MOTION TO FILE OVERSIZED BRIEFS 

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WEIL, GOTSHAL & MANGES LLP

Stephen Karotkin (pro hac vice pending) 

(stephen.karotkin@weil.com) 

Jessica Liou (pro hac vice pending) 

(jessica.liou@weil.com) 

Matthew Goren (pro hac vice pending) 

(matthew.goren@weil.com) 

767 Fifth Avenue 

New York, NY 10153-0119 

Tel: 212 310 8000 

Fax: 212 310 8007 

KELLER & BENVENUTTI LLP 

Tobias S. Keller (#151445) 

(tkeller@kellerbenvenutti.com) 

Jane Kim (#298192) 

(jkim@kellerbenvenutti.com) 

650 California Street, Suite 1900 

San Francisco, CA 94108 

Tel: 415 496 6723 

Fax: 650 636 9251 

Proposed Attorneys for Debtors and Debtors in Possession 

UNITED STATES BANKRUPTCY COURT 

NORTHERN DISTRICT OF CALIFORNIA 

SAN FRANCISCO DIVISION 

In re: 

PG&E CORPORATION,

Debtor. 

Tax I.D. No. 94-3234914 

Case Nos. 19 -_____ (___) 

 19 -_____ (___) 

Chapter 11 

MOTION OF DEBTORS PURSUANT TO 

L.B.R. 9013-1(c) FOR ENTRY OF ORDER 

AUTHORIZING OVERSIZE BRIEFING 

FOR CERTAIN FIRST DAY MOTIONS 

Date: 

Time: 

Place: 

In re: 

PACIFIC GAS AND ELECTRIC 

COMPANY,

Debtor. 

Tax I.D. No. 94-0742640 

Case: 19-30088 Doc# 19 Filed: 01/29/19 Entered: 01/29/19 01:29:42 Page 1 of 5
MOTION TO FILE OVERSIZED BRIEFS 

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PG&E Corporation (“PG&E Corp.”) and Pacific Gas and Electric Company (the 

“Utility”), as debtors and debtors in possession (collectively, “PG&E” or the “Debtors”) in the 

above-captioned chapter 11 cases (the “Chapter 11 Cases”), hereby submit this Motion (the 

“Motion”), pursuant to Rule 9013-1(c) of the Bankruptcy Local Rules for the United States District 

Court for the Northern District of California (the “Bankruptcy Local Rules”), for an order 

authorizing the Debtors to file oversize briefs for certain motions seeking emergency relief (the 

“First Day Motions”), which First Day Motions are filed contemporaneously herewith. 

MEMORANDUM OF POINTS AND AUTHORITIES 

I. JURISDICTION 

The Court has jurisdiction to consider this matter pursuant to 28 U.S.C. §§ 157 and 

1334, the Order Referring Bankruptcy Cases and Proceedings to Bankruptcy Judges, General 

Order 24 (N.D. Cal.), and Bankruptcy Local Rule 5011-1(a). This is a core proceeding pursuant to 

28 U.S.C. § 157(b). Venue is proper before the Court pursuant to 28 U.S.C. §§ 1408 and 1409. 

II. BACKGROUND 

On the date hereