MR. KAROTKIN: No, we totally agree, and we're more 

than happy to sit down -- once we have an administrator, sit 

down and work out the details with the subcommittee as you 

suggested. 

THE COURT: And I don't think it's helpful to get into 

a bankruptcy lawyer debate about if I authorize this -- which I 

said I will -- whether it's under 363 or whether it's under 

some other section of the bankruptcy code or 105 or whatever. 

It's an appropriate remedy. There are others that will claim 

it's not enough money, but that's not the point. 

And certainly we don't want a situation that occurred, 

for example, in the Robins case back so many years ago, when 

the court on appeal was presented with a challenge because 

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there were objectors to that proposal for paying various 

victims then. Here, there don't appear to be any challenges, 

and therefore it's important to go on with it. 

So I wouldn't necessarily worry about a label. I 

would say that we're doing the right thing, and making payments 

to persons who are entitled to be paid under the law, and 

getting on with it as soon as we can. And by the way, the one 

thing that became obvious to me as I thought about this and 

read the debtor's motion again is that there may be two victims 

side by side, one of whom is far more needy than the other. 

One may have insurance, one may not. One may not have lost a 

primary residence but in fact lost some other valuable asset, 

and the other having lost a principal residence and no other 

option. 

So this is a procedure that is ad hoc in the sense 

that it's taking care of exigent circumstances under exigent 

conditions for the people most needy. And therefore a next 

door neighbor might not get a short-term remedy under this 

proposal, because his or her situation is different. And 

that's for the administrator and the proponents and what I 

would hope would be a working committee of people to make these 

rules and put them in place and implement them. 

So with that, I'll ask for -- Mr. Julian, are you 

going to do the work today, or are you going to let --

MR. JULIAN: Yes, Your Honor. 

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THE COURT: Ms. Dumas -- you're not letting her have 

it, right? You want at me on your own. All right. 

MR. JULIAN: Robert Julian of Baker Hostetler 

appearing on behalf of the tort committee. Your Honor, we have 

never formally introduced you to the chair of the tort 

committee. 

THE COURT: Actually, I have. 

MR. JULIAN: Ms. --

THE COURT: I think she was at a prior hearing. 

MR. JULIAN: -- Karen Lockhart, if you would stand up. 

THE COURT: Thank you, Ms. Lockhart. Appreciate your 

coming here and all the folks with you. I'm glad you came. 

MR. JULIAN: She lost her father in the Cascade Fire, 

and we also have Angela Loo --

THE COURT: Thank you for coming, Ms. Loo. 

MR. JULIAN: -- lost her father and brother in the 

Camp Fire. Also with us is a third member of the committee, 

Greg Wilson. 

Stand up. 

THE COURT: Mr. Wilson, thank you for coming. 

MR. JULIAN: He and his wife, Christina (phonetic), 

survived after living in their pool in the North Bay as the 

fire raged over them and burned them and believing they were 

going to die. And they're helping us with this case, Your 

Honor. 

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THE COURT: Appreciate their efforts. 

MR. JULIAN: I would like to first clear up -- before 

addressing the business judgment rule and two legal points that 

I'm going to ask you to rule upon today, I would like to clear 

up the fact that in our joinder objection and cross-motion, we 

consented that the administrator should turn over the names and 

the dollar amount to PG&E so that they could determine whether 

there should be a deduct in this case on the claims.

What we objected to was PG&E's attempt to obtain claim 

information and confidential information from these people on 

the application form submitted to the administrator.

THE COURT: But they'd have to do that with FEMA, 

right? And they'd have to do it with other governmental 

programs. I mean, I was recently involved in a case where a 

woman was ripping off the State of Oregon because she falsified 

her employment records in order to get welfare checks. I mean, 

it's just normal when you ask for relief, certainly from a 

governmental agency -- this is not a governmental agency -- you 

have to say why you're entitled to it or show what would 

disqualify you from getting it. What's so different about 

that?

MR. JULIAN: They will get that information in 

discovery in this case and --

THE COURT: But why in discovery?

MR. JULIAN: -- it will show --

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THE COURT: But why in discovery? Why not -- listen, 

if Ms. Dumas persuaded me to break exclusivity an hour ago and 

I did, and the debtor filed a plan tomorrow and there was a 

claim's deadline, every one of the victims would have to file a 

proof of claim and be subject to whatever proper inquiry as to 

the entitlement to the claim. 

MR. JULIAN: We disagree, Your Honor, and I'd like to 

move to the next point.

THE COURT: What's different about that? But what's

different about that?

MR. JULIAN: This is a company that today is serving 

illegal questionnaires on our clients in the camp fire 

attempting to find out information.

THE COURT: Well, I don't know about that.

MR. JULIAN: Well, Your Honor, I feel we've lost the 

moral center of this case. This company that's trying to 

obtain the information is a convicted felon three floors up 

above us.

THE COURT: Mr. Julian, let's focus on today's motion. 

The procedure is a procedure to get a hundred million dollars 

out to your constituents.

MR. JULIAN: May I turn to two the legal points --

THE COURT: Let's stick with that.

MR. JULIAN: -- I'm going to ask you to rule upon?

THE COURT: Go ahead.

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MR. JULIAN: The first question is, do the debtors 

need to comply with California law once they establish a 

program?

THE COURT: I know your argument the California law 

was persuasive. This is a federal bankruptcy court. And the 

federal bankruptcy court, which is federal law, says the order 

of distribution -- if you want me to impose an order of 

distribution, I'll be forced to deny this motion. You don't 

want me to do that.

MR. JULIAN: Well, then --

THE COURT: I don't want to do it. So --

MR. JULIAN: May I address that, Your Honor?

THE COURT: So let's not forget that the federal court 

has a section called 507 that says how people get paid, and we 

are going to have an anticipation -- we're going to pay a 

hundred million dollars in anticipation of complying with 507 

and all the priority scheme of the Bankruptcy Code.

MR. JULIAN: May I address that?

THE COURT: Yes, sir.

MR. JULIAN: You've just raised whether the debtors' 

business judgment permits it to do what it can under 363(b).

THE COURT: Um-hum.

MR. JULIAN: They are not doing this out of the 

goodness of their heart. As you heard Mr. Karotkin say, 

there's a gating issue in this case with respect to obtaining 

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legislative relief. And in their 10Q that they filed on May 2, 

which I attached to my declaration, they identified the 

governor's strike force recommendations for three legislative 

proposals that they need in order to reorganize in this case. 

The liquidity fund that can bridge Senate Bill 901 funding, 

changes in the law with respect to inverse condemnation, and a 

wildfire victims fund to stabilize California for future fires 

that will help the credit rating of this company and other 

utilities.

THE COURT: Um-hum. Right.

MR. JULIAN: And it is important that they cannot 

obtain that legislative relief in their view, which is why they 

filed this motion, unless they get the support of our victims, 

the legislator, and the governor. And they are a pariah in 

Sacramento.

And it's important, Your Honor, for you, I believe, to 

hear us out on why they need this in order to reorganize and 

why it is business judgment and it is a post-petition expense 

for them, just like they hired a PR representative or made a 

charitable contribution which is, if you read the declaration 

of Mr. Williams, their answer to our interrogatory, why they're 

doing this. They're not doing it out of the goodness of their 

heart.

They need our consent. They need our support in 

Sacramento. And the reason why they need our support in 

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Sacramento is because they admitted in their PUC testimony in 

2015, right before the 2015 Butte Fire happened, that when a 

catastrophic event like this happens, it produces, quote --

this is attached to my declaration of Exhibit A -- it produces 

"devastating nationwide broad-based political pressure 

demanding intense long term outreach to policymakers and key 

stakeholders.... Relationships are severed... trust is 

completely lost."

They did not file this in order to pay a pre-petition 

claim. They filed it as a business expense to obtain the 

consent of the legislators and the governor who is charading 

them or shredding them in his weekly announcements.

Just two weeks ago, three floors above, Judge Alsup 

stated, quote -- this is attached to my declaration as Exhibit 

G, the hearing transcript of the sentencing of PG&E for 

willfully concealing the Butte County's investigation of 

whether they committed homicide --

THE COURT: Lower your voice. Come on. You are an 

officer of the court. Do not raise your voice.

MR. JULIAN: Thank you, Your Honor.

Judge Alsup, I just -- "I just don't think PG&E has 

put safety first." That's today. Then, "PG&E directors and 

PG&E senior executive leadership were ordered to meet with 

local officials in Paradise, California in San Bruno, including 

tours of those communities, so the leadership can see the 

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gravity of what happened up there."

I feel the professionals on this side of this podium 

have lost sight of the moral center of this case that Judge 

Alsup has focused on and that he is forcing the new leadership 

of PG&E to go up there to Paradise to learn what I have, which 

is why I feel so passionately about this case and I feel I must 

address this issue --

THE COURT: Well, I know --

MR. JULIAN: -- of why this is a business expense.

THE COURT: I'm not faulting you for passion. I'm 

going to approach you the same way I approached your colleague. 

What do you want me to do? I have two choices today. 

MR. JULIAN: Here's what I want to do --

THE COURT: I have three choices. I can't go with 

your third choice of increasing the amount. So I have two 

choices today: approve the plan or disapprove it.

MR. JULIAN: May I be heard on that, Your Honor?

THE COURT: Well, by all means, that's --

MR. JULIAN: Well, may I be heard on the two legal 

points I want you to rule upon?

THE COURT: But I want you -- but at the end of the 

presentation, you have to give me your recommendation for your 

client.

MR. JULIAN: I am. I will do so, but I feel I --

THE COURT: Go ahead.

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MR. JULIAN: Your Honor, we have forty victims here 

today. I think we're entitled to be heard.

THE COURT: Mr. Julian, if you had no victims here

today, I'm listening to you. 

MR. JULIAN: All right.

THE COURT: I'm just trying to keep your focus not on 

Judge Alsup, not on the board of directors. On my assignment 

today I have to go yes or no on a motion by this debtor to pay 

a hundred million dollars to your constituents.

So that's the focus. You can make your further 

argument. I'm not going to -- I'm not mad at you. I enjoy 

your advocacy. I just don't want you to yell at me. So make 

your argument.

MR. JULIAN: Your Honor, if the debtors asked you to 

approve the sale of the headquarters of PG&E's office here in 

San Francisco and build a new, cheaper office in Walnut Creek, 

and you approved it under Section 363(b)(3), they would have to 

comply with California State Law to get the permit.

THE COURT: Correct.

MR. JULIAN: And I would like this Court to rule on 

whether on my point that the victim assistance law and the Good

Samaritan laws in this state are entitled the same dignity as 

the building permit in Walnut Creek. Once they -- their 

motion, Your Honor, is not to fund 105 million dollars. Their 

motion is in two parts. And you have the discretion to rule my 

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way and help these people today.

Look at their motion, the first page; it says to 

approve a program and then to approve funding. I am not being 

cute when I broke that up into two parts. It's just like 

approving the building in Walnut Creek and then going out and 

getting the permit.

THE COURT: I'm having trouble with the analogy. I'm 

a great analogizer (phonetic), but I don't understand the 

analog7. So let's --

MR. JULIAN: Here's my analogy: once they approve the 

program, they have stepped into the box, and again, they're 

approving the program to get their plan approved with victim 

assistance and legislators. It's a post-petition operating 

expense. I don't even think it's outside the ordinary course 

of business. Heck, they did it down there in Butte for the 

same reason.

THE COURT: They weren't in bankruptcy.

MR. JULIAN: But they --

THE COURT: They weren't in bankruptcy.

MR. JULIAN: But the point is, Your Honor, it's a 

normal business operating expense, just like charitable 

contributions and PR expenses are to get legislators.

THE COURT: And so therefore, I should do what?

MR. JULIAN: Here's the point. Here's the point.

THE COURT: By the way, I already said I don't think 

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we need to get bogged down on what section I'm relying on.

MR. JULIAN: Here's the point: once they step in the 

door --

THE COURT: I said -- Mr. Julian, you have to hear me 

out.

MR. JULIAN: All right.

THE COURT: I said in my opening comment, there were 

no objections to this plan and I -- proposal, 

MR. JULIAN: The creditors' committee did object.

THE COURT: No, they didn't. They have guidelines. 

They have procedures. So I didn't --

MR. JULIAN: They objected to the hundred million.

THE COURT: I'll come back to you.

Look, my job is to decide whether to grant this motion 

or not. I said that I didn't think it was necessary to decide 

whether it's under 363 or 105 or some other section. If you 

think it is, then that's your point. But what is the point?

MR. JULIAN: The point is I would like you to rule on 

my two points that --

THE COURT: Yes.

MR. JULIAN: -- once you establish a program, and 

you're out there asking one of my clients to walk in the door 

with his application, you cannot abandon him under the law if 

you are the one who made him the victim. And they have 

admitted --

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THE COURT: I understand. 

MR. JULIAN: -- they have admitted that their 

equipment did this. They are culpable. The only question is 

whether it's homicide or manslaughter with respect to camp fire 

because they knew in advance that that tower was going to fail. 

It's a serious issue, Your Honor.

And so once someone who's accused or being 

investigated and admits culpability because their equipment 

failed and they seek to assist the victim, under our Good 

Samaritan laws in California and our negligence standards, they 

may not walk away.

The case that I cited to you involved the truck 

driver --

THE COURT: No, I know it did. I looked at the case.

MR. JULIAN: -- who injured a person.

THE COURT: I looked at the case.

MR. JULIAN: He was held liable because he walked 

away. 

THE COURT: It was not a bankruptcy --

MR. JULIAN: They cannot walk away.

THE COURT: It was not a bankruptcy case.

MR. JULIAN: Correct. And if this was a pre-petition 

claim, I would agree.

THE COURT: You don't think it's a pre-petition claim?

MR. JULIAN: Not when they need to do it in order to 

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get the legislators --

THE COURT: Well, what if they don't? What if the 

legislature tells him, solve your own problems? Am I to --

does that moot the motion?

MR. JULIAN: No. The directors -- they said in their 

motion that the directors in senior management met and 

determined that it would be appropriate to establish the 

Wildfire Assistance Program to provide some relief to the 

people who lost their homes and are currently in need of 

temporary housing or have other urgent needs. And I'm showing 

you the evidence.

THE COURT: So your point is then, if I understand you 

correctly, and this is perhaps why you used your building 

permit request, that if I grant this -- or that I should order 

the debtor to make these payments under California law, and 

therefore, payments made of a fixed dollar amount to a 

particular victim on account of a particular injury is not to 

be treated as a payment of that victim's -- a portion of that 

victim's claim.

MR. JULIAN: Not when they're doing -- yes. 

THE COURT: And that's what your position is.

MR. JULIAN: It could be a credit, but they're doing 

it -- the operating expense is just like paying a lobbyist.

THE COURT: Well, but I'm not --

MR. JULIAN: It's goodwill they're trying to generate.

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THE COURT: Mr. Julian, I'm deciding -- the debtor 

asked me for permission to make this payment, and --

MR. JULIAN: Under their charity.

THE COURT: -- and your position is they have an 

obligation to do it, but you still haven't answered the 

bankruptcy question. Is it or isn't it a payment on account of 

a pre-existing claim? What's the bankruptcy answer?

The operative document, all the case law, all the 

Ninth Circuit law says, the operative facts occurred. The camp 

fire occurred in November of 2018, so all that flows from that 

in my mind are pre-petition claims. Not -- they don't become 

post-petition claims because of a legal theory, but --

MR. JULIAN: No, they don't.

THE COURT: You tell me, then.

MR. JULIAN: They don't.

THE COURT: So if I authorize the petition -- the 

request, and I don't try to put a legal code section on it and 

the debtor hands over a hundred million dollars through this 

procedure, do you agree that they are credits against any 

claims that the particular recipients have?

MR. JULIAN: It depends on what the payment's for.

THE COURT: Well, the motion says what it's for. 

MR. JULIAN: No.

THE COURT: It's to -- it does indeed. 

MR. JULIAN: Your Honor --

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THE COURT: The motion describes it for replenishing 

their needs for their housing and other similar causes.

MR. JULIAN: I will --

THE COURT: That's what the motion says.

MR. JULIAN: I will answer that hypothetical this way.

THE COURT: Okay.

MR. JULIAN: If the individual who receives the money 

has in his claim that he will file here the exact same 

humanitarian assistance request damage and it's paid, yes, it's 

a credit.

THE COURT: But what if the victim doesn't file any 

claim? Does the victim have a proof of -- have a shareable --

an allowable claim in the bankruptcy?

MR. JULIAN: I would have to think about that one, 

Your Honor.

THE COURT: Well, but I don't have to think about it 

because all these events occurred pre-petition. We've been 

spending time this morning talking about claims bar dates. 

Unfortunately, the victims that you speak for don't have their 

names and amounts on the schedules because they're claims are 

unliquidated for the most part.

MR. JULIAN: I --

THE COURT: There are some exceptions. Mr. 

Singleton's 2015 Butte folks have quantifiable liquidated 

claims, but the vast majority of the 2017 and 2018 victims do 

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not, and I'm not surprised.

But the point is, unless I'm wrong, the debtor has 

asked for permission to make these payments and the unsecured 

creditors' committee has said that's critical to have it be 

that way, and I believe it is too.

So if you're --

MR. JULIAN: So I'd like to --

THE COURT: -- if you're telling me that nothing prepetition counts, then it's a whole different ball game.

MR. JULIAN: No, I haven't said that.

THE COURT: Okay.

MR. JULIAN: What I have said it this: if the 

governor issued an executive order that said I'm not going to

propose the legislation that you want until I see you do good 

charitable acts for the people in Paradise by paying them 250 

million dollars, the exact amount you're paying your employees 

for bonuses. And the governor said, that's the type of good 

works I want to see you do, PG&E, to restore the fact that 

you're a convicted felon and lied about gas falsification 

records.

If the governor said that, and they then pay the 250 

million, admittedly on a pre-petition debt, would anyone here 

dispute that that's an operating expense that they needed to 

get to show the governor that the legislation be passed?

And Your Honor, that is exactly what's happening in 

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this case.

THE COURT: I don't -- look, you're mixing a bunch of 

concepts --

MR. JULIAN: It's an operating expense.

THE COURT: -- that whether it's an operating expense 

or not, it, to me, is irrelevant. To me, my job and my 

authority is to authorize this debtor to pay people who hold 

potential -- or not potential -- actual claims that have not 

yet been liquidated. And to the extent that they are disputed 

because there may be some people that simply don't have claims, 

which I hope aren't many or any, that they're doing the right 

thing.

Exactly what would've happened if we were sitting here 

having a plan confirmation today, and the debtor said, the 

plan's confirmed now and in Class A is all the victims, and 

they are going to be paid in the following manner. And that's 

what would happen. That's exactly what would happen if we got 

to that point.

MR. JULIAN: If that's the case, then why did their 

answer to our interrogatory, which I attached to Brent 

Williams' declaration citing that this is permitted by Section 

4.9 of the creditor agreement which is a charitable claimant.

THE COURT: I don't --

MR. JULIAN: But they're not doing it for that reason.

THE COURT: Mr. Julian, I don't know how to answer 

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that question. To me it's a bankruptcy question: can they pay 

it or not? If they --

MR. JULIAN: Here's the chaos it's going to create --

THE COURT: If they don't have a legal obligation to 

pay it, then they probably have no business paying it -- a 

bankruptcy business payment.

MR. JULIAN: Then you haven't --

THE COURT: Let's try it a different way. If someone 

comes in and says, you know, I wasn't even in Northern

California during the fires, but I'd like to get my share of 

this hundred million. And Mr. Karotkin gets up and says, yeah, 

give them the check. That would be wrong. That would be a 

gift of corporate assets. And the debtor, for giving that 

money away to someone to whom there is no liability, would be 

subject to very serious criticism.

MR. JULIAN: Yes.

THE COURT: And you know as well as I, that's exactly 

what management would get in trouble for for giving away 

corporate assets, particularly as a debtor-in-possession as a 

fiduciary.

MR. JULIAN: They're doing it because Judge Alsup said 

you have to restore California's confidence in you.

THE COURT: I'm not in Judge Alsup's role today. My 

job is my job in this motion.

So anyway, go ahead with --

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MR. JULIAN: So may I explain the chaos --

THE COURT: You wanted me to make two legal rulings. 

What are they?

MR. JULIAN: Yes. I want to know whether you agree or 

disagree with our point that Brooks (ph.) v. Willis (ph.) and 

Browne v. Turner apply in this case. Once the program is voted 

on by the board as necessary to the reorganization of this 

company, can they do it in a reckless way?

May I tell you the chaos that I think is going to 

happen as shown by the declaration of Kirk Trostle, the former 

police chief of Chico, who lost his home.

THE COURT: I read his declaration.

MR. JULIAN: And what you have, Your Honor, is you're 

going to have the first in applications, where people get a 

couple hundred thousand dollars --

THE COURT: Well, maybe they won't get a couple 

hundred thousand dollars. Don't you think that's what the 

administrator's going to do? If the administrator gets to be 

empowered, he or she will figure out how Mr. Victim A isn't 

going to get the jump on Victim Z, and A through Z or 500 Z or 

5,000 of them, is try to come a fair and equitable result, 

which is exactly what would happen if this case were in a 

Chapter 7 bankruptcy.

If this were a liquidating case and there was twenty 

cents on the dollar to go to creditors, there would be a period 

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of time, and trustee would line up all the creditors and divide 

the numerator by the denominator and everybody would get twenty 

cents on the dollar.

The difference here is we have people, as you know --

I don't have to tell you; they're right here in the 

courtroom -- who are suffering right now for what happened last 

November. And we have the company saying we want to pay some 

money to those people. And you're putting all sorts of labels 

on, which maybe are right, but what I say is not wrong.

These are claims of these victims that are admittedly, 

at the moment, unliquidated and potentially disputed, but the 

company says, let's pay these people.

Now, you're saying, okay, but you get a result. You 

get brownie points with Judge Alsup and the governor. Well, I 

don't care about that. I care about -- and the creditors' 

committee I believe cares about letting the debtor pay a 

hundred million dollars when there's no legal precedent for it 

under the bankruptcy laws.

Read the Robins case if you don't believe me. Look 

what happened in Robins.

MR. JULIAN: Well, I filed Robins.

THE COURT: I know you did. Tort victims. Women who 

were injured by the Dalkon Shield were told by the Court of 

Appeals you don't get paid until there's a plan.

I don't want to impose that rule here, and I don't 

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think you want me to impose that rule here.

MR. JULIAN: I don't.

THE COURT: So let's --

MR. JULIAN: But I do --

THE COURT: Let's just ignore Robins and the --

MR. JULIAN: I would like to explain to you --

THE COURT: Yeah. Go ahead.

MR. JULIAN: -- that the only evidence in front of 

you, because I'm the only one who filed the declarations --

THE COURT: Right.

MR. JULIAN: -- is the declaration of Brent Williams 

who --

THE COURT: Yes, you did.

MR. JULIAN: -- answered your question about the 

administrator. He says, there are 20,000 households that are 

eligible.

THE COURT: I know that. And some of what he said is 

confidential.

MR. JULIAN: No --

THE COURT: So don't read the confidential.

MR. JULIAN: Well, actually, one --

THE COURT: I can't keep track of all of them. But 

what I'm getting at is I read his papers. I know what he's 

saying.

MR. JULIAN: So I'm answering your question about why 

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the administrator's not going to be able to do it.

THE COURT: Well, I don't know why --

MR. JULIAN: Because if --

THE COURT: -- that's still not true.

MR. JULIAN: Well, he explained it.

THE COURT: The same way a Chapter 7 trustee would do 

it. If --

MR. JULIAN: Your Honor, if I were to ask you to make 

a -- to reject my proposed finding of fact or not, do you feel 

comfortable telling me whether I have proven to you that the 

motivation for this director and senior officer decision for 

business judgment as an operating expense in this case was to 

regain the good will of the people of California and the 

legislator in order to try to confirm a plan of reorganization. 

I think that's what the evidence shows. And I think if you 

make that finding of fact, you have the chance today to order 

replenishment -- subject to replenishment or more than the 105 

million dollars.

THE COURT: And to what limit? What's the limit?

MR. JULIAN: Mr. Williams' declaration states that 

it's around 313 million dollars or chaos will result --

THE COURT: Uh-huh.

MR. JULIAN: -- as people are -- neighbors are 

fighting over this. We can't have neighbors, Your Honor, these 

good people, fighting amongst themselves. They've suffered 

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enough already.

THE COURT: Okay.

MR. JULIAN: Some of them don't even have water to 

live on in their trailers and tents on their property in 

Paradise.

THE COURT: And I hope the administrator can figure 

out a way to make sure that that person gets paid because there 

may be somebody who is a neighbor who has a house that didn't 

burn, maybe who'd lost a trailer. I don't know.

MR. JULIAN: The administrator's going to have a very 

hard time with a hundred million.

THE COURT: I understand. The administrator will have 

a hard time with a hundred dollars, or a hundred million, or 

500 hundred million. It's not easy. 

MR. JULIAN: I fear we're losing a moment, Your Honor, 

in this case, where we have an opportunity to do something 

because of the way they framed their motion. 

THE COURT: Okay. Well, let me see what the other 

parties have to say. Thank you, Mr. Julian. 

Let's hear from the creditors' committee. 

MR. DUNNE: Good morning, Your Honor. For the record, 

Dennis Dunne from Milbank, LLP.

THE COURT: Yeah, and Mr. Dunne, I didn't mean to call 

you out of order. I mean, you don't really oppose this motion, 

do you?

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MR. DUNNE: We -- we had filed an objection. We filed 

an objection because we were compelled, Judge, frankly, by our 

kind of duties and statutory mandate to point out Robins 

(phonetic) to you, point out essentially that -- and the preplanned issues with this.

THE COURT: Yeah, I mean the document is called an 

objection, I understand but it --

MR. DUNNE: And --

THE COURT: -- says what it says. 

MR. DUNNE: No, and we also said, and this is the part 

that Your Honor picked up astutely on, which is that were Your 

Honor inclined to grant the relief, we think it had to be 

tightly tied --

THE COURT: Right. 

MR. DUNNE: -- to claims against the estate, fires for 

which PG&E had liability, and some sense that this wasn't going 

to be slippery slope, which I think the tort committee's kind 

of showing, that they want more. 

THE COURT: Well, I think Mr. Julian is saying I can 

ignore all that, and just do it under 363, and call it business 

judgment, and it's like building a building in --

MR. DUNNE: Well, I am happy to have that debate all 

day long, Your Honor. 

THE COURT: -- Walnut Creek.

MR. DUNNE: He's basically saying the doctrine of 

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necessity isn't -- you know, you didn't even need the doctrine 

of necessity to prove that paying pre-petition creditors 

outside of a plan was necessary to preserve value in a going 

concern. You could just do it under business judgment, under 

363, and the whole priority scheme that Congress carefully 

crafted doesn't matter. 

THE COURT: Well --

MR. DUNNE: But we don't have to go there. 

THE COURT: -- you know, the Supreme Court gave us 

Jevic last year. 

MR. DUNNE: The Jevic, and they were very clear on 

that. 

THE COURT: Jevic. 

MR. DUNNE: They were very clear on that, Your Honor. 

So you and I see it the same way on that. I don't have the 

authority to withdraw the objection today but the committee was 

cognizant of the fact that if you were inclined to do it, these 

would be things that make it more palatable that we believe the 

debtor should have done from the outset, and didn't in their 

original motion.

THE COURT: Well, maybe you and I, Mr. Dunne, are 

experienced lawyers, and I used to be one, and we know how to 

talk in a little bit of code because you said we object but, 

you know, here's how to do it if you really want to do it, and 

the fact is I really want to do it, and there isn't a person in 

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this courtroom who doesn't want me to do it, I don't think, 

including you and your committee.

And so because if you said it's absolutely verboten, 

cannot be done, you wouldn't give me fifteen ways to make it 

work. Right? You didn't -- you won't need to. So the 

question is, you know -- well, anyway, you don't have to say 

anything. 

MR. DUNNE: Oh, no, I know what you're -- and there's 

a simple answer to that, Your Honor, is I don't have the 

authority today --

THE COURT: I got it. 

MR. DUNNE: -- to say withdrawn. We could take a 

break. I could convene a committee call if that's --

THE COURT: I have the authority.

MR. DUNNE: You certainly have the authority, Your 

Honor. You certainly have the authority to overrule the 

objection. I believe the ad hoc committee of the bondholders 

filed something similar, as well. 

Your Honor, I did want to make one point while I have 

the podium --

THE COURT: Sure. 

MR. DUNNE: -- and this is actually addressing 

something -- actually two comments of Ms. Dumas from earlier. 

One is, I actually agree with her. I think that we can make a 

fair amount of progress on a plan, and get -- and focus on 

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getting large distributions out to the wildfire victims who 

have endured, you know, unspeakable horror, and dislocation and 

pain, as a result of those fires. And we should be focused on 

doing that as quickly as possible, sharing the information, and 

maybe we could do something that's not wholly dependent on 

legislative relief. Happy -- we want to commit all the efforts 

and resources of the committee to try to do that. 

The second one is a correction, Your Honor. Counsel 

for the tort committee also said, I believe their words were 

that every other lawyer in the courtroom represents only 

opportunistic, financial participants --

THE COURT: Well, I think Ms. Dumas said something 

like that, yes, but --

MR. DUNNE: And I think we all know that with respect 

to my client, the official committee of unsecured creditors, 

that's inaccurate. We represent the entire class of unsecured 

creditors, other than the wildfire victims. 

THE COURT: I don't think she meant it literally. I 

am sure there may be members of your committee then --

MR. DUNNE: I apologize for hearing it as uttered

but --

THE COURT: No, but there -- I'm sure there are 

members of your committee, there may be some who may in the 

future change their claims, and there are some that are 

probably in for the long haul, and that's why --

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MR. DUNNE: And it's not all debt for borrowed money. 

THE COURT: Yeah, no, I understand. 

MR. DUNNE: We have employees, and trade creditors, 

none --

THE COURT: I know you do.

MR. DUNNE: -- of whom wanted there --

THE COURT: You have a counterparty to a --

MR. DUNNE: -- to be a Chapter 11 or choose here --

THE COURT: -- power purchase agreement, as I recall. 

MR. DUNNE: Exactly.

THE COURT: Yes. 

MR. DUNNE: No, exactly. Exactly. 

THE COURT: I think her point was that one thing I 

think is absolutely correct that she said, and she said it on 

the first day motion, virtually every creditor in this case, 

except the victims of the many fires, were -- chose to be 

creditors. There may be a few that didn't but you know, there 

was some tort -- other tort claimants that are not fire victims 

like the two that were here for the relief from stay last 

month. They were involuntary creditors but I don't think -- I 

think we know what we're talking about. The world of two --

what, twenty billion dollars' worth are generally people that 

chose to be creditors --

MR. DUNNE: I understand. 

THE COURT: -- but none of these victims chose to be. 

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We got that. 

MR. DUNNE: And, Your Honor, unless you have any other 

questions for us, we're happy to just rest on the pleading. 

THE COURT: No, I would like your thought on --

without breaching confidences, how this thing will work if I 

approve it, you know, what's going to happen? Is my suggestion 

doable of picking either consensual among the principal players 

here, who the administrator is, or if not either telling me to 

do it or the U.S. Trustee to do it, and then getting on with 

it, with that person having a -- promptly getting -- rolling up 

sleeves, and getting around a table, and mapping out the 

details. 

MR. DUNNE: The short answer is yes, Your Honor. 

Meaning --

THE COURT: Mr. Julian says it's chaos. I mean, I 

would like to think an administrator will figure out a way not 

to allow chaos. 

MR. DUNNE: That's their job description, and their 

objective, Your Honor, and I think your point that it should be 

incumbent on the debtors and the two official committees to try 

to come up with that person as quickly as possible. 

THE COURT: Yeah, but you know what I don't want to 

do? I don't want my courtroom deputy to say one of the -- you 

know, Mr. So-and-So wants to have a phone conference next week 

on an emergency basis, and I'll say what's it about? And say 

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they can't agree on an administrator. I'll name an 

administrator if I have to. I don't think that the U.S. 

Trustee has the sole role here but I am not going to have a 

turf battle. 

MR. DUNNE: Well, I think --

THE COURT: The job is to get --

MR. DUNNE: -- that's fair, Your Honor. 

THE COURT: -- an administrator selected on --

MR. DUNNE: Right. 

THE COURT: -- and on the job. 

MR. DUNNE: Give us some short period of time to try 

to do it consensually, and then we don't have to argue about 

who it is. Your Honor can just select. 

THE COURT: I mean, I will approve. I mean, my view 

would be if the tort committee and the unsecured committee, and 

the debtors -- and I'm not minimizing the role of the ad hoc 

committees or anyone else, and I will say, and the U.S. 

Trustee, if there's a consensus that X -- Mr. X or Ms. Y would 

be perfect as administrator, and that person is willing to do 

it, I'm not going to second guess that. 

If I get a slate of people and I'm supposed to pick, 

or if I get, you know, none of us can pick -- I thought about 

this, I don't think this is -- if we call this person an 

examiner, I think the U.S. Trustee has to make that decision. 

I don't think the law tells me that I can't but I rather let 

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the parties do it consensually. 

MR. DUNNE: I agree. I don't think we're going to be 

using the word examiner. It's more like a special master to 

administer the fund that we've all --

THE COURT: Yeah, but I can't call him a special 

master either. 

MR. DUNNE: I understand. It will be some other --

we'll come up with the right nomenclature, Your Honor, but it's 

not an examiner. 

THE COURT: Yeah, and so you're somewhat sanguine, I 

take it, about in short order, and this is for the victims, the 

people that are listening, this is something, it isn't six 

months, it's some shorter period, much shorter period of time 

where there will be a designated person. That person will have 

an organizational process with the principal committees and 

find what kind of professional help he or she needs, and get on 

with it. 

And the next thing that I would do perhaps would be 

sign the order that approves it, and the next thing after that 

was that person would have a hundred million bucks to start to 

figure out the right way to distribute it. 

MR. DUNNE: And let me give the Court comfort that --

I mean, notwithstanding or pleading, assuming Your Honor 

approves it today, we will commit all our efforts to get

everything done quickly. We're not going to try to slow walk 

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anything. We're going to try to get dollars out as quickly as 

possible, if Your Honor approves it today. 

THE COURT: Okay. 

Ms. Villacorta, do you want to be heard for the U.S. 

Trustee? You also did not oppose it. You said you want more 

information. 

MS. VILLACORTA: Right. 

THE COURT: Have we picked everything on your list 

there?

MS. VILLACORTA: Okay. So good morning, Your Honor. 

Marta Villacorta for the record, on behalf of the United States 

Trustee. 

So the United States Trustee did file a response, just 

requesting additional information. 

THE COURT: Right. 

MS. VILLACORTA: It's not in any way an attempt to 

somehow -- it's not a roadblock. 

THE COURT: I didn't take it as one. 

MS. VILLACORTA: Okay, just for the record. And in 

response to your question about being involved with respect to 

the plan administrator, the United States Trustee is not 

seeking to be involved with the selection of the fund 

administrator. 

THE COURT: Okay. Because you always -- you agree, 

it's not an examiner. 

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MS. VILLACORTA: I do agree. I think this is 

ultimately something that should be left up to the parties, the 

debtors and the committees, obviously with the Court's approval 

on how the funds will be disbursed, and et cetera. So those 

are my comments. 

THE COURT: Yeah, let me repeat what I just said. If 

the principal players here agree, that's fine. I'm not going 

to second guess it unless, you know, I know that the person is 

a convicted felon, which I don't think is going to be the case. 

And if they don't agree, and they say you pick one, I'll pick 

one. I mean, I will do it in a minute, and -- but I will make 

sure that, again, the process goes forward quickly. 

So you don't want to be even a party in the --

MS. VILLACORTA: Right. 

THE COURT: How about in the --

MS. VILLACORTA: Do not participate, right. 

THE COURT: -- how about in the discussions that, 

let's say we get to that point where the administrator is 

identified, do you want to have a role where there's a further 

discussion on what the ground rules are for the eligibility and 

payment, and so on? 

MS. VILLACORTA: Like I said before, Your Honor, I 

think this is really something that should be left up to the 

parties. 

THE COURT: Okay. Okay. 

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MS. VILLACORTA: Okay. 

THE COURT: Thank you very much. 

MS. VILLACORTA: Thank you.

THE COURT: All right. I've kind of lost track of my 

list, so I will just call counsel in order that want to be 

heard. Do you want to be heard? Are you standing up to be 

heard?

MR. TROY: Thank you, Your Honor. For the record, 

Matthew Troy, Department of Justice, Civil Division, on behalf 

of various federal agencies involved in this case. 

We don't oppose the motion, Your Honor. I just wanted 

to make Your Honor aware, if he's not already, and all the 

parties present, that there is already a robust assistance 

program from the federal government for these victims. 

THE COURT: That's the FEMA program, right?

MR. TROY: The FEMA program, and potentially, I don't 

know for certain, SBA disaster guaranteed loans. 

I rise only, Your Honor, to raise the issue that under 

these programs, if there is a duplication of assistance, there 

is a possibility of triggering a potential right of recovery --

THE COURT: Yeah.

MR. TROY: -- against disaster --

THE COURT: No, I'm aware of that.

MR. TROY: -- recipient --

THE COURT: And it was very helpful what I got about 

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that. And that's what happened with the 2015 fire, right?

MR. TROY: I don't know for certain, Your Honor, but 

it's possible. I can't say. I don't know. I didn't discuss 

the 2015 fire with my clients. 

But we did raise this concern before the motion was 

filed with PG&E, and they agree as part of the proposed order 

to have in there that the administrator would consult with 

the -- with FEMA in developing the criteria to avoid this 

problem. 

So I just wanted to make everyone aware that 

duplication is potentially an issue but we are going to make 

efforts to avoid it. 

THE COURT: Okay. Thank you very much. 

MR. TROY: Thank you. 

THE COURT: All right. We did have some opposition or 

some responses from others but if no one wants to be heard, 

I'll go back to Mr. Karotkin, and see if he wants to have any 

closing comments. 

Mr. Karotkin?

MR. KAROTKIN: Thank you, Your Honor. 

THE COURT: Do you care what section I --

MR. KAROTKIN: No.

THE COURT: -- make reference to here?

MR. KAROTKIN: I don't. I'm -- as I said, the debtor 

is anxious, and willing, and ready to move forward with the 

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fund. We agree with your suggestion that we work with the two 

committees to get the administrator in place, and agree on any 

appropriate procedures, and we will commit to do so 

immediately.

I'm not sure what Mr. Julian was asking you to do. I 

think he was asking you to, in effect, issue some sort of a 

declaratory judgment on his view of the law. I don't think 

that's appropriate. I think maybe he was trying to get you to

enter an order, so he could take some sort of an appeal to 

force us to put more money up.

THE COURT: I don't know.

MR. KAROTKIN: I don't think that's appropriate. If 

he wants declaratory relief, he should bring it by appropriate 

procedure. As I said, we would ask that you grant the motion 

so we can move forward. 

THE COURT: Mr. Julian, I mean, again, just tell me --

you asked me to -- you want me to make findings. If I don't 

make findings, tell me what you want me to do. Let's start 

with the following proposition, that you're here to get me, at 

the minimum, to get that hundred million out on the way to your 

constituents. 

What -- how do you want me to get there that's 

important to you because I am not inclined to do it. I'm 

inclined just to use my discretion to grant the motion, 

overrule the objections, as long as these safeguards that you, 

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and presumably your committee members will be parties to, 

selecting -- selection, and development of criteria. So what 

else is there more that you want me to do?

MR. JULIAN: One item, Your Honor. We would like you 

to order that the administrator be chosen by the parties within 

five days or it will come back to you to pick; time is of the 

essence. 

And secondly, I made my request for findings and 

rulings on the legal points --

THE COURT: Yeah, but I just want to --

MR. JULIAN: -- as part of my argument. 

THE COURT: -- I just wanted to clarify it. I mean, 

if I -- I mean, if you were drafting the order, what would it 

say? I mean, if -- look --

MR. JULIAN: For the 105 million, or for what I 

wanted?

THE COURT: No, I'm overruling --

MR. JULIAN: I get it. 

THE COURT: -- the request that you order the debtor 

to pay more than it volunteered, and for the reasons I stated 

at the outset, I don't know of any legal authority that would 

allow me to do that. Do you want me to overrule that request 

formally, and form an order? 

MR. JULIAN: I think you've -- I think you've rejected 

my legal arguments and --

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THE COURT: I did.

MR. JULIAN: -- we request that with respect to your 

order approving the 105-million-dollar of funding requested by 

the debtor, that you make two rulings: that the administrator 

report solely the name and the dollar amount to PG&E so that it 

can evaluate credits and offsets and not the underlying 

information that may chill the application process. That's --

THE COURT: Well, keep in mind -- and maybe you said 

it in your papers, and you were very thorough --

MR. JULIAN: I did.

THE COURT: -- and I mean, Mr. Julian, I simply can't 

process hundreds and hundreds and hundreds of pages. I have to 

understand the theory. 

And so if you were telling me that the debtor has 

tried to get from your constituents signatures on papers that 

you are bothered by, I got you.

What I was hearing is that they wouldn't even be able 

to solicit even the kind of information that would have to be 

on a proof of claim. You know, a proof of claim would say who 

you are, what your claim is, what the nature is, what credits 

you have against it.

You don't have to put on a proof of claim, and by the 

way, I hope the governor does something. That's not --

MR. JULIAN: I would phrase it this way. That we have 

no objection and believe it's proper for the administrator to 

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submit the name of the applicant and the amount paid from the 

fund to PG&E and the committees. 

And secondly, that the administrator determine, after 

listening to our explanations of mischief with respect to 

discovery, that if the administrator wants to submit more, the 

administrator should take into account our considerations, 

because we think more, in this case, creates mischief.

THE COURT: Well, let's take the example of FEMA. 

What if one of the victims who -- in your constituency, 

believes that she's entitled to 5,000 dollars, and but she also 

received -- because of a loss of house -- again, I don't want 

to pretend that I can imagine what any of them have gone 

through. So I'm just trying to quantify it much like you were 

quantifying the building permit in Walnut Creek.

Suppose this claimant has a good case for getting 

5,000-dollar short-term entitlement here, but she got 1,000 

dollars from FEMA. The form should say I got 5,000 -- I mean, 

I want 5-, but I got 1-, so I want 4-, right? Whatever the 

form would say. It should reflect a credit coming from another 

source, right? Why wouldn't it?

MR. JULIAN: Yes, the administrator should work with 

FEMA to make sure there's no duplication of loss of benefits.

THE COURT: Same with insurance benefits. In other 

words, Victim A has no insurance; Victim B has received from 

her insurance company some kind of temporary housing 

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arrangement. Why wouldn't the administrator need to make sure 

that there isn't overcharging, if you will?

MR. JULIAN: Well, there's an interesting answer to 

that. I don't want to get too far afield.

The administrator is going to develop the criteria. 

We trust the administrator.

THE COURT: Right.

MR. JULIAN: We have agreed on a similar one to the 

debtors and we have agreed to one, but there are others in --

THE COURT: Okay.

MR. JULIAN: -- in consideration.

THE COURT: Okay.

MR. JULIAN: The technical part about your question, 

though is that --

THE COURT: That's fine.

MR. JULIAN: -- under the debtors' motion, even 

victims who are insured, if they establish other special needs, 

can make an application. That's their motion. We haven't 

objected to that.

What I think you're saying is the administrator should 

look at of this; and all I'm saying, Your Honor, is the only 

thing that should be reported to PG&E, the debtor in this case, 

is the name of the applicant and the credit. Everything else 

dealing with FEMA, the administrator, and the applicants, 

should be shared among those people.

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THE COURT: I guess I'm having trouble pretending 

that -- I mean, I've having trouble figuring out why this 

shouldn't be a mirror image of what would happen if we had a 

confirmed plan today and we had a claims bar date tomorrow, and 

the victims would file a claim and the victims would say I'm 

entitled to this amount of money. And by the way --

MR. JULIAN: I see.

THE COURT: -- I have these other kinds of credits.

MR. JULIAN: Yes. And our claims database that we're 

going to be exchanging in a mutual discovery plan, we will 

provide that information with respect to these applicants who 

receive assistance from this program.

THE COURT: But look, you could have somebody who lost 

a home and you think well, oh. But what if that person 

happened to have another home on Pacific Heights? But next 

door is somebody who not only lost a home, but is living in a 

trailer without running water? I mean, it seems to me it would 

be clearly obvious that the former should get nothing, at this 

point, and the latter should get as much as the pot would 

permit.

And there are no -- I mean, that's not a form; that's 

just the right thing. And they -- the claims administrator --

I mean, the administrator has to have --

MR. JULIAN: Yes.

THE COURT: -- some way of making sure that we 

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aren't -- I'm going to use the wrong word here. I don't mean 

to say overcompensating, but prematurely compensating somebody 

who is less needy than somebody who, right now, needs it in a 

more dramatic way.

MR. JULIAN: I have miscommunicated.

THE COURT: Okay.

MR. JULIAN: Everything that you just said is perfect 

with me, with respect to the administrator, FEMA, and the 

applicant sharing all that information so that all those 

horribles don't happen. We agree.

MR. KAROTKIN: And Your Honor, why should --

MR. JULIAN: And we want them to do --

MR. KAROTKIN: -- why should material --

THE COURT: Let --

MR. KAROTKIN: -- on an application, which should be 

factual material, why is that a secret?

THE COURT: Yeah, I don't know. I think the only 

thing that occurred to me is maybe -- maybe there's a reason 

not to have it showing up in the Chico newspaper that Mr. Soand-So got 1,000 dollars from PG&E, under wildfire fund.

MR. KAROTKIN: I will assure you the debtors will not 

disclose it to the Chico newspaper.

THE COURT: Well, I'm picking --

MR. JULIAN: You have only one piece of evidence in 

front of you that answers this question. Everything else is 

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speculation.

THE COURT: I know.

MR. JULIAN: The evidence is that I submitted what 

good lawyers and PG&E good directors and officers did in Butte 

2015. They said in that notice to the victims, we will not use 

the information in your application --

THE COURT: Now, I know you said that. And as soon as 

I --

MR. JULIAN: And there's a --

THE COURT: -- as soon as I read it --

MR. JULIAN: -- the answer is, it's obvious --

THE COURT: -- I thought they weren't in bank -- the 

bankruptcy rules are different.

MR. JULIAN: We are going to provide that information 

in the claims process, Your Honor.

THE COURT: Okay, look, I'll tell you this way.

First of all, Mr. Karotkin, is it reasonable to think 

that five days is workable to get at least an administrator 

identified?

MR. KAROTKIN: It's fine with us. In fact, I've told 

you, we've agreed with the tort committee. It's just the 

matter of speaking with --

THE COURT: Mr. Dunne is that reasonable --

MR. KAROTKIN: -- Dunne.

THE COURT: -- I mean, because I -- listen, I'd rather 

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not put it in an order. I'd rather say get it done and if I 

don't get it done, I'll have an emergency motion or phone 

conference and say what in the hell is going on. And I'll say 

it that way too.

MR. DUNNE: That's fine, Your Honor. We'll get it 

done within five days.

MR. KAROTKIN: Thank you, Your Honor.

THE COURT: But I'm saying, I'm not making it part of 

the order, okay?

MR. KAROTKIN: Fine.

THE COURT: It's not in the order. So all right, 

look, let's review the bidding here.

I'm not -- I'm not going to make findings and 

conclusions. I'm going to sign an order that I'll ask Mr. 

Karotkin to circulate to the principal counsel here, that will 

use my usual: for the reasons stated on the record, the motion 

and the -- use the proper term of PG&E's motion -- is granted, 

and that the parties are to proceed forthwith to select an 

administrator and work with that administrator to prepare 

appropriate guidelines and procedures that the Court can 

approve on a final basis at some point.

And I'm not going to -- I'm making the statement that 

my reasons are that the bankruptcy laws -- excuse me -- that 

the payments are being made to victims for reasons that are 

clear to them, but they are -- they would not be paid -- how 

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can I say this correctly?

The payments are to people who are entitled to payment 

under the bankruptcy laws, not because they're entitled because 

they've already filed a proof of claim, but because they are 

victims of something that occurred before the bankruptcy, and 

then for bankruptcy terminology, they are holders of prepetition claims, albeit in some cases, perhaps contested and in 

some -- probably more cases unliquidated, and frankly probably 

not contingent at all.

And those are the bankruptcy terms. And then we'll 

leave it to the administrator, who will then forthwith meet 

with the principal players and come up with a procedure and get 

it in place.

So I'm not -- I am expressly not authorizing the 

debtor to make these payments because these claims arose postpetition. They arose pre-petition. And to the extent that 

someone gets money under this program who is not a pre-petition 

creditor or never could be, that person is not entitled to the 

money, and there may be a need to even have a disgorgement at 

some point in the future.

These are not things that have to be in the order. 

These are things that are just are going to work. And so I'll 

leave it at that.

With that, unless there are any questions, I'm going 

to conclude the hearing, and I'm going to thank all counsel for 

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their spirited presentation. 

And I appreciate, for the folks that came down from 

Paradise an everything else, I appreciate your participation in 

our hearings, and I hope you'll feel that you got your day in 

court, and your lawyers certainly adequately represented your 

interests. And I appreciate their advocacy and efforts.

So we'll call it a day. Thank you.

IN UNISON: Thank you, Your Honor.

(Whereupon these proceedings were concluded at 12:01 PM)

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I N D E X

RULINGS: PAGE LINE

Debtors' motion to enlarge time to file 8 11

Notices of removal of related proceedings granted

Lease extension motion granted 8 22

Debtors' application to employ Lazard Freres 8 25

approved

Debtors' application to employ Compass Lexecon 9 3

granted

Creditors' committee's application to employ 9 3

FTI granted

Motion to appoint Bruce Markell as fee 10 15

examiner granted

Application to employ PricewaterhouseCoopers 15 2

granted

Exclusivity motion is granted with a four-month 77 2

extension for the reasons stated on the record.

Wildfire assistance program motion is 126 16

granted for the reasons stated on the record.

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C E R T I F I C A T I O N

I, Suzanne Baldridge, certify that the foregoing transcript is 

a true and accurate record of the proceedings.

________________________________________ 

/s/ SUZANNE BALDRIDGE

eScribers

7227 N. 16th Street, Suite #207

Phoenix, AZ 85020

Date: May 23, 2019

Case: 19-30088 Doc# 2210 Filed: 05/23/19 Entered: 05/23/19 15:44:46 Page 130

of 151
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 22, 2019

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PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 22, 2019

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base (1)

 23:20

based (4)

 40:14;75:12,24;77:6

bashful (1)

 60:12

basically (1)

 106:25

basis (8)

 13:5;19:11;55:4;

 62:5;78:19;80:21;

 111:25;126:21

battle (1)

 112:4

Baupost (2)

 48:10;72:19

Bay (3)

 45:16;46:7;84:22

bear (2)

 26:3;53:5

bearing (1)

 35:10

bears (1)

 59:19

became (1)

 83:8

become (1)

 96:11

becomes (1)

 13:24

begin (3)

 32:13;65:18;66:7

beginning (1)

 35:12

behalf (11)

 7:14;9:13;10:8;

 25:11;35:23;37:24;

 43:8,17;84:4;114:11;

 116:9

behave (2)

 74:18,19

behind (4)

 20:11;27:2;33:5;

 64:17

believes (4)

 30:6;76:10;78:21;

 121:10

believing (1)

 84:23

below (1)

 47:15

beneficial (2)

 67:1;68:4

benefit (2)

 10:17;20:23

benefits (3)

 46:6;121:22,23

Bennett (24)

 37:18,19,23,24;38:2,

 8,10,20;39:14,17,19,

 21,23;40:9,10;41:6,22,

 24;42:2,14,16,25;43:1,

 9

Bennett's (1)

 43:14

best (3)

 26:14;39:1;78:5

better (7)

 27:1;29:21;30:10;

 33:9;34:16;80:11;82:2

bidding (1)

 126:12

big (3)

 28:21;46:23;69:5

bigger (1)

 25:16

Bill (2)

 41:13;88:5

billion (5)

 47:2,2;59:25;71:5;

 110:22

billions (2)

 45:11,15

bit (4)

 47:15;59:1,7;107:23

board (9)

 53:15,20,23;54:3,10,

 11,12;91:7;101:7

bogged (1)

 93:1

bond (1)

 49:18

bondholders (1)

 108:17

bonds (5)

 47:11,13,14;48:8;

 49:23

bonuses (1)

 98:17

book (1)

 73:22

borrowed (1)

 110:1

both (5)

 9:8,10;46:8;68:4;

 76:19

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(2) application - both Case: 19-30088 Doc# 2210 Filed: 05/23/19 Entered: 05/23/19 15:44:46 Page 132

of 151
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 22, 2019

bothered (1)

 120:16

bought (1)

 49:16

bound (1)

 9:16

box (2)

 34:25;92:11

BR (2)

 52:20;53:11

BRAY (21)

 32:7,8,9,9,13,23;

 33:2,4,8,21,23;34:1,24;

 35:3,5,7,18,19;76:20,

 22;77:3

breaching (1)

 111:5

break (13)

 20:25;40:4;50:19;

 51:10,23;54:23;55:5;

 77:9,15,20,21;86:2;

 108:13

breaking (4)

 56:17;60:19,22;

 65:23

Brent (2)

 99:20;103:11

bridge (1)

 88:5

brief (2)

 10:21;14:12

briefly (1)

 72:12

bring (2)

 65:13;118:13

broad (2)

 25:16;69:5

broad-based (1)

 89:5

broke (3)

 23:13;56:7;92:4

Brooks (1)

 101:5

brother (1)

 84:16

Brotherhood (1)

 80:7

Browne (1)

 101:6

brownie (1)

 102:14

Bruce (2)

 10:8;37:23

Bruno (1)

 89:24

brush (1)

 69:5

bucks (1)

 113:20

build (1)

 91:16

building (7)

 42:10;91:23;92:5;

 95:13;106:21,21;

 121:14

bunch (1)

 99:2

burden (3)

 7:22;32:16,18

burden-of-proof (1)

 32:15

burn (1)

 105:9

burned (3)

 48:18,19;84:23

business (15)

 21:18,19;71:11;85:3;

 87:21;88:18;89:10;

 90:9;92:15,21;100:5,6;

 104:12;106:20;107:4

Butte (10)

 48:7;63:10;64:21;

 69:22;81:11;89:2,16;

 92:15;97:24;125:4

C

CAL (1)

 63:16

calendar (4)

 7:8;13:5;15:3,7

CALIFORNIA (19)

 6:1;26:7;44:4;46:9,

 12,13;47:19;48:25;

 49:1,8;87:2,4;88:7;

 89:24;91:18;94:10;

 95:15;100:10;104:13

California's (1)

 100:22

Call (10)

 6:3;33:14;40:3;

 105:23;106:20;108:13;

 112:23;113:5;116:5;

 128:7

called (4)

 28:16;61:23;87:14;

 106:6

calls (1)

 49:21

came (6)

 29:7;45:19,19;48:4;

 84:12;128:2

camera (1)

 40:9

camp (7)

 25:5;45:17;66:14;

 84:17;86:12;94:4;96:9

campfire (2)

 18:5,6

can (64)

 6:22;7:2;8:12;10:2;

 11:20,21;12:2,3,5;13:5,

 6;15:19,21;18:21,21;

 19:5,21;20:4;22:14;

 23:22;24:17;27:18;

 29:2;34:18;43:11;

 46:22;49:20;50:10,10;

 57:21;59:6;60:1;62:6,

 13;64:20;67:3,10;

 74:12,13,15;77:6;78:7,

 22;79:12;80:10;82:2;

 83:7;87:21;88:5;89:25;

 91:10;100:1;101:8;

 105:6;106:19;108:24;

 112:13,22;118:15;

 120:6;121:12;122:18;

 126:20;127:1

cancelled (1)

 49:23

candidate (1)

 79:14

candidates (1)

 79:12

cap (2)

 45:21;49:15

capabilities (1)

 50:9

capital (1)

 24:24

care (7)

 6:18;8:5;10:12;

 83:16;102:15,15;

 117:21

carefully (2)

 9:9;107:5

cares (1)

 102:16

carrying (1)

 11:4

Cascade (1)

 84:13

case (92)

 12:10;15:3,16;16:4;

 19:8;21:4;22:15,17;

 23:4,11;25:21;28:3,7;

 33:19;34:8,12;37:10;

 38:6,14,23,25;39:6,6;

 42:7;44:14,16,20,21;

 45:1,13,14,14;46:3,14,

 15,25;47:1,11,12,16,

 17,24,25;48:10,12;

 50:5;51:6;52:13,14;

 53:15,17,24;56:2,4;

 60:22;62:16;64:13;

 65:14;67:25;75:11,12,

 20,24;82:24;84:24;

 85:8,14,23;86:16;

 87:25;88:4;90:3,6;

 94:12,14,16,21;96:8;

 99:1,19;101:6,22,24;

 102:19;104:12;105:16;

 110:15;115:9;116:10;

 121:7,15;122:22

cases (22)

 17:13,14;18:20;

 19:17;21:8,11,22;45:2,

 24;46:23;51:6,7;52:22;

 53:16;61:2;62:6,10;

 67:24;74:11;81:1;

 127:7,8

catastrophic (1)

 89:3

category (1)

 75:16

cause (6)

 19:20,23;21:24;

 32:17;48:22;52:25

caused (2)

 45:9,10

causes (1)

 97:2

caution (1)

 71:18

CCSF (1)

 58:8

cease (1)

 47:19

Cecil (1)

 43:17

Cell (1)

 38:7

center (2)

 86:16;90:3

cents (2)

 101:25;102:3

certain (6)

 62:8;66:22;67:8;

 81:20;116:17;117:2

certainly (20)

 15:1;16:20;32:5;

 59:4;63:12;64:12;65:4;

 67:18,18;69:9;71:10,

 19;73:3,6;82:8,23;

 85:17;108:15,16;128:5

cetera (2)

 47:3;115:4

CFO (1)

 63:22

chair (2)

 43:20;84:5

challenge (3)

 26:22;53:14;82:25

challenges (1)

 83:2

chance (3)

 8:2;54:18;104:16

change (15)

 16:14;25:20;28:18;

 36:11;42:18;49:10,12,

 12,14;50:19;51:14,24;

 71:21;76:14;109:24

changed (2)

 16:4;64:19

changes (7)

 12:25;29:18;49:10;

 66:2;71:15,25;88:6

channeling (1)

 74:24

chaos (6)

 100:3;101:1,9;

 104:21;111:15,17

chaotic (1)

 22:14

Chapter (6)

 20:4;30:19;51:6;

 101:23;104:6;110:8

charading (1)

 89:11

charitable (4)

 88:20;92:21;98:15;

 99:22

charity (1)

 96:3

chart (1)

 38:17

charts (1)

 46:18

cheaper (1)

 91:16

check (2)

 27:20;100:12

checkpoint (1)

 34:3

checks (1)

 85:16

Chico (3)

 101:11;124:19,22

chief (1)

 101:11

chill (1)

 120:7

choice (1)

 90:15

choices (4)

 67:20;90:12,14,16

choose (5)

 28:19,20;46:17;77:8;

 110:8

chooses (5)

 9:4;28:18;47:11;

 76:15,15

chose (5)

 35:10;44:10;110:16,

 23,25

chosen (2)

 80:1;119:5

Christina (1)

 84:21

Circuit (1)

 96:9

circulate (2)

 13:22;126:15

circumstance (3)

 21:15;36:13;37:1

circumstances (6)

 31:8;36:11,16;37:5;

 42:18;83:16

cite (3)

 38:20;53:6,8

cited (2)

 52:18;94:12

citing (1)

 99:21

City (1)

 25:3

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(3) bothered - City Case: 19-30088 Doc# 2210 Filed: 05/23/19 Entered: 05/23/19 15:44:46 Page 133

of 151
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 22, 2019

civil (2)

 68:14;116:9

claim (22)

 68:7;80:24;81:5,18;

 82:21;85:9;86:5,6;

 89:10;94:23,24;95:19;

 96:7;97:8,12,13;

 120:19,19,20,22;123:5;

 127:4

claimant (3)

 76:10;99:22;121:15

claimants (18)

 19:2,4;20:10,10;

 43:18;46:14;49:18;

 50:7;60:6;65:19;75:14,

 19;76:8;79:23;81:3,3,

 5;110:18

claims (51)

 7:15;17:8;18:4,5,13;

 19:2;38:22;39:4,9,25;

 40:24;41:8;45:15,19,

 22;47:13,25;48:6,11,

 12,14;62:21;64:20,20;

 68:8,10;74:9,24;81:1,

 14,14,15,16;85:8;

 96:11,12,20;97:18,20,

 25;99:8,10;102:10;

 106:15;109:24;123:4,

 9,22;125:15;127:7,15

claim's (1)

 86:4

clarify (1)

 119:12

clarity (1)

 24:17

Class (2)

 99:15;109:16

clear (12)

 23:22;25:24;32:25;

 37:6;42:9;53:23;54:5;

 85:2,4;107:11,14;

 126:25

clearly (2)

 13:20;123:18

CLERK (5)

 6:4,15;30:25;40:2;

 61:8

client (2)

 90:23;109:15

clients (8)

 20:25;40:23;65:14;

 75:10;77:13;86:12;

 93:22;117:4

climate (1)

 25:20

closing (2)

 73:14;117:18

clue (1)

 28:8

code (4)

 82:20;87:17;96:17;

 107:23

cognizant (1)

 107:17

colleague (1)

 90:11

colleagues (1)

 43:22

collect (1)

 47:23

combined (1)

 76:17

comfort (1)

 113:22

comfortable (1)

 104:10

coming (6)

 9:2;78:2;84:12,15,

 20;121:19

comment (6)

 72:17,17;73:14;

 78:12,13;93:7

comments (10)

 12:1;16:20;41:8;

 72:20;74:1;79:17;80:5;

 108:23;115:5;117:18

commit (4)

 78:18;109:6;113:24;

 118:3

commitment (3)

 24:12;70:13;79:7

committed (1)

 89:17

committee (74)

 7:10,14;18:15;25:2;

 29:25;32:1,10;33:10;

 34:5,11;35:20,24;

 36:19;37:16,17;38:16,

 17,24;39:5;43:8,18,20;

 44:13;50:7;51:9;53:17;

 54:19;56:12;57:2;58:1,

 8;59:16,17,21,24;60:7;

 62:7,8;74:1;75:6;76:7,

 9,10,23;78:25;79:11,

 11,13,15,23;80:7,20;

 81:8;83:21;84:4,6,17;

 93:9;98:4;102:16;

 105:20;107:16;108:2,

 13,17;109:7,9,15,19,

 23;112:15,15;119:1;

 125:21

committees (14)

 9:2;13:12,13,23;

 37:2;62:22;80:16;82:5;

 111:20;112:17;113:15;

 115:3;118:2;121:2

committee's (4)

 29:11;34:8;76:16;

 106:17

common (1)

 75:25

communities (1)

 89:25

company (13)

 23:25;50:9;57:12;

 70:25;71:4;81:11;

 86:11,16;88:8;101:8;

 102:7,12;121:25

Compass (4)

 9:1,5,8,25

compel (1)

 78:19

compelled (1)

 106:2

compensating (1)

 124:2

compensation (2)

 12:15;81:2

competence (1)

 23:18

competing (5)

 22:15,21,22;56:8;

 57:25

complained (1)

 20:6

complaining (1)

 40:11

complaint (1)

 39:22

completely (5)

 36:6;37:4;60:14;

 69:18;89:8

complexities (1)

 37:10

complexity (4)

 17:13;30:16;42:7;

 44:14

complicated (1)

 31:7

complications (1)

 30:18

comply (5)

 9:15;39:1;40:15;

 87:2;91:18

complying (1)

 87:16

compromise (2)

 76:18,20

concealing (1)

 89:16

concept (2)

 23:12;66:2

concepts (1)

 99:3

concern (5)

 26:12;65:5;71:17;

 107:4;117:5

concerned (9)

 32:4;36:7,9,10,19;

 37:8;59:9;70:19;78:25

concerns (4)

 25:16,18;65:6;73:1

concise (1)

 59:16

conclude (2)

 35:11;127:25

concluded (1)

 128:9

conclusion (1)

 57:22

conclusions (2)

 77:5;126:14

concrete (1)

 57:25

concur (1)

 63:3

condemnation (2)

 49:11;88:6

condition (1)

 69:3

conditions (5)

 34:6;35:15;67:7,7;

 83:17

conference (4)

 14:2;82:4;111:24;

 126:3

confidence (3)

 21:22;51:23;100:22

confidences (1)

 111:5

confident (1)

 74:15

confidential (3)

 85:10;103:18,20

confidentiality (2)

 20:15;81:8

confirm (3)

 49:13,17;104:14

confirmable (3)

 36:12,25;76:12

confirmation (2)

 50:13;99:14

confirmed (3)

 18:21;99:15;123:4

confirming (1)

 20:18

confusion (2)

 16:2;51:18

congratulate (1)

 82:3

Congress (1)

 107:5

connection (3)

 40:2;45:16;78:6

consensual (6)

 19:11;56:9;62:12;

 74:2,15;111:7

consensually (2)

 112:12;113:1

consensus (1)

 112:18

consent (2)

 88:24;89:11

consented (1)

 85:6

consequence (3)

 46:4;52:22;53:3

consequences (3)

 26:3;55:20;57:13

consider (1)

 18:14

considerable (1)

 11:22

consideration (1)

 122:11

considerations (1)

 121:6

considered (1)

 17:19

consistent (5)

 9:6;14:18;42:19,21;

 56:15

consistently (2)

 9:17;41:8

constantly (1)

 46:24

constituency (1)

 121:9

constituents (6)

 52:2;58:2;86:21;

 91:9;118:21;120:15

constitute (1)

 53:23

construction (1)

 42:8

constructive (2)

 12:3;78:24

consult (1)

 117:7

consultation (2)

 78:24;79:3

consulted (1)

 13:13

contained (1)

 7:23

contentions (1)

 64:9

contest (2)

 67:9;72:24

contested (2)

 50:13;127:7

contesting (1)

 66:23

contingent (1)

 127:9

continuance (1)

 66:21

continuation (1)

 35:16

continue (2)

 26:19;49:5

continuing (1)

 56:18

contribution (1)

 88:20

contributions (1)

 92:22

control (1)

 21:23

controlling (4)

 11:23;52:13;54:12,

 13

convene (1)

 108:13

convenience (1)

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(4) civil - convenience Case: 19-30088 Doc# 2210 Filed: 05/23/19 Entered: 05/23/19 15:44:46 Page 134

of 151
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 22, 2019

 77:10

conversation (3)

 74:20;75:3,4

conversations (1)

 62:7

convicted (3)

 86:17;98:19;115:9

cooperative (2)

 12:3;13:21

core (1)

 11:23

Corning (2)

 45:3,24

corporate (4)

 54:3,4;100:13,19

Corporation (1)

 6:15

corrected (1)

 14:17

correction (1)

 109:8

correctly (2)

 95:13;127:1

costs (1)

 11:21

counsel (26)

 8:3;9:10,15,19;10:6,

 21,24,25;12:5;21:5;

 25:5;32:9;37:17;48:17;

 51:11;57:16;62:8,22;

 66:12;75:6;76:12;77:7;

 109:8;116:5;126:15;

 127:25

counsel's (2)

 32:4;65:2

count (1)

 72:8

counterparty (2)

 12:22;110:7

country (1)

 14:3

counts (1)

 98:9

County's (1)

 89:16

couple (6)

 10:13;11:7;69:12;

 78:11;101:15,16

course (12)

 13:9;16:3;30:10;

 40:14;41:5,15;42:1;

 53:25;62:19;63:6,8;

 92:14

Court (523)

 6:3,4,6,16,18,22,24;

 7:2,5,8,16,25;8:5,15;

 9:20,22;10:1,4,9,12,15;

 11:8,13,16,18,24;

 12:10,13,16,19,24;

 13:4,7,11,19;14:1,9,11,

 15,23;15:2,4,14,25;

 16:7,12,23,25;17:23;

 18:14,18;19:15,25;

 20:5,9,13,16,18;21:3,

 10,12,14;22:6,8,12,17,

 20,22,24;23:2,6,8;24:2,

 4,8,10,15;25:1,10,14,

 18;26:16,21;27:1,5,8,

 15,18,23;28:2,5,10,13,

 15,24;29:6,9;30:2,6,13,

 15,18,23;31:1,7,17,20,

 22,25;32:8,11,18,20,

 24;33:1,3,7,10,20,22,

 24;34:3,14,18,21,23,

 25;35:4,6,8,18,20;36:2,

 4,7,19;37:3,6,9,14,16,

 20;38:1,9,19;39:1,13,

 15,18,20,22;40:1,4;

 41:5,19,23;42:1,6,15,

 25;43:3,7,15,21,23,25;

 44:2,5,7,10,19,22,24;

 45:5,8;46:1,4,20,22,24;

 48:5,21;49:25;50:2,4,

 18,23,25;51:2,4,14,16,

 18,20,22;52:1,5,7,9,11,

 14,18,18;53:8,10,12,

 22,25;54:2,4,14,16,21,

 22,22;55:8,9,11,13,15,

 16,17,24;56:2,15,23;

 57:1,4,6,11,20;58:3,5,

 7,11,13,15,17,19,22,22,

 23;59:5,12;60:2,4,6,10,

 18,25;61:4,6,9,12,17,

 20,22,23,25;62:2,19;

 63:6,8,11,13,18;64:10,

 11,13,16,24;65:8,13,

 16,21,23;66:1,5,12,16,

 19;67:6,11,13,14,16,

 19,22;68:2,4,13,15,20,

 22,24;69:1,8,11,14,15,

 16,19,19,20,24;70:2,4,

 8,14;71:1,7,9,18;72:5,

 7,10,13;73:6,13,22;

 74:9,17;75:4,8,17;

 77:18,20,25;78:21;

 79:8,16;81:22;82:10,

 12,17,25;84:1,7,9,11,

 15,20;85:1,12,24;86:1,

 9,14,19,23,25;87:4,5,6,

 11,13,13,19,22;88:10;

 89:18,19;90:8,10,14,

 18,21,25;91:3,6,19,20;

 92:7,17,19,23,25;93:4,

 7,10,13,20;94:1,14,16,

 19,21,24;95:2,12,21,

 24;96:1,4,14,16,22,24;

 97:1,4,6,11,16,23;98:8,

 11;99:2,5,23,25;100:4,

 8,17,23;101:2,12,16;

 102:22,23;103:3,5,7,

 10,13,17,20,22;104:2,

 4,6,19,22;105:2,6,12,

 18,23;106:6,9,14,19,

 24;107:7,9,9,13,21;

 108:11,14,21;109:12,

 18,22;110:2,5,7,9,11,

 13,25;111:4,15,22;

 112:6,8,10,14;113:5,

 10,22;114:3,8,15,18,

 24;115:6,15,17,25;

 116:2,4,15,21,23,25;

 117:13,15,21,23;

 118:11,16;119:10,12,

 17,19;120:1,8,11;

 121:8,23;122:7,10,12,

 15;123:1,8,13,25;

 124:6,14,17,23;125:2,

 7,10,12,16,23,25;

 126:8,11,20;128:5

courthouse (1)

 17:12

courtroom (19)

 6:9;10:6;27:3;30:22;

 31:12;36:9;41:1;47:7,

 9;48:2;56:5,6;61:14;

 78:4,6;102:6;108:1;

 109:10;111:23

courts (2)

 16:2;74:22

Court's (11)

 13:17;36:8;57:23;

 58:1;59:6,8,10;62:14;

 73:3,11;115:3

CPUC (4)

 19:21;30:20;33:24;

 47:20

crafted (1)

 107:6

crazy (2)

 23:12;44:13

create (1)

 100:3

creates (1)

 121:7

credible (1)

 76:11

credit (8)

 21:19;66:9;80:22;

 88:8;95:22;97:10;

 121:19;122:23

creditor (12)

 8:10,16;23:11,13,14;

 26:15;52:23;57:2;58:2;

 99:22;110:15;127:18

creditors (24)

 7:9;47:4;49:14;

 50:13,14,16;63:22;

 76:7,16,23;79:11,15;

 80:6,7,20;101:25;

 102:1;107:2;109:15,

 17;110:3,17,20,23

creditors' (8)

 25:2;29:11,24;32:1;

 93:9;98:4;102:15;

 105:20

credits (4)

 96:19;120:6,20;

 123:8

Creek (5)

 91:16,23;92:5;

 106:24;121:14

crisis (2)

 21:22;23:18

criteria (3)

 117:8;119:2;122:5

critical (9)

 17:6;33:8;34:13;

 41:24;42:3,8,22;47:3;

 98:4

criticism (1)

 100:15

cross-motion (3)

 78:22;79:22;85:5

crucial (1)

 39:24

crystal (1)

 71:18

culpability (1)

 94:8

culpable (1)

 94:3

current (3)

 47:4,5;72:4

currently (1)

 95:9

customers (1)

 47:22

cut (2)

 27:19;41:20

cute (1)

 92:4

D

Dalkon (1)

 102:23

damage (2)

 26:1;97:9

damages (3)

 45:12;62:21;68:9

dangerous (1)

 46:1

data (1)

 11:19

database (3)

 18:8;74:5;123:9

date (15)

 18:12,19,22;19:14,

 16,20;35:11;41:15,16,

 19;66:22;67:8;68:4;

 76:4;123:4

dates (1)

 97:18

date's (1)

 41:21

day (15)

 26:8;37:24;41:13;

 52:3,3;54:8;56:7;

 57:19;62:23;69:20;

 82:12;106:23;110:15;

 128:4,7

days (15)

 11:17;12:6;15:19;

 17:25;27:15,15;28:1;

 29:4,12;30:11,12;

 32:11;119:6;125:18;

 126:6

day-to-day (1)

 62:5

deadline (3)

 16:7;42:7;86:4

deadlines (1)

 73:10

deal (4)

 14:13;24:6;67:16;

 77:10

dealing (7)

 17:7;21:18;23:25;

 24:1;42:24;66:13;

 122:24

deals (2)

 26:7;62:5

dealt (2)

 64:20;75:20

debate (2)

 82:18;106:22

debt (7)

 47:2,4,12;48:2;

 59:25;98:22;110:1

debtor (54)

 9:4;11:20;13:11,12;

 15:20;32:16;33:5;

 34:15;35:14;36:25;

 41:20;42:12;45:7,9,19,

 20,25;47:1;48:23;

 49:22;52:25;53:17,20;

 54:17,18;60:20;62:11;

 73:16,20;76:5,21;77:2;

 78:19;80:1,16,19;

 81:21;86:3;91:8;95:15;

 96:1,18;98:2;99:7,14;

 100:13;102:16;107:19;

 117:24;119:19;120:4,

 14;122:22;127:15

debtor-in-possession (1)

 100:19

debtors (27)

 7:1;13:1;21:23;22:2;

 23:3,4;26:18,23;27:9,

 25;30:10;33:16,17;

 34:13;36:3;39:7,11;

 43:2;59:21;60:10;87:1;

 91:14;111:20;112:16;

 115:3;122:9;124:21

debtors' (12)

 9:6;16:19;24:15;

 27:18,19;29:3;33:9;

 35:16;65:2;76:12;

 87:20;122:16

debtor's (9)

 19:7;24:13,13;25:5;

 41:17;45:14;76:21;

 78:9;83:9

decide (10)

 15:9;34:3,18;35:14;

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(5) conversation - decide Case: 19-30088 Doc# 2210 Filed: 05/23/19 Entered: 05/23/19 15:44:46 Page 135

of 151
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 22, 2019

 49:1;56:4;67:10,15;

 93:14,15

decided (1)

 56:4

decides (1)

 28:6

deciding (1)

 96:1

decision (6)

 24:10;29:16;52:13;

 54:25;104:11;112:24

decisions (2)

 26:3;75:11

declaration (9)

 88:2,20;89:4,14;

 99:21;101:10,12;

 103:11;104:20

declarations (1)

 103:9

declaratory (2)

 118:7,13

declared (2)

 63:7;70:10

deduct (1)

 85:8

default (1)

 21:25

defense (1)

 68:5

define (1)

 25:23

delay (2)

 61:13;79:1

delivered (1)

 47:22

demanding (1)

 89:6

denial (1)

 52:23

Dennis (2)

 6:5;105:22

denominator (1)

 102:2

deny (2)

 10:22;87:8

Department (1)

 116:9

dependent (1)

 109:5

depending (2)

 50:11;54:10

depends (1)

 96:21

deprive (1)

 22:4

deputy (1)

 111:23

described (1)

 78:16

describes (1)

 97:1

description (1)

 111:18

designated (1)

 113:14

desire (1)

 34:12

destabilizing (1)

 55:14

details (4)

 68:22;69:5;82:15;

 111:12

determine (4)

 65:10,19;85:7;121:3

determined (2)

 63:16;95:7

devastating (1)

 89:5

develop (1)

 122:5

developed (1)

 18:6

developing (1)

 117:8

development (3)

 28:20,21;119:2

die (1)

 84:24

Diego (1)

 49:8

difference (4)

 45:23;66:16;70:24;

 102:4

different (18)

 7:6;24:5;26:6;29:1,

 5;31:13;63:23;64:21;

 66:10;75:20;76:3;

 83:19;85:20;86:9,10;

 98:9;100:8;125:13

differently (1)

 65:1

dignity (1)

 91:22

diminish (1)

 80:25

DIP (4)

 21:24;47:13,20;48:5

direction (1)

 24:5

directly (1)

 20:1

director (1)

 104:11

directors (5)

 89:22;91:7;95:5,6;

 125:4

disagree (5)

 15:18,22;81:7;86:7;

 101:5

disapprove (1)

 90:16

disaster (2)

 116:17,22

disbursed (1)

 115:4

disbursements (2)

 71:8;79:2

disclose (2)

 39:4;124:22

disconnect (1)

 48:5

discovery (5)

 85:23,24;86:1;121:5;

 123:10

discrete (2)

 75:15;76:2

discretion (5)

 73:11;77:6;79:25;

 91:25;118:24

discuss (1)

 117:3

discussed (1)

 77:7

discusses (1)

 12:4

discussion (3)

 8:7;57:21;115:20

discussions (6)

 19:5;59:22;66:7,11;

 79:15;115:17

disgorgement (1)

 127:19

dislocation (1)

 109:2

dispose (2)

 7:2;8:6

dispute (1)

 98:23

disputed (2)

 99:9;102:11

disqualify (1)

 85:20

disruptive (3)

 26:17;27:21;30:7

distinguish (1)

 22:8

distinguished (1)

 66:14

distressed (2)

 48:2,13

distribute (1)

 113:21

distributes (1)

 12:4

distribution (2)

 87:7,8

distributions (2)

 74:13;109:1

disturbing (1)

 71:13

divide (1)

 102:1

Division (1)

 116:9

doable (1)

 111:7

docket (1)

 46:22

doctrine (2)

 106:25;107:1

document (6)

 11:23;12:18;13:24;

 59:18;96:8;106:6

dollar (6)

 80:21;85:7;95:16;

 101:25;102:3;120:5

dollar-for- (1)

 80:20

dollars (23)

 45:11,15;49:16;

 78:17;79:6;80:2,3;

 86:20;87:16;91:9,24;

 96:18;98:16;101:15,

 17;102:17;104:18,21;

 105:13;114:1;121:10,

 17;124:20

dollars' (1)

 110:22

done (22)

 11:16;13:5;14:1,21;

 15:7,16;20:12;26:2;

 27:10;28:2;29:19;

 30:12;41:8;61:2;62:10;

 76:8;107:19;108:4;

 113:25;126:1,2,6

door (8)

 40:5,7;76:9;78:6;

 83:18;93:3,22;123:16

doors (1)

 55:5

doubt (1)

 51:24

Dow (2)

 45:3,23

down (18)

 7:5;15:21;25:4;

 29:10;48:18,19;52:1;

 56:16;68:22;69:4,6;

 76:3;82:4,14,15;92:15;

 93:1;128:2

drafting (2)

 11:22;119:13

dramatic (1)

 124:4

driver (1)

 94:13

dropped (1)

 15:3

Dumas (74)

 43:4,6,13,16,17,22;

 44:3,9,11,20,23,25;

 45:7,9;46:21,23,25;

 48:22;50:1,3,6,22,24;

 51:1,3,4,13,15,17,19,

 21,25;52:4,6,8,10,12,

 15,16,17;53:9,11,13;

 54:3,5,15,17;55:6,10,

 12,14,15,16,23,25;

 56:14,25;57:5,9,18,22;

 58:4,5,6;63:3;67:23;

 70:15,23;75:9;77:12;

 84:1;86:2;108:23;

 109:12

Dumas' (3)

 65:6;72:20;74:1

DUNNE (41)

 9:23;10:3;105:21,22,

 23;106:1,8,10,15,22,

 25;107:8,11,14,21;

 108:8,12,15,22;109:14,

 20;110:1,3,6,8,10,12,

 24;111:2,13,18;112:5,

 7,9,11;113:2,7,22;

 125:23,24;126:5

duplication (3)

 116:19;117:11;

 121:22

during (7)

 20:3;46:3;49:5;

 53:15,23;59:1;100:10

duties (2)

 11:4;106:3

E

earlier (4)

 36:21;72:25;73:17;

 108:23

earliest (1)

 19:16

early (4)

 7:13;33:12;64:4;

 75:9

earnest (1)

 18:2

easy (1)

 105:14

EBITDA (2)

 45:21;50:9

economic (1)

 27:14

Edison (1)

 49:8

effect (1)

 118:6

effectively (1)

 24:23

efficient (1)

 14:4

efforts (6)

 33:9;85:1;109:6;

 113:24;117:12;128:6

eighteen (2)

 33:24;64:8

eighty (1)

 30:12

either (8)

 10:5;16:17;36:13;

 41:20;76:24;111:7,8;

 113:6

elected (2)

 43:24;45:18

Electric (1)

 49:8

eligibility (1)

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(6) decided - eligibility Case: 19-30088 Doc# 2210 Filed: 05/23/19 Entered: 05/23/19 15:44:46 Page 136

of 151
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 22, 2019

 115:20

eligible (2)

 68:18;103:16

eliminate (1)

 16:18

else (14)

 13:1;14:9;31:18;

 41:1;46:10;47:10,10;

 50:10;72:14;112:17;

 119:3;122:23;124:25;

 128:3

emergency (2)

 111:25;126:2

emotional (1)

 47:8

emphasize (1)

 19:18

employ (1)

 71:3

employee (1)

 47:3

employees (2)

 98:16;110:3

employment (4)

 9:5;11:25;14:12;

 85:16

empowered (1)

 101:19

enacted (1)

 23:25

end (6)

 33:11,15;34:2;63:25;

 67:5;90:21

ending (1)

 59:10

endured (1)

 109:2

engage (1)

 18:2

engaged (1)

 59:22

enjoy (1)

 91:11

enormous (1)

 21:17

enough (5)

 39:11;53:19;57:7;

 82:22;105:1

enter (1)

 118:9

enterprise (1)

 50:12

entertain (1)

 68:14

entire (3)

 74:5;75:5;109:16

entirety (1)

 26:13

entities (3)

 9:12;19:1,6

entitled (13)

 22:2;23:4;60:15;

 73:7;83:6;85:19;91:2,

 22;121:10;123:6;

 127:2,3,18

entitlement (2)

 86:6;121:16

envisions (2)

 11:3,4

Epiq (1)

 7:10

Epstein (1)

 52:17

equipment (3)

 63:16;94:3,8

equitable (1)

 101:21

Equity (10)

 26:2;37:16,17;48:23;

 49:15,23;53:18,19,25;

 54:20

error (1)

 61:8

essence (1)

 119:7

essentially (1)

 106:4

establish (7)

 18:12;32:17,18;87:2;

 93:21;95:7;122:17

established (1)

 19:17

estate (1)

 106:15

estimation (1)

 74:24

et (2)

 47:3;115:4

evaluate (1)

 120:6

even (19)

 13:23;18:1,23;28:14;

 31:3;39:5,7;57:11;

 66:1;73:19;92:14;

 100:9;105:3;107:1;

 115:13;120:17,18;

 122:16;127:19

event (1)

 89:3

events (3)

 29:17;42:19;97:17

everybody (8)

 25:21;31:10;47:10,

 10,16;48:17;50:15;

 102:2

everyone (5)

 31:2;38:25;46:10;

 69:18;117:10

everyone's (2)

 40:15;77:10

evidence (6)

 38:12;95:11;103:8;

 104:15;124:24;125:3

ex (1)

 13:5

exact (2)

 97:8;98:16

exactly (18)

 7:8;15:24;19:3,4;

 24:11;40:23;41:11;

 54:5,5;73:18;98:25;

 99:13,17;100:17;

 101:22;110:10,12,12

examiner (6)

 10:5,24;112:24;

 113:3,9;114:25

example (8)

 28:18;66:22;67:10;

 69:22,23;70:6;82:24;

 121:8

examples (2)

 45:3;52:22

except (1)

 110:16

exceptions (1)

 97:23

exchanging (1)

 123:10

exclude (1)

 14:20

exclusive (2)

 19:23;51:3

exclusivity (53)

 15:10,12,16;20:25;

 21:6,21;22:4;23:13;

 26:13,18,23;27:19,19,

 22;29:5;31:9;32:17,25;

 34:4,7,24;35:17;36:5,

 14;38:18;40:20;42:7;

 43:25;44:12;50:19;

 51:5,10,23;52:23;53:4;

 55:5,19;56:7,17;57:25;

 59:11;60:19,22;65:11,

 23;66:21;67:5,6;69:2,

 3;73:2,5;86:2

excuse (2)

 23:8;126:23

executive (2)

 89:23;98:13

Exhibit (4)

 32:20;57:8;89:4,14

exigent (2)

 83:16,16

exists (3)

 65:24;71:4;72:4

expect (2)

 55:21;56:7

expectation (1)

 36:13

expectations (1)

 55:25

expected (1)

 15:4

expedited (1)

 55:4

expense (12)

 14:2;79:1;88:18;

 89:10;90:9;92:14,21;

 95:23;98:23;99:4,5;

 104:12

expenses (3)

 47:5;70:17;92:22

experience (1)

 81:1

experienced (2)

 74:18;107:22

explain (8)

 10:17,19;16:19;

 57:24;74:20;78:15;

 101:1;103:6

explained (2)

 11:14;104:5

explaining (1)

 11:15

explanation (1)

 10:24

explanations (1)

 121:4

explicitly (1)

 17:7

exposed (1)

 76:1

exposure (1)

 66:3

expressed (2)

 76:17,20

expressions (1)

 9:10

expressly (2)

 16:10;127:14

extend (6)

 19:25;29:12,21;

 32:17;34:4;60:15

extended (2)

 23:13;53:4

extending (2)

 8:8;76:25

extends (1)

 67:6

extension (22)

 8:15;15:18;17:14,25;

 19:19;22:24;23:5;29:4;

 31:9,16;32:15;34:2,7,

 18;35:15;36:17;37:11;

 38:6;44:12;52:23;69:3;

 77:3

extent (3)

 78:20;99:9;127:16

extra (2)

 7:25;48:8

F

faced (4)

 22:14;23:18;24:20,

 22

facility (1)

 21:24

fact (21)

 7:23;8:1;16:9;17:18;

 21:9;34:4;36:21;72:18;

 75:10,11,15;81:10,11;

 83:12;85:5;98:18;

 104:9,16;107:17,25;

 125:20

facts (3)

 29:4;34:17;96:9

factual (2)

 7:20;124:16

fail (1)

 94:5

failed (1)

 94:9

fair (4)

 25:19;101:21;

 108:25;112:7

fall (3)

 18:7;31:10;35:12

falsification (1)

 98:19

falsified (1)

 85:15

familiar (3)

 15:15;61:2;67:23

families (1)

 70:16

fan (3)

 7:25;55:19,19

far (8)

 18:10;42:4;44:4;

 59:21;62:6;74:4;83:10;

 122:4

Farr (2)

 7:13;72:12

fascinating (1)

 59:2

fashion (1)

 79:21

faster (2)

 74:13;82:2

father (2)

 84:13,16

faulting (1)

 90:10

favor (2)

 54:20;73:9

fear (1)

 105:15

feasible (4)

 18:20;23:23;24:17;

 49:21

February (1)

 63:24

federal (6)

 87:5,6,6,13;116:10,

 14

fee (2)

 10:4,24

feed (1)

 61:6

feel (7)

 86:15;90:2,6,6,24;

 104:9;128:4

feeling (1)

 13:17

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(7) eligible - feeling Case: 19-30088 Doc# 2210 Filed: 05/23/19 Entered: 05/23/19 15:44:46 Page 137

of 151
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 22, 2019

feelings (2)

 38:8,10

fees (1)

 12:5

Feld (1)

 35:23

FELDMAN (10)

 7:12,13,17;8:4;72:9,

 11,11,15,16;73:13

felon (3)

 86:17;98:19;115:9

FEMA (9)

 85:12;116:15,16;

 117:8;121:8,17,22;

 122:24;124:8

fend (1)

 23:19

FERC (1)

 21:12

fervently (1)

 41:11

few (11)

 10:19;11:17;12:6;

 40:22;44:15,17;52:8,

 10;65:17;79:12;110:17

fiduciary (1)

 100:20

fifteen (2)

 77:22;108:4

fifty-page (1)

 11:2

fight (3)

 26:17;29:21;30:3

fighting (2)

 104:24,25

figure (5)

 81:24;101:19;105:6;

 111:16;113:21

figuring (1)

 123:2

file (23)

 9:13;12:19;17:16;

 21:11;23:22;31:5;

 32:24;36:22;39:3,8,12;

 40:20;43:16;50:24;

 55:22;73:8,20;86:4;

 89:9;97:8,11;114:13;

 123:5

filed (27)

 11:11;18:12;22:22;

 28:8;35:25;38:16;39:2;

 40:17;45:13,14;47:1;

 49:4;50:20;58:8;72:18;

 75:15;86:3;88:1,13;

 89:10;102:21;103:9;

 106:1,1;108:18;117:6;

 127:4

filing (2)

 17:10;62:11

fill (1)

 73:10

final (3)

 7:24;13:24;126:21

Finally (1)

 73:1

financial (7)

 26:2;44:16;48:15,16;

 50:8,14;109:11

financially (1)

 47:6

financing (1)

 21:18

find (3)

 38:23;86:13;113:16

finding (3)

 24:12;104:9,16

findings (7)

 7:23,25;77:5;118:17,

 18;119:8;126:13

fine (17)

 7:10;8:2;9:20,25;

 10:1,3;12:16,21;13:2;

 45:20;48:1;76:24;

 115:7;122:15;125:20;

 126:5,10

finger (1)

 17:2

finish (1)

 57:15

finite (1)

 64:25

Fire (27)

 45:17;48:7;58:21;

 59:14;63:10,16,19;

 64:8,18,22;65:9,18;

 66:13,14;69:22;75:13;

 81:11;84:13,17,23;

 86:12;89:2;94:4;96:10;

 110:18;117:1,4

fires (15)

 18:8,10;43:24;45:16;

 46:7;56:3;63:4,10;

 66:23;67:9;88:7;

 100:10;106:15;109:3;

 110:16

Firm (7)

 8:17;11:12,19;40:19;

 58:9;60:12;74:8

firms (1)

 13:22

First (17)

 11:11;22:17;23:20;

 29:7;38:3;52:12;63:20,

 23;69:20;79:18;85:2;

 87:1;89:22;92:2;

 101:14;110:15;125:17

first-day (1)

 47:3

fist (1)

 48:4

five (4)

 80:2;119:6;125:18;

 126:6

fix (1)

 19:6

fixed (1)

 95:16

floors (3)

 42:10;86:17;89:13

flows (1)

 96:10

fluid (1)

 30:5

flying (1)

 14:3

focus (4)

 86:19;91:6,10;

 108:25

focused (4)

 28:11;69:18;90:4;

 109:3

folks (3)

 84:12;97:24;128:2

follow (2)

 12:7;26:22

following (3)

 8:6;99:16;118:19

force (5)

 24:19;26:15,16;88:3;

 118:10

forced (1)

 87:8

forces (1)

 42:13

forcing (1)

 90:4

foreclose (1)

 47:21

foremost (1)

 63:21

forget (2)

 62:22;87:13

form (7)

 18:14;77:4;85:11;

 119:23;121:17,19;

 123:21

formal (3)

 9:7,16;12:19

formally (3)

 9:24;84:5;119:23

former (2)

 101:10;123:18

formidable (1)

 57:11

formula (1)

 67:15

formulate (1)

 54:19

formulated (1)

 53:17

formulation (2)

 17:10;18:3

forthwith (2)

 126:18;127:11

forty (1)

 91:1

forward (19)

 14:11;18:20,23,25;

 24:25;26:8;33:19;

 34:12;49:20;52:25;

 60:22;72:2;73:4;79:4;

 80:1,23;115:12;

 117:25;118:15

found (2)

 20:5;53:25

foundation (1)

 42:9

four (7)

 15:19;22:24;33:10;

 34:14;35:1;39:5,6

four-month (1)

 77:3

frame (4)

 17:17;30:19;35:9;

 41:17

framed (1)

 105:17

framework (1)

 26:7

FRANCISCO (3)

 6:1;25:3;91:16

frankly (7)

 30:9;31:6;38:12,20;

 41:2;106:2;127:8

free (3)

 6:11;17:15;22:25

Freres (1)

 8:24

Friday (1)

 31:3

FRIEDMAN (28)

 25:8,9,10,11,15;

 26:25;27:4,6,9,24;28:4,

 9,14,23,25;29:8;30:1,4,

 14,17;31:6,8,18,21,22,

 23;35:9;41:10

frivolous (3)

 28:7;55:20,22

front (8)

 6:13;20:9;33:6;

 67:11,12;81:19;103:8;

 124:25

frustrated (1)

 20:8

frustrating (1)

 20:5

frustration (1)

 64:25

FTI (5)

 9:1,8,23;10:2,3

fund (18)

 44:1;70:10;74:12;

 78:16,16,17,19;79:2,6;

 80:3;88:5,7;91:24;

 113:4;114:22;118:1;

 121:2;124:20

fundamental (4)

 17:4,9;21:20,22

funded (1)

 59:25

funding (3)

 88:5;92:3;120:3

funds (1)

 115:4

further (6)

 34:4,18;35:15;69:1;

 91:10;115:19

fury (1)

 46:11

future (4)

 72:2;88:7;109:24;

 127:20

G

Gallagher (1)

 7:14

game (1)

 98:9

Gas (2)

 49:8;98:19

gate (1)

 23:15

gather (1)

 39:8

gating (4)

 17:4,9;27:12;87:25

gave (2)

 67:20;107:9

gavel (1)

 78:1

generally (2)

 68:8;110:22

generate (1)

 95:25

genesis (1)

 34:20

gentleman (2)

 62:23;74:8

Gerald (1)

 58:14

gets (9)

 31:5;34:1;71:21;

 81:10,20;100:11;

 101:18;105:7;127:17

gift (1)

 100:13

given (1)

 37:10

giving (2)

 100:13,18

glad (3)

 44:7,7;84:12

goals (1)

 25:21

goes (3)

 24:5;44:5;115:12

go-forward (1)

 27:13

good (24)

 9:3;11:6;14:14;25:7,

 8,10;32:6,7;35:21,22;

 37:20;77:9;79:19;

 91:21;94:9;98:14,17;

 104:13,25;105:21;

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(8) feelings - good Case: 19-30088 Doc# 2210 Filed: 05/23/19 Entered: 05/23/19 15:44:46 Page 138

of 151
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 22, 2019

 114:10;121:15;125:4,4

goodness (2)

 87:24;88:22

goodwill (1)

 95:25

Gotshal (2)

 7:1;73:16

governance (1)

 54:4

government (2)

 28:18;116:14

governmental (3)

 85:13,18,18

government's (1)

 25:22

governor (28)

 17:6,18,25;23:23;

 24:19;25:5,11,16;26:5,

 15;29:24;30:6,20;

 31:15,23;33:12;34:10;

 41:10;51:11;54:4;

 88:14;89:11;98:13,17,

 21,24;102:14;120:23

governor's (9)

 24:11;25:2;29:10,16;

 31:12;41:15;46:10;

 48:23;88:3

grant (11)

 10:16;15:18;29:10;

 41:20;69:3;77:2;93:14;

 95:14;106:12;118:14,

 24

granted (5)

 8:12;25:13;36:15;

 43:1;126:17

granting (1)

 79:20

gravity (1)

 90:1

great (3)

 41:3;69:5;92:8

greater (1)

 19:6

Greg (1)

 84:18

Gregory (1)

 32:9

ground (2)

 82:5;115:20

group (9)

 8:16;37:2,21;55:3;

 56:12;72:19,19,24;

 81:24

guaranteed (1)

 116:17

guess (7)

 14:24;25:3;42:6;

 56:8;112:20;115:8;

 123:1

guidelines (2)

 93:10;126:20

Gump (1)

 35:23

H

hac (1)

 25:12

haircut (1)

 49:23

half (2)

 48:11;76:9

hand (1)

 48:4

hands (1)

 96:18

happen (27)

 21:24,24;22:9,15;

 28:8;41:12;47:21;

 51:11;52:2;53:3;55:6;

 63:1;65:8,10,17;68:17;

 71:20;72:1;75:10;

 80:12;99:17,17;

 101:10,22;111:6;

 123:3;124:10

happened (18)

 17:20;23:16;34:17,

 17;53:12,16;54:7,7;

 63:4;64:18;75:24;89:2;

 90:1;99:13;102:6,20;

 117:1;123:15

happening (3)

 61:9;71:11;98:25

happens (3)

 41:11;46:21;89:3

happy (9)

 7:10;16:20;31:19;

 75:2;79:3;82:14;

 106:22;109:6;111:3

hard (4)

 39:10;40:15;105:11,

 13

harm (4)

 47:6,8;56:17,18

Hauer (1)

 35:23

haul (1)

 109:25

Hawkins (3)

 58:13,17,18

head (1)

 9:22

headquarters (1)

 91:15

heads (3)

 9:19,22,23

hear (13)

 16:16,21;32:5;43:25;

 44:1,5;74:23;75:23;

 79:17;82:7;88:17;93:4;

 105:20

heard (27)

 10:2;13:1;15:5,21;

 25:6,6;31:24;35:21;

 44:15,21;46:1,4;58:11;

 66:2;72:12,14;77:13;

 79:17;87:24;90:17,19;

 91:2;114:4;116:6,6,7;

 117:16

hearing (13)

 18:18;19:14;23:14;

 41:3,4;57:20;63:23;

 78:23;84:9;89:15;

 109:20;120:17;127:25

hearings (1)

 128:4

heart (2)

 87:24;88:23

Heck (1)

 92:15

Heights (1)

 123:15

held (3)

 41:3;48:6;94:17

hell (1)

 126:3

help (5)

 52:2;74:2;88:8;92:1;

 113:16

helpful (7)

 49:14,14,15;60:13;

 75:1;82:17;116:25

helping (1)

 84:24

Henry (1)

 52:13

here's (9)

 30:12;53:3;90:13;

 92:10,24,24;93:2;

 100:3;107:24

higher (1)

 34:11

himself (1)

 23:23

hired (3)

 11:12,19;88:19

historical (1)

 81:11

history (2)

 53:10;76:19

hoc (11)

 7:14;35:20,24;36:19;

 59:17,21,23;76:9;

 83:15;108:17;112:16

hogwash (1)

 64:7

hold (4)

 13:23;61:4;78:6;

 99:7

holders (6)

 26:2;48:24;49:16,18;

 54:12;127:6

holds (2)

 48:10;59:24

home (5)

 70:11;101:11;

 123:14,15,16

homes (1)

 95:9

homicide (2)

 89:17;94:4

Honor (138)

 6:17;7:12,17;8:4;

 10:3;11:6;12:23;13:8,

 9;14:10,14;16:9;17:2,

 11;18:17;19:24;21:7;

 22:3,13;25:8,12,15,15;

 26:10;27:4,6;28:4,9,

 23;29:8;30:1,4;31:6,

 18;32:7,13;35:19,22,

 25;36:6,10,23;37:5,7,

 15,19,23;38:17;39:17;

 40:10,18;41:25;42:16;

 44:6,11,18;46:13;

 48:20,25;49:19;50:6,

 12;55:6,23;57:9,10,18,

 22;59:4;60:21;63:15;

 64:7;65:4;66:4,18;

 69:7;70:12,22;72:11,

 16,18;73:1,9,15;78:14;

 83:25;84:4,25;86:7,15;

 87:12;88:16;89:20;

 90:17;91:1,14,24;

 92:20;94:6;96:25;

 97:15;98:25;101:13;

 104:8,24;105:15,21;

 106:11,12,23;107:14;

 108:9,16,19;109:8;

 111:2,13,19;112:7,13;

 113:8,23;114:2,10;

 115:22;116:8,11,12,18;

 117:2,20;119:4;

 122:21;124:11;125:15;

 126:5,7;128:8

Honorable (1)

 6:5

Honor's (2)

 37:4;38:4

hookups (1)

 78:5

hope (15)

 11:19;12:2;14:1;

 23:19;26:8;28:25;29:1;

 39:9,10;81:23;83:21;

 99:11;105:6;120:23;

 128:4

hopeful (3)

 18:21;62:12;74:14

hopefully (3)

 24:9,11;54:10

hopes (2)

 12:3,5

hoping (1)

 41:11

horribles (1)

 124:10

horror (1)

 109:2

Hospital (1)

 52:15

Hostetler (1)

 84:3

hour (2)

 77:15;86:2

house (4)

 48:18,18;105:8;

 121:11

households (1)

 103:15

housekeeping (2)

 6:9,19

housing (3)

 95:10;97:2;121:25

huge (1)

 14:2

human (1)

 69:21

humanitarian (1)

 97:9

humble (1)

 58:21

hundred (16)

 80:2;86:20;87:16;

 91:9;93:12;96:18;

 100:11;101:15,17;

 102:17;105:11,13,13,

 14;113:20;118:20

hundreds (3)

 120:12,12,12

hurricanes (1)

 45:6

hypothetical (1)

 97:5

I

idea (2)

 38:21;77:9

ideal (1)

 33:23

ideas (1)

 33:18

identification (2)

 79:9;81:9

identified (4)

 80:14;88:2;115:19;

 125:19

identify (1)

 37:20

ie (1)

 29:16

ignore (2)

 103:5;106:20

illegal (1)

 86:12

image (1)

 123:3

imagine (1)

 121:12

immediate (2)

 26:17;30:8

immediately (5)

 11:21;38:18;40:20;

 65:18;118:4

impact (3)

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(9) goodness - impact Case: 19-30088 Doc# 2210 Filed: 05/23/19 Entered: 05/23/19 15:44:46 Page 139

of 151
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 22, 2019

 59:8,9,13

implement (1)

 83:22

implicates (1)

 25:18

importance (1)

 80:25

important (13)

 16:17;25:24;56:20,

 20,21,21;59:19;72:1;

 79:18;83:3;88:11,16;

 118:23

importantly (1)

 10:25

impose (4)

 80:4;87:7;102:25;

 103:1

imposed (1)

 35:16

improper (2)

 81:6,16

inaccurate (1)

 109:16

inaction (1)

 29:23

inappropriate (1)

 80:13

inception (1)

 21:8

inclined (4)

 106:12;107:17;

 118:23,24

include (2)

 14:19;80:8

including (4)

 7:20;59:23;89:24;

 108:2

inconceivable (3)

 30:19;42:11;73:18

incorporate (1)

 12:8

incorporated (1)

 12:2

increased (1)

 80:4

increasing (1)

 90:15

incumbent (1)

 111:20

indeed (1)

 96:24

indemnity (1)

 14:20

independent (1)

 45:10

indication (2)

 40:13;64:5

individual (3)

 62:21;70:11;97:7

individuals (1)

 43:24

indulge (1)

 69:15

inexpensive (1)

 14:7

inform (1)

 43:23

information (31)

 18:5,13,19,23;19:2,

 11;38:5;39:9,11,24;

 40:13,16;41:7;42:20,

 23;74:3,5;85:10,10,22;

 86:13,17;109:4;114:6,

 14;120:7,18;123:11;

 124:9;125:6,14

initial (1)

 23:5

injured (2)

 94:15;102:23

injury (1)

 95:17

input (2)

 13:23,24

inquiry (3)

 41:21,22;86:5

insensitive (1)

 8:21

instincts (1)

 76:5

insurance (6)

 46:6;70:7;83:11;

 121:23,24,25

insured (1)

 122:17

intend (5)

 10:22,23;11:5,17;

 43:13

intends (1)

 13:21

intense (1)

 89:6

interest (1)

 54:13

interesting (2)

 46:18;122:3

interests (2)

 44:16;128:6

interim (3)

 12:7,15;42:18

International (1)

 80:6

interrogatory (2)

 88:21;99:20

interrupting (1)

 7:12

intervention (1)

 62:14

intimately (1)

 33:4

into (20)

 16:1;17:24;31:5,10;

 39:6,6;45:18,19,20;

 47:16;51:24;56:18;

 68:22;69:4;77:14;82:4,

 17;92:4,11;121:6

introduced (1)

 84:5

introductory (1)

 44:17

intrude (1)

 11:6

inverse (2)

 49:11;88:6

inverse-condemnation (1)

 28:19

investigated (1)

 94:8

investigation (1)

 89:16

investigators (1)

 45:10

investment (2)

 26:3;46:17

investor-owned (2)

 47:18;49:7

invite (1)

 60:19

involuntary (1)

 110:20

involve (2)

 25:25;76:13

involved (11)

 22:16;33:4,5;63:10;

 64:21;71:20;85:14;

 94:12;114:20,22;

 116:10

irrelevant (1)

 99:6

issue (13)

 26:12,17,24;27:7,12;

 32:16;69:2;87:25;90:7;

 94:6;116:18;117:11;

 118:6

issued (1)

 98:13

issues (6)

 21:20;25:22;27:13;

 62:13,16;106:5

item (5)

 13:5;41:24;42:8;

 43:10;119:4

items (3)

 17:4,9;42:3

J

jack-up (1)

 44:25

January (5)

 49:16;64:13,19,19;

 69:20

Jevic (3)

 107:10,11,13

JH (1)

 15:6

Joanne (1)

 25:3

job (8)

 80:9;93:14;99:6;

 100:24,24;111:18;

 112:6,10

joinder (2)

 58:8;85:5

Jones (3)

 37:24;54:8;62:23

Judge (17)

 10:7;52:19;55:18,18;

 56:3;67:12;71:5;74:22;

 75:10;89:13,21;90:3;

 91:7;100:21,23;

 102:14;106:2

judges (1)

 20:6

judgment (7)

 85:3;87:21;88:18;

 104:12;106:21;107:4;

 118:7

Julian (136)

 43:5;57:7;79:12;

 81:7;83:23,25;84:3,3,8,

 10,13,16,21;85:2,22,

 25;86:7,11,15,19,22,

 24;87:1,10,12,18,20,

 23;88:11;89:20;90:9,

 13,17,19,24;91:1,3,5,

 14,20;92:10,18,20,24;

 93:2,4,6,9,12,18,21;

 94:2,15,17,20,22,25;

 95:5,20,22,25;96:1,3,

 13,15,21,23,25;97:3,5,

 7,14,22;98:7,10,12;

 99:4,19,24,25;100:3,7,

 16,21;101:1,4,13;

 102:21;103:2,4,6,8,11,

 14,19,21,25;104:3,5,8,

 20,23;105:3,10,15,19;

 106:19;111:15;118:5,

 16;119:4,11,15,18,24;

 120:2,10,11,24;121:21;

 122:3,8,11,13,16;

 123:7,9,24;124:5,7,12,

 24;125:3,9,11,14

Julian's (1)

 78:21

July (3)

 33:13;41:10;72:2

jump (1)

 101:20

juncture (1)

 31:12

June (1)

 19:14

jury (1)

 68:14

Justice (1)

 116:9

K

Karen (2)

 43:19;84:10

Karotkin (98)

 6:16,17,21,23,23,25;

 7:1,4,7;8:12,14;9:19,

 21;13:9;14:22;15:1,9,

 12,17,24;16:6,9,22,24;

 17:1,24;19:16;20:12,

 14,17;21:2,7,11,13,15;

 22:7,11,13,18,21,23,

 25;23:3,6,7,21;24:3,7,

 9,11,16;25:17;26:5;

 28:11;31:3,11;41:9,12;

 51:22;72:24;73:14,15,

 16,24;75:2,7,8;77:3,12,

 17,19;78:11,13;79:10,

 22;82:1,6,9,11,13;

 87:24;100:11;117:17,

 19,20,22,24;118:12;

 124:11,13,15,21;

 125:17,20,24;126:7,10,

 15

Karotkin's (2)

 29:17;72:23

keep (7)

 55:21;61:9;71:3;

 76:24;91:6;103:22;

 120:8

Kelly (1)

 15:6

key (2)

 67:7;89:6

kickers (1)

 51:8

kind (9)

 8:1;31:16;76:17;

 106:3,17;113:16;

 116:4;120:18;121:25

kinds (2)

 69:4;123:8

Kirk (1)

 101:10

Klein (1)

 52:19

knew (2)

 57:6;94:5

knock (1)

 11:2

knows (3)

 25:18;27:15,16

L

label (1)

 83:4

labels (1)

 102:8

lack (8)

 18:22;27:5;31:14;

 33:8;36:7,20,22;37:8

large (4)

 37:24;75:13,18;

 109:1

largely (1)

 18:7

last (10)

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of 151
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 22, 2019

 14:25;15:2;41:13;

 48:9,13,14;70:22;

 102:6;107:10;110:19

late (2)

 17:21,21

lately (1)

 20:7

later (1)

 14:13

latter (1)

 123:19

Law (29)

 8:17;11:2;13:22;

 16:2,4,15;44:13;49:10;

 58:9;59:3;67:14;72:4;

 74:8;79:25;80:4;81:18;

 83:6;87:2,4,6;88:6;

 91:18,21;93:23;95:15;

 96:8,9;112:25;118:7

laws (8)

 71:16,22,25;91:22;

 94:10;102:18;126:23;

 127:3

lawyer (7)

 20:6;46:16;58:21;

 60:24;76:21;82:18;

 109:10

lawyers (10)

 18:9,15;30:15;48:1;

 58:23;64:17;74:18;

 107:22;125:4;128:5

lawyer's (1)

 32:15

layman's (2)

 10:19;65:9

Lazard (1)

 8:24

lead (1)

 66:6

leadership (3)

 89:23,25;90:4

learn (1)

 90:5

learned (1)

 59:1

leases (1)

 8:16

least (6)

 23:4;33:17;56:16;

 78:7;81:22;125:18

leave (5)

 15:9;72:21;73:11;

 127:11,23

leaves (1)

 15:8

Leaving (2)

 51:11;79:23

led (1)

 56:8

left (5)

 40:10;43:3;48:11;

 115:2,23

legal (12)

 77:5;85:3;86:22;

 90:19;96:12,17;100:4;

 101:2;102:17;119:9,

 21,25

legislation (4)

 17:5,18;98:14,24

legislative (18)

 17:5,22;23:24;26:9;

 27:12;29:14;33:16;

 35:10;41:9;49:2,12,12,

 14;76:13;88:1,3,12;

 109:6

legislator (2)

 88:14;104:14

legislators (4)

 89:11;92:13,22;95:1

legislature (14)

 19:20;24:4;26:6;

 28:16;29:16;30:20;

 33:11,13;46:9;48:25;

 49:1;71:20;76:14;95:3

legislature's (1)

 24:10

lenders (1)

 47:20

length (1)

 73:2

lengthen (2)

 16:3,3

less (3)

 30:7,14;124:3

letting (3)

 25:25;84:1;102:16

level (3)

 29:15,15;34:11

levels (2)

 46:19;47:12

Lexecon (3)

 9:1,5,8

liability (16)

 17:8;19:7;26:7;

 27:11;62:13,17;64:1,2;

 65:20;66:24;67:9;

 71:15,21,25;100:14;

 106:16

liable (2)

 19:7;94:17

lied (1)

 98:19

light (1)

 59:14

lights (1)

 71:3

likely (4)

 42:21;51:10;52:22;

 67:6

limit (3)

 27:18;104:19,19

limited (1)

 67:19

line (3)

 40:6;42:13;102:1

liquidate (1)

 68:10

liquidated (3)

 40:24;97:24;99:9

liquidating (1)

 101:24

liquidity (1)

 88:5

list (8)

 7:5;14:15;37:21;

 40:21;65:2,2;114:8;

 116:5

listed (1)

 32:2

listen (5)

 61:17;74:17;75:9;

 86:1;125:25

listening (3)

 91:4;113:12;121:4

literally (1)

 109:18

litigating (1)

 64:3

little (5)

 47:15;59:1,7;65:1;

 107:23

live (4)

 46:11,12;64:16;

 105:4

lives (1)

 45:11

living (5)

 48:19;64:17;70:17;

 84:22;123:16

LLP (2)

 32:9;105:22

loans (1)

 116:17

lobbying (3)

 49:3,4,9

lobbyist (1)

 95:23

local (1)

 89:24

Lockhart (3)

 43:19;84:10,11

long (12)

 20:6;31:4;34:8;

 50:16;71:3;73:10,20;

 77:19;89:6;106:23;

 109:25;118:25

longer (1)

 31:9

long-term (1)

 24:13

Loo (2)

 84:14,15

look (21)

 6:13;8:3;13:10;

 14:11;17:18,20;50:18;

 64:21;65:16;70:15;

 72:2,22;92:2;93:14;

 99:2;102:19;119:14;

 122:21;123:13;125:16;

 126:12

looked (4)

 12:1;38:22;94:14,16

looking (4)

 41:16;47:6;63:2;

 66:20

lose (2)

 70:16;78:6

losing (3)

 46:6;61:6;105:15

loss (2)

 121:11,22

lost (20)

 21:23;40:2,5,7;

 45:11;70:12;83:11,12,

 13;84:13,16;86:15;

 89:8;90:3;95:9;101:11;

 105:9;116:4;123:13,16

lot (4)

 38:12,21;42:3;74:13

lots (3)

 20:8;27:1;81:1

Lower (1)

 89:18

M

macro (1)

 25:22

mad (1)

 91:11

main (1)

 68:7

major (8)

 28:20,21;29:15,16,

 18;48:10;53:19;54:9

majority (2)

 59:24;97:25

making (9)

 20:2;36:25;48:3;

 75:11;81:19;83:5;

 123:25;126:8,22

managed (2)

 39:8,12

management (2)

 95:6;100:18

mandate (1)

 106:3

Manges (2)

 7:1;73:16

manner (2)

 27:25;99:16

manslaughter (1)

 94:4

manufacturing (1)

 46:1

Manville (9)

 45:3,23;53:6,6,10,

 15;54:7,18;67:24

many (11)

 20:20;29:1;31:11;

 33:5;44:3;46:2,19;

 69:22;82:24;99:11;

 110:16

mapping (1)

 111:11

March (1)

 63:24

Markell (8)

 10:5,8;11:1,11,21;

 12:25;13:21;14:6

Markell's (1)

 12:2

market (5)

 45:21;49:15;51:24;

 52:1;56:21

Marta (1)

 114:11

mass (5)

 45:2;53:16;67:23;

 74:11;81:2

massive (3)

 55:8,11,17

master (2)

 113:3,6

material (3)

 47:6;124:13,16

mathematical (1)

 76:18

Matter (9)

 6:15;14:13;15:6;

 32:14;46:14;76:4;

 81:17;107:6;125:22

matters (6)

 6:10,19,19;8:6;

 58:19;77:6

Matthew (3)

 7:13;72:11;116:9

MAY (43)

 6:1;11:6;27:24;34:6;

 44:18;46:4;47:18;49:1,

 2,2,14,14,15;50:12;

 55:23,24;64:14;74:21,

 23;76:12,13,13;83:9,

 11,11,11;86:22;87:12,

 18;88:1;90:17,19;

 94:11;99:10;101:1,9;

 105:8;109:19,23,23;

 110:17;120:7;127:19

maybe (17)

 13:23;34:1;49:22,22,

 23;52:1;56:10;66:17;

 101:16;102:9;105:9;

 107:21;109:5;118:8;

 120:8;124:18,18

Mayo (2)

 52:13,14

McNutt (22)

 10:7,7,10,14,20;11:6,

 9,15,19,25;12:12,14,

 17,23;13:3,6,8,17,20;

 14:6,10,14

mean (53)

 6:19;7:8;10:15;

 11:14;12:10,21;14:1,

 20;15:14;16:7;21:5;

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(11) late - mean Case: 19-30088 Doc# 2210 Filed: 05/23/19 Entered: 05/23/19 15:44:46 Page 141

of 151
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 22, 2019

 22:6;26:21;29:6;34:25;

 35:21;36:21,22;39:15;

 41:19;50:2;60:18,20;

 61:1,12;64:7,21;67:22;

 69:2,24;80:21;85:14,

 16;105:23,24;106:6;

 111:15;112:14,14;

 113:23;115:11;118:16;

 119:12,13,14;120:11;

 121:17;123:2,17,21,23;

 124:1;125:25

Meaning (1)

 111:14

means (2)

 54:17;90:18

meant (1)

 109:18

measure (1)

 35:14

mediation (2)

 19:1;68:18

meet (4)

 55:25;80:14;89:23;

 127:11

meeting (9)

 12:4;13:23;14:4;

 18:17;19:12;25:20;

 54:11;60:20;63:22

meetings (1)

 77:16

member (2)

 72:19;84:17

members (5)

 39:4,9;109:19,23;

 119:1

Memorial (1)

 52:15

memorized (1)

 63:14

mentioned (2)

 26:5;51:23

merely (1)

 58:20

merit (1)

 78:21

merits (2)

 8:11,18

met (1)

 95:6

metaphorically (2)

 55:2;59:14

mid-September (1)

 33:12

might (17)

 29:5,11,19;31:9,13;

 36:14,15;37:2;38:6,11;

 51:23,24;53:1;55:1;

 74:19;75:1;83:18

Milbank (2)

 32:9;105:22

mileposts (1)

 28:21

million (22)

 78:17;79:6;80:2,3;

 86:20;87:16;91:9,24;

 93:12;96:18;98:16,22;

 100:11;102:17;104:18,

 21;105:11,13,14;

 113:20;118:20;119:15

mind (8)

 6:18;29:8;35:10;

 65:10;80:8;81:19;

 96:11;120:8

mindful (3)

 59:5;75:21;76:2

minimize (2)

 64:18;76:7

minimizing (1)

 112:16

minimum (1)

 118:20

minute (1)

 115:11

minutes (2)

 77:22,22

mirror (1)

 123:3

mischief (2)

 121:4,7

miscommunicated (1)

 124:5

misplaced (1)

 45:12

misreading (1)

 44:13

mixing (1)

 99:2

modification (1)

 12:20

moment (2)

 102:11;105:15

money (17)

 47:23;48:3,4,9,12;

 53:24;80:22;81:21;

 82:22;97:7;100:14;

 102:8;110:1;118:10;

 123:6;127:17,19

monitoring (1)

 10:18

Montali (2)

 6:5;10:7

month (4)

 54:11;55:3,3;110:20

months (20)

 15:19,19;22:24;29:2,

 17,19;33:10;34:14;

 35:1,1,2,4;39:6,6;

 41:20;64:8;65:17;67:2,

 4;113:13

moot (1)

 95:4

moral (2)

 86:16;90:3

more (42)

 6:11;10:25;13:20;

 19:3,5,23;24:16;26:17;

 27:10,12,15,16,17,25;

 30:14;35:17;40:25;

 45:2,5;47:1;52:25;

 53:24;56:19;67:6,25;

 75:2;78:18,20;82:13;

 83:10;104:17;106:18;

 107:18;113:3;114:5;

 118:10;119:3,20;

 121:5,7;124:4;127:8

Morning (22)

 6:6,10,16,17;10:7;

 25:7,8,10;31:3;32:6,7;

 35:21,22;37:20;43:19;

 44:5;57:17;76:5;81:12;

 97:18;105:21;114:10

mortgages (1)

 46:8

Most (7)

 6:7;14:7;59:16;

 71:13;75:25;83:17;

 97:21

mothership (1)

 78:4

motion (65)

 6:10;8:8,12,15,22;

 10:4,16;11:11;12:7,19;

 14:16;15:5,13,16,20;

 17:16;18:12;19:25;

 26:11;29:12,13;30:9;

 32:20;36:13,15;37:3,3;

 38:4;41:17;42:24;

 43:11;54:23;57:17;

 60:15;77:2;78:9;79:19;

 83:9;86:19;87:8;88:13;

 91:8,24,25;92:2;93:14;

 95:4,6;96:22;97:1,4;

 100:24;105:17,24;

 107:20;110:15;116:11;

 117:5;118:14,24;

 122:16,18;126:2,16,17

motions (3)

 16:13;27:21;28:7

motivation (1)

 104:11

move (11)

 13:17;18:20,23;

 33:19;60:22;69:9;

 76:23;79:4;86:8;

 117:25;118:15

moved (1)

 18:25

movement (1)

 62:9

moving (3)

 11:22;74:6;82:2

much (20)

 19:2,2,3,4,6;27:12;

 37:14;40:25;45:1;48:9;

 57:23;58:4,21;65:16;

 67:5;113:13;116:2;

 117:13;121:13;123:19

multiple (1)

 50:10

must (2)

 81:16;90:6

mutual (1)

 123:10

Myers (1)

 25:9

N

name (4)

 112:1;120:5;121:1;

 122:23

names (3)

 40:21;85:6;97:20

nationwide (1)

 89:5

nature (4)

 27:14,21;81:23;

 120:20

necessarily (7)

 7:21;27:21;30:8;

 67:19;71:12;81:17;

 83:4

necessary (8)

 18:19;21:18;49:13,

 17;74:3;93:15;101:7;

 107:3

necessity (2)

 107:1,2

need (40)

 10:21;12:19;14:17;

 16:19;18:1;23:19;

 24:24;26:3;27:9,13;

 28:7;38:9;40:2;41:2;

 44:14;49:10,10,12;

 53:8;62:14;63:20;64:2,

 3;66:3;68:10;71:14;

 77:5;87:2;88:4,17,24,

 24,25;93:1;94:25;95:9;

 107:1;108:5;122:1;

 127:19

needed (1)

 98:23

needs (11)

 10:25;14:20;44:1;

 62:10;63:1;80:7;95:10;

 97:2;113:16;122:17;

 124:3

needy (3)

 83:10,17;124:3

negligence (2)

 14:20;94:10

negotiate (1)

 60:10

negotiating (1)

 65:18

negotiation (4)

 17:10;18:2,24;74:14

neighbor (2)

 83:18;105:8

neighbors (2)

 104:23,24

neither (1)

 74:25

network (1)

 61:8

New (3)

 8:1;90:4;91:16

Newall (1)

 52:15

Newsom's (1)

 25:11

newspaper (3)

 81:20;124:19,22

next (22)

 11:17;12:6;14:15;

 30:3;40:5,7;52:3,3;

 54:11;55:2,2,3,3;

 60:19;65:17;78:6;

 83:17;86:8;111:24;

 113:18,19;123:15

nice (1)

 52:19

ninety (2)

 27:15;29:4

ninety-day-extension (1)

 29:2

Ninth (1)

 96:9

nobody (3)

 23:22,23;24:17

nodded (1)

 9:19

nomenclature (1)

 113:8

non-bankruptcy (1)

 65:9

none (3)

 110:4,25;112:22

Nonetheless (3)

 33:9;34:13;44:3

nonlawyers (1)

 10:18

nonplans (1)

 51:8

noon (1)

 77:15

Nope (2)

 7:7,7

normal (2)

 85:17;92:21

North (3)

 45:16;46:7;84:22

Northern (3)

 46:12,12;100:9

note (4)

 9:21;18:25;29:18;

 79:18

noted (7)

 8:18;17:11,12,15;

 21:8;40:18;71:5

noteholders (2)

 35:24;59:17

notice (2)

 21:9;125:5

notices (1)

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(12) Meaning - notices Case: 19-30088 Doc# 2210 Filed: 05/23/19 Entered: 05/23/19 15:44:46 Page 142

of 151
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 22, 2019

 8:8

notwithstanding (2)

 73:5;113:23

November (2)

 96:10;102:7

number (13)

 37:24;38:2;43:23;

 45:10;53:13;56:6;

 61:15;64:25;65:19;

 70:4;75:14;76:4;81:3

numbers (4)

 40:21;62:25;75:19;

 80:2

numerator (1)

 102:2

O

object (2)

 93:9;107:23

objected (3)

 85:9;93:12;122:19

objection (17)

 7:17,22;8:9,10,16,17,

 20;9:4;10:2;40:19;

 85:5;106:1,2,7;107:16;

 108:17;120:25

objections (6)

 8:23;14:17;16:25;

 81:15;93:8;118:25

objective (7)

 13:25;38:5;39:23;

 40:13;42:19,23;111:19

objectively (1)

 42:4

objectors (2)

 16:17;83:1

obligation (2)

 96:5;100:4

obligations (1)

 40:16

observation (3)

 52:12,20,21

observations (3)

 11:9;52:10;69:13

obtain (4)

 85:9;86:17;88:12;

 89:10

obtaining (1)

 87:25

obvious (4)

 51:12;83:8;123:18;

 125:11

obviously (9)

 13:12;25:18;28:25;

 62:17;63:4;65:15;

 68:10;71:18;115:3

occasions (3)

 46:2;63:23;66:8

occur (2)

 46:5;62:13

occurred (7)

 75:17;82:23;96:9,10;

 97:17;124:18;127:5

occurring (1)

 47:8

o'clock (2)

 30:23;44:4

October (4)

 46:5,7,8;70:18

off (10)

 12:20;13:16;15:6;

 23:19;24:5;27:19;38:9;

 40:10;69:10;85:15

offend (1)

 82:11

offends (1)

 82:7

offer (1)

 80:1

office (7)

 25:2,12;46:10;48:23;

 64:21;91:15,16

officer (3)

 9:12;89:19;104:11

officers (1)

 125:4

official (15)

 25:2;29:11;32:1,10;

 37:2;43:17;60:6;75:5;

 76:6,16,23;80:7,19;

 109:15;111:20

officials (1)

 89:24

offsets (1)

 120:6

O'Melveny (1)

 25:9

once (9)

 36:24;82:14;87:2;

 91:23;92:10;93:2,21;

 94:7;101:6

one (70)

 8:5,9,16,25;12:9,17;

 14:25;17:4;20:5,22;

 21:7;22:24;26:8;28:17,

 18;32:21;37:2;38:14;

 39:24;40:1;45:15;

 49:25;50:4;51:7;53:2,

 14,16;56:11;57:7;

 58:22;61:23;62:22,23;

 63:24;65:19;66:9;67:8;

 69:23;71:13,14,18;

 72:17,17;79:14;83:7,

 10,11,11,11;86:4;

 93:22,24;97:14;103:9,

 21;107:22;108:19,24;

 109:8;110:13;111:23;

 114:18;115:10,11;

 117:16;119:4;121:9;

 122:8,9;124:24

one-on-one (1)

 74:19

ones (3)

 15:8;71:5;81:6

ongoing (1)

 21:20

only (23)

 6:13;10:17;14:17;

 18:6;23:11;24:13,24;

 45:16,23;46:13,15;

 48:11;65:24;77:2;94:3;

 103:8,9;109:10;

 116:18;122:21;123:16;

 124:17,24

oOo- (1)

 6:2

open (4)

 55:5;76:9,24;78:24

opening (1)

 93:7

operate (1)

 24:23

operating (7)

 92:13,21;95:23;

 98:23;99:4,5;104:12

operations (5)

 21:18,21;24:24;

 45:20;47:19

operative (2)

 96:8,9

opined (1)

 52:18

opinion (1)

 52:19

opinions (1)

 53:13

opponents (3)

 20:23;43:4;82:7

opportunistic (1)

 109:11

opportunists (1)

 50:14

opportunity (10)

 22:3,4,5;29:23;

 46:18;55:7;63:22;

 74:15;82:8;105:16

oppose (5)

 35:25;36:17;105:24;

 114:5;116:11

opposed (5)

 27:20;38:8,10;71:11;

 79:20

opposition (3)

 57:8;79:19;117:15

oppositions (1)

 25:1

optically (1)

 30:9

optics (4)

 21:4,4;27:7;51:12

option (6)

 29:25;54:23;55:1;

 56:11;57:14;83:14

options (1)

 25:23

oranges (1)

 39:15

order (49)

 6:3;7:19,24;8:3,13;

 9:7;11:5,20;12:8,11,13,

 14;13:6,16;14:12,18,

 24;16:9,10;68:10;

 71:16;77:4;85:16;87:6,

 7;88:4,17;89:9;94:25;

 95:14;98:13;104:14,

 16;105:24;113:11,19;

 116:5;117:6;118:9;

 119:5,13,19,23;120:3;

 126:1,9,11,14;127:21

ordered (1)

 89:23

orders (3)

 14:19,21;16:13

ordinary (2)

 30:10;92:14

Oregon (1)

 85:15

organization (1)

 9:6

organizational (1)

 113:15

organizations (1)

 9:14

original (1)

 107:20

others (9)

 9:11;10:18;20:20;

 34:25;52:17;76:18;

 82:21;117:16;122:9

otherwise (2)

 53:1;75:16

ought (1)

 73:7

out (41)

 7:11;11:2,4;23:15,

 15;29:3;40:12;41:12,

 14;42:4;46:19;48:25;

 54:8;57:13,23;68:17;

 71:5,11;77:21;81:24;

 82:15;86:13,21;87:23;

 88:17,22;92:5;93:5,22;

 101:19;105:7,24;

 106:3,4;109:1;111:11,

 16;113:21;114:1;

 118:20;123:2

outcome (1)

 56:9

outline (2)

 23:11;82:5

outlines (1)

 74:23

outreach (1)

 89:6

outset (2)

 107:19;119:21

outside (8)

 27:2;36:8,9;47:8;

 49:5;66:20;92:14;

 107:3

over (11)

 26:9,17;38:2;48:4;

 61:3,17;74:6;84:23;

 85:6;96:18;104:24

overcharging (1)

 122:2

overcompensating (1)

 124:2

overflow (3)

 6:9;40:3;78:4

overlooked (1)

 32:3

overrule (6)

 8:11,19;28:19;

 108:16;118:25;119:22

overruling (3)

 8:20,21;119:17

own (7)

 37:1;39:9,9;45:14;

 62:11;84:2;95:3

P

Pacific (1)

 123:15

page (2)

 81:19;92:2

pages (1)

 120:12

paid (16)

 19:4;47:2,4,5;70:17;

 71:5;74:7;80:22;83:6;

 87:14;97:9;99:16;

 102:24;105:7;121:1;

 126:25

pain (1)

 109:3

palatable (1)

 107:18

panic (1)

 31:2

papers (12)

 11:14;31:15;32:12;

 37:22;52:21;53:7;54:8;

 66:8,9;103:23;120:9,

 15

par (2)

 47:15,15

Paradise (6)

 44:4;89:24;90:5;

 98:15;105:5;128:3

paragraphs (1)

 11:3

parent (1)

 71:1

pariah (1)

 88:14

part (11)

 27:6,6;47:8;70:20;

 75:25;97:21;106:10;

 117:6;119:11;122:13;

 126:8

parte (1)

 13:5

participants (1)

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(13) notwithstanding - participants Case: 19-30088 Doc# 2210 Filed: 05/23/19 Entered: 05/23/19 15:44:46 Page 143

of 151
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 22, 2019

 109:11

participate (3)

 80:17;81:14;115:16

participation (1)

 128:3

particular (5)

 70:4;81:20;95:17,17;

 96:20

particularly (2)

 23:7;100:19

parties (15)

 9:10;26:2;32:3;

 42:17;77:8,14;80:10;

 105:19;113:1;115:2,

 24;116:13;119:1,5;

 126:18

parties-in-interest (1)

 27:17

partners (1)

 21:19

parts (2)

 91:25;92:4

party (5)

 26:16;49:20;60:8;

 76:10;115:13

passed (1)

 98:24

passion (1)

 90:10

passionately (1)

 90:6

past (2)

 23:15,20

path (6)

 30:6;36:24;41:24;

 42:3,8,9

pay (13)

 11:21;49:18;87:15;

 89:9;91:8;98:21;99:7;

 100:1,5;102:7,12,16;

 119:20

payers (1)

 47:23

paying (8)

 46:8;77:25;83:1;

 95:23;98:15,16;100:5;

 107:2

payment (8)

 12:14;50:17;95:18;

 96:2,6;100:6;115:21;

 127:2

payments (8)

 81:17;83:5;95:15,16;

 98:3;126:24;127:2,15

payment's (1)

 96:21

pays (2)

 49:13;50:13

penalty (1)

 81:15

pending (1)

 25:12

people (61)

 6:7,7,13;17:15;

 22:25;23:25;25:4;28:8;

 30:8;31:11;38:14;41:7;

 44:3,16;45:12;46:6,7,

 11,12,13,15,17,19;

 47:7,14;48:3,6,7,18;

 56:6;61:15;62:7;67:23;

 70:4;71:4;72:21;75:16;

 78:3;81:4,13;83:17,21;

 85:10;87:14;92:1;95:9;

 98:15;99:7,10;101:14;

 102:4,8,12;104:13,23,

 25;110:22;112:21;

 113:12;122:25;127:2

people's (1)

 73:1

perceived (2)

 31:14;55:12

perception (1)

 22:9

perfect (2)

 112:19;124:7

perhaps (11)

 20:20;23:19;37:2;

 60:24;74:12;75:16;

 80:8,15;95:13;113:18;

 127:7

period (13)

 19:23;29:2;36:14;

 41:7;42:17;51:3;66:21;

 73:3,10;101:25;

 112:11;113:13,13

perjury (1)

 81:15

permission (2)

 96:2;98:3

permit (6)

 91:18,23;92:6;95:14;

 121:14;123:20

permits (2)

 79:25;87:21

permitted (1)

 99:21

person (20)

 9:12;65:9;80:10,13,

 14;81:20;82:4;94:15;

 105:7;107:25;111:10,

 21;112:19,23;113:14,

 14,20;115:8;123:14;

 127:18

personal (2)

 29:9;77:10

personally (1)

 75:22

persons (1)

 83:6

perspective (4)

 62:4;63:3,20;73:25

persuaded (2)

 23:10;86:2

persuasive (1)

 87:5

Peter (1)

 25:8

petition (4)

 96:16;98:9;127:7,16

PG&E (45)

 6:15;16:4;24:21;

 25:17,23,25;37:24;

 45:1;47:19;49:3;54:12;

 59:2,14;61:5;62:24;

 63:5,21;65:18;68:11;

 70:10,12,20,24,24,25;

 71:2,4,13,21,23;81:10;

 85:7;89:15,21,22,23;

 90:5;98:18;106:16;

 117:6;120:5;121:2;

 122:22;124:20;125:4

PG&E-2 (1)

 44:20

PG&E's (6)

 25:17;47:22;63:16;

 85:9;91:15;126:17

ph (4)

 25:3;43:19;101:5,5

philosophy (4)

 51:5;56:15;57:24,24

phone (7)

 10:9,10;15:4;38:7;

 40:6;111:24;126:2

phones (1)

 38:9

phonetic (5)

 67:24,25;84:21;92:8;

 106:4

phrase (1)

 120:24

pick (7)

 28:18;29:15;112:21,

 22;115:10,10;119:6

picked (2)

 106:11;114:8

picking (4)

 29:6;76:4;111:7;

 124:23

piece (2)

 39:24;124:24

pie-in-the-sky (1)

 23:12

place (10)

 31:10;40:3;45:15;

 48:8,11,13;78:8;83:22;

 118:2;127:13

plaintiff (2)

 18:9,15

plaintiffs (5)

 19:8;62:20;66:23;

 68:5,10

plan (72)

 17:6,9,9;18:2,21;

 22:3,22;23:12,15,23;

 24:17;26:15;29:13;

 30:19;31:5;32:21,24;

 33:18;36:8,12,25;37:1,

 8;39:8,12;42:11;49:13,

 18,21,21,24;50:20,24;

 51:5;53:18,18,20;

 54:20,23;55:4,20,22;

 56:8,17;57:2,25;59:22;

 66:11;71:23;72:4;73:5,

 6,7,21;74:12,16;76:12;

 81:13,13,14;86:3;

 90:16;92:12;93:8;

 99:14;102:24;104:14;

 107:3;108:25;114:21;

 123:4,10

planned (2)

 77:16;106:5

planning (1)

 66:13

plans (6)

 22:15,21;23:19;

 52:24,25;68:6

plan's (1)

 99:15

play (2)

 48:9,14

played (1)

 76:8

player (1)

 28:16

players (6)

 13:15;27:2;29:15;

 111:7;115:7;127:12

plays (2)

 48:15,16

pleading (3)

 17:7;111:3;113:23

pleadings (6)

 7:21;17:3;19:18;

 78:14,17,22

please (3)

 38:9;40:1;43:8

plus (1)

 80:2

PM (1)

 128:9

podium (2)

 90:2;108:20

point (46)

 18:20;20:1;21:1;

 31:16;34:2,4;37:4;

 38:12;42:2;45:17;48:7;

 50:12,18;52:12;56:16;

 60:6;62:22;68:19;73:3;

 75:18;76:17,19;80:23;

 82:22;86:8;91:21;

 92:20,24,24;93:2,17,

 17,18;95:12;98:2;

 99:18;101:5;106:3,4;

 108:19;110:13;111:19;

 115:18;123:19;126:21;

 127:20

pointed (3)

 41:12;48:25;54:8

pointing (1)

 40:12

points (8)

 44:15;76:3;85:3;

 86:22;90:20;93:19;

 102:14;119:9

police (1)

 101:11

policy (1)

 25:16

policymakers (1)

 89:6

political (2)

 56:21;89:5

pool (1)

 84:22

portion (1)

 95:18

position (8)

 16:19;29:5;39:12;

 47:14;60:7;76:16;

 95:21;96:4

positions (2)

 32:3;60:14

positive (1)

 45:21

possibility (1)

 116:20

possible (10)

 14:8;28:6;39:3;53:2;

 57:17;74:7;109:4;

 111:21;114:2;117:3

post- (1)

 127:15

post-petition (3)

 88:18;92:13;96:12

pot (1)

 123:19

potatoes (1)

 50:7

potential (6)

 19:6;79:12,14;99:8,

 8;116:20

potentially (5)

 26:17;76:11;102:11;

 116:16;117:11

power (2)

 45:1;110:9

powers (1)

 54:3

PR (2)

 88:19;92:22

practical (5)

 55:19;59:8,9,13;

 69:21

practice (1)

 19:25

pre- (3)

 98:8;106:4;127:6

precedent (1)

 102:17

preempted (1)

 60:7

pre-existing (1)

 96:7

prefer (1)

 73:2

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(14) participate - prefer Case: 19-30088 Doc# 2210 Filed: 05/23/19 Entered: 05/23/19 15:44:46 Page 144

of 151
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 22, 2019

preliminaries (1)

 78:11

preliminary (3)

 78:12,13;79:16

prematurely (1)

 124:2

prepare (3)

 16:13;72:2;126:19

prepared (3)

 18:9;38:3;39:7

pre-petition (9)

 89:9;94:22,24;96:11;

 97:17;98:22;107:2;

 127:16,17

present (1)

 116:13

presentation (2)

 90:22;128:1

presented (2)

 56:11;82:25

preserve (1)

 107:3

presiding (1)

 6:5

pressure (2)

 13:17;89:5

presumably (1)

 119:1

presume (2)

 14:23;15:15

pretend (1)

 121:12

pretending (1)

 123:1

pretty (1)

 42:4

price (1)

 45:1

PricewaterhouseCooper's (1)

 14:16

primary (2)

 59:23;83:12

principal (9)

 13:15,22;21:5;83:13;

 111:7;113:15;115:7;

 126:15;127:12

principle (1)

 28:19

prior (9)

 15:16;23:10;28:3;

 50:4;51:6;56:2;75:11,

 12;84:9

priority (2)

 87:17;107:5

pro (1)

 25:12

proactive (2)

 54:8,9

probably (8)

 6:11;11:1;32:22;

 41:16;100:5;109:25;

 127:8,8

problem (10)

 9:18;14:23,24;15:1;

 24:12;27:14;61:11,13;

 62:15;117:9

problems (5)

 30:21;31:4;73:19;

 78:5;95:3

procedurally (1)

 79:24

procedure (9)

 80:18;81:5,25;83:15;

 86:20,20;96:19;

 118:14;127:12

procedures (7)

 12:8,10,14;81:2;

 93:11;118:3;126:20

proceed (2)

 15:10;126:18

proceeding (2)

 10:18;15:5

proceedings (2)

 8:9;128:9

process (23)

 12:3;13:21;17:6,10,

 24;18:3,24;19:1;35:10,

 11;41:9;54:6;56:22;

 59:1;64:20;71:24;

 74:14;82:2;113:15;

 115:12;120:7,12;

 125:15

processes (1)

 20:19

produced (1)

 38:12

produces (2)

 89:3,4

product (1)

 46:1

Prof (9)

 10:5,8;11:1,11,21;

 12:2,25;13:20;14:6

professional (1)

 113:16

professionals (6)

 8:23;13:14;14:3,5,

 19;90:2

Professor (1)

 52:17

profile (1)

 24:1

program (14)

 15:11;78:10;87:3;

 92:3,11,12;93:21;95:8;

 101:6;116:14,15,16;

 123:12;127:17

programs (2)

 85:14;116:19

progress (22)

 18:22;19:12;20:2;

 27:11;29:3;31:14;

 34:15;35:14;36:7,11,

 18,20,22,25;37:8,12;

 38:11,21;40:25;42:21;

 66:22;108:25

progressed (1)

 64:24

project (1)

 42:8

prominent (1)

 52:22

promise (1)

 77:21

promptly (3)

 80:14,14;111:10

proof (7)

 32:16;86:5;97:12;

 120:19,19,22;127:4

proper (7)

 54:22;79:24;80:25;

 81:5;86:5;120:25;

 126:17

property (1)

 105:4

proponents (1)

 83:20

proposal (3)

 83:1,19;93:8

proposals (1)

 88:4

propose (6)

 22:3;24:17;26:9;

 57:3;74:12;98:14

proposed (14)

 8:3;16:10,12;18:14,

 21;32:21;38:17;41:15;

 43:2;52:24;53:18;68:6;

 104:9;117:6

proposition (1)

 118:19

prosecute (1)

 73:8

protect (2)

 49:15,15

protocol (5)

 11:23;12:4,8;13:22;

 68:18

prove (1)

 107:2

proven (1)

 104:10

provide (4)

 53:18;95:8;123:11;

 125:14

provided (2)

 62:24,24

provides (1)

 16:10

provision (5)

 14:21;16:1;68:17;

 79:24;81:4

public (8)

 19:1,6;20:20,24;

 27:7,10,16;56:22

public-entities (1)

 20:10

public-policy (1)

 25:24

PUC (3)

 29:15,24;89:1

Puerto (1)

 45:5

purchase (1)

 110:9

purpose (2)

 8:19;53:24

purview (1)

 36:9

push (1)

 34:12

put (14)

 17:2;21:16;42:9,12;

 53:7;70:21;73:4;80:1;

 83:22;89:22;96:17;

 118:10;120:22;126:1

puts (2)

 67:6;73:24

putting (2)

 76:1;102:8

Q

quantifiable (1)

 97:24

quantify (2)

 66:3;121:13

quantifying (3)

 27:11;38:22;121:14

questionnaires (1)

 86:12

quickly (9)

 16:14;19:24;39:10;

 52:25;109:4;111:21;

 113:25;114:1;115:12

quite (4)

 17:7;31:13;38:20;

 73:17

quote (3)

 59:20;89:3,14

QURESHI (7)

 35:22,23;36:3,5,23;

 37:10,15

R

raged (1)

 84:23

raise (3)

 89:19;116:18;117:5

raised (2)

 9:11;87:20

raising (1)

 48:20

rapid (1)

 40:25

rate (1)

 47:23

rather (7)

 26:18;28:12;29:2;

 81:5;112:25;125:25;

 126:1

rating (1)

 88:8

reach (2)

 74:2,15

reached (1)

 70:9

read (12)

 9:9;16:23;37:21;

 46:4;75:22;83:9;88:20;

 101:12;102:19;103:20,

 23;125:10

ready (4)

 78:3,15;79:5;117:25

real (8)

 23:12;29:13;44:16;

 45:24;47:8;48:17;

 62:15;71:17

realistic (3)

 17:17;19:19;49:21

reality (1)

 17:14

really (22)

 8:11;10:25;16:16;

 17:2;18:1,2;19:24;

 22:9;23:10;25:24;

 34:20;39:25;45:17;

 50:16;64:7;68:7;72:21;

 74:25;105:24;107:24,

 25;115:23

reason (14)

 15:22;31:1;33:11;

 39:5;45:13,24;47:24;

 75:14;76:25;77:1;

 88:25;92:16;99:24;

 124:18

reasonable (6)

 22:3;34:18;38:6;

 41:7;125:17,23

reasonably (1)

 73:21

reasoning (1)

 77:5

reasons (6)

 51:12;59:7;119:20;

 126:16,23,24

rebuilding (1)

 70:18

recall (2)

 16:4;110:9

recapitalization (1)

 49:22

receive (1)

 123:12

received (2)

 121:11,24

receives (1)

 97:7

recent (1)

 18:5

recently (1)

 85:14

recess (2)

 33:14;77:24

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(15) preliminaries - recess Case: 19-30088 Doc# 2210 Filed: 05/23/19 Entered: 05/23/19 15:44:46 Page 145

of 151
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 22, 2019

recipient (3)

 81:9,10;116:24

recipients (1)

 96:20

reckless (1)

 101:8

recognizes (1)

 17:14

recommendation (2)

 76:6;90:22

recommendations (1)

 88:3

record (16)

 6:25;7:22;9:21;

 35:23;38:5,13,15,16,

 23;42:20;72:17;

 105:21;114:11,19;

 116:8;126:16

records (3)

 81:22;85:16;98:20

recovery (1)

 116:20

reduce (2)

 16:18;81:18

reduced (1)

 81:16

reexplain (1)

 57:24

reference (3)

 20:9,19;117:23

refinancing (1)

 50:9

reflect (1)

 121:19

reflection (1)

 39:23

reflects (1)

 81:22

reform (2)

 23:24,25

regain (1)

 104:13

regard (3)

 19:13;55:25;79:1

regarded (1)

 40:15

regarding (1)

 12:14

regulated (1)

 47:17

regulatory (2)

 17:5;23:24

reject (1)

 104:9

rejected (1)

 119:24

related (2)

 8:9;59:22

Relationships (1)

 89:7

relatively (1)

 75:18

relevant (3)

 8:22;43:11;53:21

reliable (1)

 25:20

relief (11)

 17:5;36:1;49:10;

 85:17;88:1,12;95:8;

 106:12;109:6;110:19;

 118:13

relying (1)

 93:1

remain (1)

 36:10

remaining (1)

 15:8

remains (1)

 36:14

remand (1)

 15:5

remark (1)

 73:17

remarkable (1)

 47:1

remarked (1)

 46:2

remarks (3)

 43:16;44:17;57:23

remedy (2)

 82:21;83:18

Remember (3)

 50:13;56:5;70:2

removal (2)

 8:9;60:15

renewable (1)

 25:20

rent (2)

 46:8;70:17

reorganization (3)

 36:12;101:7;104:14

reorganize (3)

 57:12;88:4,17

repeat (2)

 75:9;115:6

repeating (1)

 59:19

repetitive (1)

 35:13

replace (2)

 53:23;54:3

re-place (1)

 40:6

replaced (3)

 53:20;54:9,11

replacing (1)

 53:14

replenishing (1)

 97:1

replenishment (2)

 104:17,17

report (2)

 28:16;120:5

reported (2)

 40:21;122:22

represent (7)

 40:23;48:2,3;57:1;

 60:1;69:23;109:16

representations (1)

 72:23

representative (2)

 81:24;88:19

representatives (1)

 80:15

represented (1)

 128:5

representing (1)

 46:17

represents (1)

 109:10

request (12)

 6:14;9:8;10:23;

 29:10,11;95:14;96:17;

 97:9;119:8,19,22;

 120:2

requested (2)

 17:14;120:3

requesting (1)

 114:14

require (1)

 39:2

requirements (1)

 67:3

requires (1)

 11:21

reserve (1)

 37:11

residence (2)

 83:12,13

resisting (3)

 10:15;18:15;74:4

resolution (4)

 9:3;62:12;74:2,11

resolutions (1)

 67:24

resolve (11)

 45:18,22;47:25;

 62:10,16,16,17,21;

 63:9;68:6;74:10

resolved (1)

 73:19

resources (1)

 109:7

respect (22)

 18:4,6,7,9;35:16;

 36:5;44:12;48:1;72:18,

 23,24;73:25;79:11;

 87:25;88:6;94:4;

 109:14;114:20;120:2;

 121:4;123:11;124:8

respective (1)

 9:14

respond (4)

 43:9,11,14;82:8

response (7)

 9:11;16:23;17:1;

 64:4;78:22;114:13,20

responses (1)

 117:16

responsible (1)

 9:12

responsive (1)

 54:22

rest (3)

 57:19;66:1;111:3

restore (3)

 78:7;98:18;100:22

result (6)

 9:3;19:24;101:21;

 102:13;104:21;109:3

resulted (1)

 45:11

resume (2)

 78:3,9

review (2)

 11:2;126:12

reviewed (1)

 12:5

revision (1)

 13:16

revive (1)

 61:14

Rico (1)

 45:5

ridiculous (1)

 64:8

right (90)

 6:20;7:5;12:16;

 13:11;14:5,11;15:21;

 16:6;17:23,23;19:15;

 20:11;27:23,25;28:3,

 10,17,24;30:6,10,24;

 31:2,10;32:12,16;33:1,

 7;34:5;35:3,5;36:2,4,

 15;37:11;38:1,19;40:7;

 41:10;42:1;43:3,21;

 45:8;47:15;48:12;53:2;

 55:18;56:11;57:12;

 58:13,13;60:9;64:4,23;

 68:2;71:2;72:8;77:15;

 83:5;84:2,2;85:13;

 88:10;89:2;91:5;93:6;

 99:11;102:5,6,9;

 103:10;106:14;108:5;

 112:9;113:8,21;114:7,

 15;115:14,16;116:4,15,

 20;117:1,15;121:18,

 20;122:7;123:22;

 124:3;126:11

rights (2)

 78:24;79:4

ringing (1)

 38:7

ripe (1)

 27:18

ripping (1)

 85:15

rise (2)

 6:4;116:18

risk (5)

 20:24;24:1,25;46:2;

 55:20

road (1)

 28:22

roadblock (1)

 114:17

Robbins (1)

 45:23

Robert (1)

 84:3

Robins (8)

 45:3;67:24;82:24;

 102:19,20,21;103:5;

 106:3

robust (2)

 45:21;116:13

role (6)

 74:17;76:7;100:23;

 112:3,16;115:19

rolling (1)

 111:10

room (3)

 30:15;47:11;82:4

round (1)

 80:2

rule (9)

 85:3,4;86:24;90:20;

 91:20,25;93:18;

 102:25;103:1

rules (12)

 39:1,2;56:23;60:11;

 64:19;75:24;80:18;

 81:25;82:5;83:22;

 115:20;125:13

rulings (3)

 101:2;119:9;120:4

run (3)

 21:25;28:7;50:10

running (3)

 50:8;77:14;123:17

S

Sacramento (4)

 49:4;88:15,25;89:1

safe (1)

 25:19

safeguards (2)

 80:8;118:25

safety (1)

 89:22

sale (1)

 91:15

Samaritan (2)

 91:22;94:10

same (13)

 14:21;29:22;41:4;

 49:9;50:10;60:1;90:11;

 91:22;92:16;97:8;

 104:6;107:15;121:23

SAN (5)

 6:1;25:3;49:8;89:24;

 91:16

sanction (1)

 40:11

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(16) recipient - sanction Case: 19-30088 Doc# 2210 Filed: 05/23/19 Entered: 05/23/19 15:44:46 Page 146

of 151
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 22, 2019

sanguine (1)

 113:10

satisfaction (1)

 11:10

satisfied (2)

 8:24;12:24

save (1)

 17:1

saying (13)

 13:4;32:23;48:15,18;

 55:21;102:7,13;

 103:24;106:19,25;

 122:20,21;126:8

SB-901 (1)

 17:21

SBA (1)

 116:17

scenarios (2)

 50:8,10

scene (1)

 20:11

scenes (3)

 27:2;33:6,6

scheduled (1)

 18:18

schedules (1)

 97:20

scheme (2)

 87:17;107:5

scholar (1)

 11:1

score (1)

 35:1

Scott (1)

 10:7

second (9)

 38:15;40:1;61:14;

 63:1,24;68:3;109:8;

 112:20;115:8

second-guess (1)

 80:4

Secondly (3)

 40:18;119:8;121:3

secret (1)

 124:16

Section (10)

 9:7;22:2;82:20;

 87:14;91:17;93:1,16;

 96:17;99:21;117:21

security (1)

 49:16

seeing (5)

 14:11;42:21;59:15;

 62:6,9

seek (2)

 40:19;94:9

seeking (3)

 36:3;40:11;114:22

seem (3)

 39:10;70:19;71:22

seemed (1)

 35:12

Seems (3)

 30:2;60:7;123:17

sees (1)

 31:15

Segal (2)

 9:24,25

segregation (2)

 47:13;48:11

select (3)

 80:9;112:13;126:18

selected (1)

 112:8

selecting (1)

 119:2

selection (2)

 114:22;119:2

self-executing (1)

 12:17

self-explanatory (1)

 78:14

Senate (2)

 41:13;88:5

send (2)

 67:10;74:22

senior (5)

 35:24;59:17;89:23;

 95:6;104:11

sense (4)

 8:20;45:13;83:15;

 106:16

sentencing (1)

 89:15

separate (5)

 7:19;12:13;41:21,22;

 66:8

September (9)

 17:24;18:7,13;19:17;

 33:11,15;34:3;41:14,

 17

seriatum (1)

 27:21

serious (3)

 66:7;94:6;100:15

seriously (3)

 49:20;58:1;64:3

served (1)

 8:19

service (2)

 25:20;47:22

serving (1)

 86:11

session (3)

 6:4;41:14;49:2

set (3)

 68:4;75:19;78:23

settled (4)

 7:20;8:1;61:1,3

settlement (1)

 70:9

settling (1)

 62:5

seventy-five (6)

 15:19;17:25;27:15;

 28:1;29:12;30:11

seventy-five- (1)

 29:1

several (4)

 7:2;35:4;43:22;

 66:10

severed (1)

 89:7

share (5)

 7:22;42:6;62:9;73:1;

 100:10

shareable (1)

 97:12

shared (1)

 122:25

shareholder (3)

 35:8;48:10;71:6

shareholders (6)

 32:4;37:25;53:14,19;

 54:9,10

shares (1)

 54:13

sharing (2)

 109:4;124:9

sheet (2)

 33:20,21

Shield (1)

 102:23

short (4)

 40:4;111:13;112:11;

 113:11

shorten (12)

 15:20,21;16:3;17:16;

 29:13,23;33:10;36:14;

 37:4,12;42:17;43:4

shortened (1)

 73:5

Shortening (4)

 19:20,22,22;76:25

shorter (4)

 73:2,10;113:13,13

short-term (2)

 83:18;121:16

show (6)

 27:9;53:2;66:22;

 85:19,25;98:24

showed (1)

 23:14

showing (4)

 42:20;95:10;106:18;

 124:19

shown (1)

 101:10

shows (1)

 104:15

shredding (1)

 89:12

sic (4)

 17:11;28:16;29:19;

 40:6

side (3)

 83:10,10;90:2

sides (1)

 68:5

sight (1)

 90:3

sign (4)

 11:5;13:16;113:19;

 126:14

signal (1)

 76:21

signaled (1)

 49:19

signatures (1)

 120:15

significant (2)

 29:14;44:15

signing (1)

 14:24

signs (1)

 12:20

similar (4)

 8:16;97:2;108:18;

 122:8

Similarly (1)

 8:15

simple (6)

 9:13;30:19;76:4;

 77:4,4;108:9

simply (7)

 8:21;34:8;67:3;

 79:18;81:7;99:10;

 120:11

single (1)

 47:24

Singleton (72)

 8:17;40:18;58:9,10,

 12,14,14,15,16,18,20,

 25;59:13;60:3,5,9,17,

 21;61:1,5,6,11,16,19,

 21,23;62:1,2,4,20;63:7,

 9,12,15,19;64:12,15,

 23;65:4,12,15,22,25;

 66:4,6,15,18;67:18,21;

 68:1,3,16,21,23,25;

 69:7,9,12,15,17;70:1,3,

 6,9,15;71:2,8,10;72:6,

 7;74:8,20

Singleton's (1)

 97:24

sit (3)

 82:4,14,14

sitting (6)

 6:7,7;29:17;38:4;

 50:7;99:13

situation (6)

 22:14;24:20,21;30:5;

 82:23;83:19

situations (2)

 67:25;69:21

six (8)

 15:19;29:2,17;41:20;

 49:16;67:2,3;113:12

six-month (2)

 34:7;42:17

sixty (2)

 30:11;49:17

size (2)

 17:13;69:18

skip (1)

 38:2

slate (1)

 112:21

sleeves (1)

 111:11

slippery (1)

 106:17

slope (1)

 106:17

slow (1)

 113:25

small (1)

 81:2

So- (1)

 124:19

So-and-So (1)

 111:24

so-called (1)

 79:22

sole (1)

 112:3

solely (1)

 120:5

solicit (2)

 13:23;120:18

solution (6)

 24:12;25:24;27:13;

 52:7;68:12,13

solutions (1)

 26:9

solve (1)

 95:3

solved (2)

 30:21;31:4

solvent (1)

 45:19

somebody (8)

 28:6;55:21;62:5;

 105:8;123:13,16;

 124:2,3

somehow (1)

 114:17

someone (6)

 70:7;80:12;94:7;

 100:8,14;127:17

someone's (1)

 42:12

sometime (1)

 17:19

sometimes (2)

 16:13;47:15

somewhat (2)

 73:9;113:10

soon (9)

 11:4,10;36:11;37:13;

 39:6;74:7;83:7;125:7,

 10

sorry (9)

 6:23;12:23;18:7;

 19:22;37:20;58:15;

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(17) sanguine - sorry Case: 19-30088 Doc# 2210 Filed: 05/23/19 Entered: 05/23/19 15:44:46 Page 147

of 151
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 22, 2019

 61:10;68:21;70:18

sort (7)

 25:4;30:5;73:24;

 75:23;81:8;118:6,9

sorts (2)

 67:16;102:8

sought (1)

 36:17

sounds (1)

 30:22

source (1)

 121:20

Southern (1)

 49:8

speak (3)

 18:18;65:6;97:19

speaking (3)

 43:5;59:14;125:22

special (3)

 113:3,5;122:17

specialist (2)

 58:20;65:9

specific (8)

 27:16,17;53:21,22;

 62:25;68:7;69:6;80:18

specifically (2)

 26:11;59:19

specifics (2)

 69:25;79:8

speculation (1)

 125:1

spending (1)

 97:18

spent (2)

 11:22;81:12

spirited (1)

 128:1

spoken (1)

 79:10

stability-wise (1)

 30:9

stabilize (1)

 88:7

stabilizing (1)

 21:17

stakeholders (4)

 25:25;26:1;59:23;

 89:7

stand (5)

 6:8,12,12;84:10,19

standard (1)

 48:22

standards (1)

 94:10

standing (6)

 6:7,8;23:11;45:25;

 46:16;116:6

standpoint (1)

 31:13

stands (1)

 72:20

start (8)

 15:12;42:10;43:7;

 64:3,3,13;113:20;

 118:18

started (3)

 11:11;26:8;63:17

starting (2)

 23:15;42:16

start-up (1)

 11:21

state (16)

 13:20;24:23;26:6;

 28:15,17;40:13;42:20;

 47:18;49:7;66:10;67:8;

 74:9;75:17;85:15;

 91:18,22

stated (4)

 36:21;89:14;119:20;

 126:16

statement (13)

 9:13;10:22;14:12;

 35:25;38:23;40:12,20,

 22;43:9;59:16;72:18;

 78:12;126:22

statements (1)

 9:10

States (8)

 9:2;80:6,16,17;

 104:20;114:11,13,21

stating (1)

 59:8

statistics (1)

 53:2

status (3)

 27:20;28:16;79:14

status-check (1)

 28:12

statute (2)

 15:24;36:6

statutory (1)

 106:3

stay (1)

 110:19

step (2)

 63:1;93:2

Stephen (3)

 6:23,25;73:15

stepped (1)

 92:11

stick (3)

 68:24;76:5;86:23

still (9)

 36:20;39:8;45:25;

 48:19;56:18;70:11;

 73:20;96:5;104:4

stipulation (3)

 7:9,18,19

stock (1)

 52:1

storm (1)

 46:11

Strauss (1)

 35:23

strawman (2)

 49:11,11

stretch (3)

 55:8,11,17

strictly (1)

 63:2

strides (1)

 21:17

strike (1)

 88:3

stroke (1)

 69:5

strong (1)

 33:18

strongly (1)

 49:19

stuff (1)

 74:22

stumbled (1)

 38:13

stunned (1)

 56:6

subcommittee (2)

 80:15;82:15

subject (5)

 20:14;81:15;86:5;

 100:15;104:17

submit (4)

 13:6;77:4;121:1,5

submitted (4)

 8:3;16:10;85:11;

 125:3

subrogation (4)

 7:14;19:2,4;20:9

subrogations (1)

 19:3

substance (1)

 56:19

substantive (3)

 19:5;59:22;66:11

substantively (1)

 56:22

successful (1)

 41:17

sudden (1)

 21:5

suddenly (1)

 66:2

suffered (1)

 104:25

suffering (3)

 50:16,19;102:6

sufficient (1)

 18:23

suggest (1)

 38:6

suggested (1)

 82:16

suggesting (2)

 17:25;74:9

suggestion (5)

 43:14;52:19;66:19;

 111:6;118:1

suggestions (1)

 52:8

summer (3)

 17:19;26:9;33:13

Superior (2)

 67:11;74:22

support (6)

 38:3;42:22,23;88:13,

 24,25

suppose (4)

 29:14;51:22;59:2;

 121:15

supposed (2)

 55:18;112:21

Supreme (1)

 107:9

Sure (20)

 7:4;10:1;11:8;14:18;

 28:5;61:16;67:4;68:25;

 69:2;81:4,19;105:7;

 108:21;109:19,22;

 115:12;118:5;121:22;

 122:1;123:25

surprised (4)

 50:23;51:5;71:21;

 98:1

survived (1)

 84:22

sync (1)

 29:2

system (2)

 74:10,13

T

table (2)

 48:17;111:11

tail (1)

 46:6

talk (8)

 14:4;47:10;57:18;

 59:7;67:22;75:5;76:14;

 107:23

talked (2)

 27:7;51:11

talking (6)

 47:12;60:11;71:23;

 81:12;97:18;110:21

task (2)

 24:19;57:11

taxpayers (1)

 71:15

TCC (2)

 25:1;55:3

technical (2)

 61:13;122:13

telephone (1)

 14:2

telling (7)

 23:9;73:17;75:1;

 98:8;104:10;111:8;

 120:14

tells (2)

 95:3;112:25

temporary (2)

 95:10;121:25

ten (1)

 77:22

ten-minute (2)

 77:20,21

tens (3)

 46:5,6;71:3

tent (1)

 48:19

tents (1)

 105:4

term (8)

 8:1,1;24:5;33:20,21;

 65:9;89:6;126:17

terminate (11)

 20:25;21:21;27:22;

 28:12;30:9;32:24;

 34:22;36:15;37:3,12;

 40:19

terminated (5)

 21:6;22:19;32:19;

 38:18;73:6

Terminating (2)

 22:4;26:12

termination (2)

 26:18;32:14

terminology (1)

 127:6

terms (4)

 10:19;68:9;69:17;

 127:10

terribly (1)

 60:13

testimony (1)

 89:1

Thanks (1)

 42:25

That'd (1)

 40:5

that'll (2)

 24:12;41:16

theory (3)

 80:4;96:12;120:13

therefore (6)

 16:16;79:20;83:3,17;

 92:23;95:16

there're (1)

 28:25

thinking (3)

 33:15;38:5;73:22

third (2)

 84:17;90:15

thirty (1)

 40:23

thorough (1)

 120:9

though (5)

 10:13;39:5,7;70:6;

 122:14

thought (5)

 23:14;83:8;111:4;

 112:22;125:12

thoughtful (2)

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(18) sort - thoughtful Case: 19-30088 Doc# 2210 Filed: 05/23/19 Entered: 05/23/19 15:44:46 Page 148

of 151
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 22, 2019

 9:9;35:9

thousand (2)

 101:15,17

thousands (7)

 40:23;45:12;46:5,7;

 61:1;70:16;71:4

threat (1)

 52:24

three (7)

 11:3;29:19;66:8;

 86:17;88:3;89:13;

 90:14

throw (1)

 51:23

tied (1)

 106:13

tightly (1)

 106:13

time-efficient (1)

 14:7

times (1)

 66:10

timetable (2)

 27:16,17

tipping (1)

 45:17

tire (1)

 51:8

today (49)

 10:9,10;18:18;19:18;

 20:24;26:13;32:4;

 34:13,21;36:15;37:7,

 17;42:3,19;43:5,10;

 50:19;51:10;54:24,25;

 56:17;57:3;58:9;64:14;

 65:16;75:11,24;76:2;

 77:7;82:3,11;83:24;

 85:4;86:11;89:22;

 90:12,16;91:2,4,8;

 92:1;99:14;100:23;

 104:16;107:16;108:10;

 113:24;114:2;123:4

today's (3)

 31:2;43:11;86:19

to-do (1)

 65:2

together (4)

 31:10;42:12;53:19;

 54:19

Togut (3)

 9:24,24,24

told (3)

 18:9;102:23;125:20

tomorrow (9)

 30:20;52:2;55:1,2;

 65:13,15;73:19;86:3;

 123:4

took (1)

 41:13

tort (49)

 7:9;9:2;18:15;38:16,

 17;43:8,18;44:12;45:2,

 15,22;46:14;47:25;

 48:12,14;49:18;50:7,

 15;53:16,17;54:19;

 57:2;58:1;59:16;60:6;

 62:7,8;67:23;74:11,13;

 75:14,19,21;76:8,10;

 78:25;79:11,13,23;

 81:7;84:4,5;102:22;

 106:17;109:9;110:18,

 18;112:15;125:21

torts (1)

 81:2

total (1)

 18:22

totally (1)

 82:13

touched (2)

 70:23;74:21

tours (1)

 89:25

toward (3)

 36:8;37:1;62:10

towards (4)

 27:11;36:12,24;37:8

tower (1)

 94:5

track (2)

 103:22;116:4

trade (8)

 21:19;47:2,4,4,6;

 48:8,11;110:3

traded (1)

 46:19

traders (3)

 48:2,13;57:13

trading (2)

 47:14,16

trailer (2)

 105:9;123:17

trailers (1)

 105:4

transcript (1)

 89:15

travelled (1)

 44:3

treated (3)

 65:1;80:23;95:18

treatment (1)

 25:19

Tredinnick (2)

 58:7,8

trial (2)

 67:11,12

trials (1)

 68:14

tried (2)

 35:7;120:15

triggering (1)

 116:20

Trostle (1)

 101:10

trouble (4)

 92:7;100:18;123:1,2

troublemakers (1)

 51:8

TROY (7)

 116:8,9,16,22,24;

 117:2,14

truck (1)

 94:12

true (7)

 24:4;40:15;54:14,16;

 60:1;62:25;104:4

trust (3)

 74:12;89:7;122:6

Trustee (20)

 9:2;11:20,25;12:20,

 21,24;13:2;80:6,16,17;

 102:1;104:6;111:9;

 112:3,18,24;114:5,12,

 13,21

trusts (1)

 74:24

truth (2)

 52:20,21

try (14)

 19:10,12;48:13;69:4;

 74:1;96:17;100:8;

 101:21;104:14;109:7;

 111:20;112:11;113:25;

 114:1

trying (11)

 6:13;19:18;23:8;

 40:15;48:7;61:17;

 86:16;91:6;95:25;

 118:8;121:13

Tubbs (7)

 63:19,21;64:1,6,18;

 66:3,13

Tuesday (1)

 31:2

Tuesdays (1)

 31:1

turf (1)

 112:4

turn (5)

 26:11,11;74:6;85:6;

 86:22

Turner (1)

 101:6

turns (2)

 29:3;77:21

tweak (1)

 11:20

twenty (4)

 63:17;101:24;102:2;

 110:22

twenty-one (4)

 63:10,13,16;66:24

two (35)

 9:12;13:12,24;15:8;

 17:4,9;20:19;21:9;

 38:13;47:2;48:8;49:7;

 62:16;63:23;67:7;

 71:14,24;80:15;83:9;

 85:3;86:22;89:13;

 90:12,15,19;91:25;

 92:4;93:19;101:2;

 108:23;110:19,21;

 111:20;118:1;120:4

two-and-a-half (1)

 35:1

type (2)

 34:9;98:17

U

UCC (1)

 78:25

ultimately (2)

 15:21;115:2

Um-hum (11)

 24:15;27:8;43:21;

 52:16;59:12;60:25;

 63:18;65:25;70:8;

 87:22;88:10

unbelievably (1)

 38:21

uncertainty (1)

 22:1

unconditional (1)

 34:7

uncontested (1)

 6:19

under (30)

 9:7;22:2;31:8;59:14;

 72:4;80:3;81:5,14,15;

 82:19,19;83:6,16,18;

 87:21;91:17;93:16,23;

 94:9;95:15;96:3;

 102:18;106:20;107:4,

 4;116:18;122:16;

 124:20;127:3,17

underlying (1)

 120:6

understands (1)

 48:17

Understood (9)

 60:17;63:15;66:18;

 67:21,21;68:1,16,23;

 69:7

underway (1)

 20:19

unfettered (1)

 34:6

Unfortunately (1)

 97:19

uninsured (1)

 70:12

unique (1)

 21:15

UNISON (1)

 128:8

United (7)

 9:2;80:6,16,17;

 114:11,13,21

unknowns (1)

 29:22

unless (10)

 7:5;53:4;78:12;

 80:12;82:6;88:13;98:2;

 111:2;115:8;127:24

unlike (1)

 44:21

unliquidated (3)

 97:21;102:11;127:8

unrelated (1)

 60:14

unsecured (10)

 7:9;35:24;59:17;

 79:10,15;80:19;98:3;

 109:15,16;112:15

unspeakable (1)

 109:2

untenable (2)

 24:20,21

up (35)

 29:3,7;31:3;39:9;

 42:13;43:7;44:4;48:6;

 49:17;68:12;72:15;

 76:1,11;80:2,17;84:10,

 19;85:2,5;86:17;90:1,

 5;92:4;100:11;102:1;

 106:11;111:10,21;

 113:8;115:2,23;116:6;

 118:10;124:19;127:12

upon (7)

 38:13;75:12,24;77:6;

 85:4;86:24;90:20

urge (1)

 43:1

urgency (1)

 70:20

urgent (2)

 44:1;95:10

urges (1)

 33:10

use (8)

 34:10;53:25;71:24;

 118:24;124:1;125:5;

 126:16,17

used (3)

 34:10;95:13;107:22

using (1)

 113:3

usual (1)

 126:16

usually (1)

 31:1

utilities (4)

 24:21,22;49:7;88:9

utilities' (1)

 24:14

utility (7)

 26:4;47:13,17,18,21;

 70:24;71:12

utility's (3)

 49:13;59:24;71:2

uttered (1)

 109:20

V

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(19) thousand - uttered Case: 19-30088 Doc# 2210 Filed: 05/23/19 Entered: 05/23/19 15:44:46 Page 149

of 151
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 22, 2019

vacation (1)

 33:13

valid (1)

 53:25

valuable (1)

 83:12

valuation (1)

 50:12

value (2)

 57:25;107:3

variables (1)

 29:1

various (3)

 80:5;83:1;116:10

vast (1)

 97:25

vendor (1)

 47:3

verboten (1)

 108:3

versus (4)

 29:12,22;32:14;

 56:17

viability (1)

 24:13

viable (9)

 28:6;29:25;36:24;

 54:23;55:1,4;71:16;

 73:4,21

victim (13)

 80:22,24;91:21;

 92:12;93:24;94:9;

 95:17;97:11,12;

 101:19,20;121:24,24

victims (39)

 25:19;46:14;50:15;

 56:3,20;65:1;66:14,14;

 67:22;74:7;75:13,21;

 76:1;83:2,9;86:4;88:7,

 13;91:1,3;97:19,25;

 99:15;102:10,22;

 109:1,17;110:16,18,25;

 113:11;116:14;121:9;

 122:17;123:5,5;125:5;

 126:24;127:5

victim's (2)

 95:18,19

video (2)

 40:2,5

view (10)

 29:4;34:2,8;44:20;

 76:3,17,19;88:12;

 112:14;118:7

vigilantly (1)

 36:18

Villacorta (12)

 114:4,7,10,11,16,19;

 115:1,14,16,22;116:1,3

virtually (1)

 110:15

voice (3)

 48:20;89:18,19

voluntarily (2)

 78:20;80:1

volunteered (1)

 119:20

vote (2)

 54:10;72:3

vote-counting (1)

 71:19

voted (1)

 101:6

votes (2)

 35:1;72:3

W

wait (3)

 13:4;40:1;48:24

waiting (1)

 50:16

wakes (1)

 31:3

walk (5)

 26:1;93:22;94:11,20;

 113:25

walked (1)

 94:17

walking (1)

 30:8

Walnut (5)

 91:16,23;92:5;

 106:24;121:14

wants (9)

 13:1,21;14:7;79:17;

 111:24;117:16,17;

 118:13;121:5

warrant (3)

 29:4;30:12;31:9

warranted (5)

 26:14;31:16;34:19;

 35:15;37:11

Washington (1)

 78:4

waste (2)

 32:22;51:7

watch (1)

 50:11

watching (1)

 36:18

water (2)

 105:3;123:17

waterfall (1)

 50:11

way (44)

 7:6,11;14:8,21;

 15:11;16:1;20:16;

 21:16;24:6;25:22;

 28:17;32:2;36:20;

 41:20;56:4;57:12,24;

 64:20;75:20;76:11,23;

 83:7;90:11;92:1,25;

 97:5;98:5;100:8;101:8;

 104:6;105:7,17;

 107:15;111:16;113:21;

 114:16;118:20;120:23,

 24;123:6,25;124:4;

 125:16;126:4

ways (2)

 67:16;108:4

WEDNESDAY (1)

 6:1

week (4)

 39:8;55:2,3;111:24

weekly (1)

 89:12

weeks (2)

 40:22;89:13

weeks' (1)

 21:9

Weil (3)

 6:25;7:1;73:16

welcome (4)

 6:8,8;58:22;60:12

welfare (1)

 85:16

weren't (3)

 92:17,19;125:12

what's (21)

 21:23;27:2,10,10;

 29:19;34:17,17;51:14;

 55:5;56:17,18;65:17;

 71:20;85:20;86:9,9;

 96:7;98:25;104:19;

 111:6,25

whenever (1)

 72:3

Whereas (1)

 67:5

Where's (1)

 27:5

Whereupon (1)

 128:9

who'd (1)

 105:9

whole (2)

 98:9;107:5

wholly (1)

 109:5

who's (2)

 47:11;94:7

whose (3)

 12:5;19:2;45:20

wife (1)

 84:21

wildfire (20)

 15:10;17:8;24:25;

 26:7;27:11;38:22;46:3;

 57:17;60:24;61:2;62:5,

 16;63:2;77:11;78:9;

 88:7;95:8;109:1,17;

 124:20

wildfires (1)

 45:10

willfully (1)

 89:16

Williams (2)

 88:21;103:11

Williams' (2)

 99:21;104:20

willing (9)

 18:10;74:6;78:15,17,

 18,20;79:6;112:19;

 117:25

Willis (1)

 101:5

Willkie (2)

 7:13;72:12

Wilson (2)

 84:18,20

wish (3)

 12:25;25:6;73:14

wishes (4)

 9:6;55:16;57:2;

 80:17

withdraw (3)

 9:4;53:20;107:16

withdrawn (1)

 108:12

within (4)

 39:8;51:1;119:5;

 126:6

without (4)

 8:6;9:7;111:5;

 123:17

woman (2)

 69:23;85:15

Women (1)

 102:22

word (6)

 21:3;33:9,18;34:10;

 113:3;124:1

words (10)

 10:19;21:3;24:20;

 29:13;50:20;51:20;

 54:24;73:18;109:9;

 121:24

work (11)

 19:10;74:1;79:3;

 82:15;83:24;108:5;

 111:5;118:1;121:21;

 126:19;127:22

workable (1)

 125:18

worked (2)

 7:11;68:17

working (4)

 11:11;26:5;81:24;

 83:21

works (1)

 98:18

world (4)

 64:16;65:24;66:1;

 110:21

worried (1)

 25:14

worry (1)

 83:4

worst (1)

 22:14

worth (1)

 110:22

written (1)

 10:21

wrong (5)

 82:10;98:2;100:12;

 102:9;124:1

Y

year (2)

 46:5;107:10

year-and-a-half (1)

 16:7

years (3)

 33:25;74:10;82:24

yell (1)

 91:12

yesterday (1)

 37:22

York (1)

 8:1

Z

zero (3)

 35:2,4;41:20

1

1 (1)

 6:1

1- (1)

 121:18

1,000 (2)

 121:16;124:20

10 (1)

 30:23

10:56 (1)

 77:24

105 (7)

 78:17;79:6;82:20;

 91:24;93:16;104:17;

 119:15

105-million-dollar (1)

 120:3

10Q (1)

 88:1

10X (1)

 68:11

11 (4)

 20:4;30:19;51:6;

 110:8

11:03 (1)

 77:24

1121 (1)

 22:2

1121d (1)

 57:19

11th (1)

 19:14

12:01 (1)

 128:9

120 (1)

 32:11

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(20) vacation - 120 Case: 19-30088 Doc# 2210 Filed: 05/23/19 Entered: 05/23/19 15:44:46 Page 150

of 151
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 22, 2019

14,000 (1)

 68:14

15th (1)

 41:11

180 (1)

 16:5

19th (1)

 18:13

2

2 (1)

 88:1

20,000 (1)

 103:15

20.5 (1)

 59:25

2001 (2)

 16:4;44:23

2008 (1)

 59:18

2015 (12)

 48:6,18;63:10;64:22;

 70:11;81:10;89:2,2;

 97:24;117:1,4;125:5

2017 (8)

 18:8,10;45:16;46:8;

 48:19;70:15,18;97:25

2018 (4)

 45:17;48:19;96:10;

 97:25

2019 (14)

 6:1;38:23;39:2,3;

 40:12,20,22;43:9,16;

 49:2;70:18;72:18,20,

 22

2020 (1)

 49:3

22nd (1)

 64:14

250 (2)

 98:15,21

282 (1)

 52:20

28th (1)

 64:19

29th (4)

 63:25;64:13,19;

 69:20

2X (1)

 68:11

3

313 (1)

 104:21

327 (1)

 9:7

363 (4)

 82:19;93:16;106:20;

 107:5

363b (1)

 87:21

363b3 (1)

 91:17

4

4- (1)

 121:18

4.5 (1)

 71:5

4.9 (1)

 99:22

444 (1)

 52:20

5

5 (1)

 44:4

5- (1)

 121:18

5,000 (3)

 101:21;121:10,17

5,000-dollar (1)

 121:16

500 (2)

 101:20;105:14

507 (2)

 87:14,16

517 (1)

 53:13

6

66 (1)

 53:11

7

7 (2)

 101:23;104:6

700 (1)

 61:3

75 (1)

 32:11

9

9:31 (1)

 6:1

901 (4)

 17:20;41:13;49:10;

 88:5

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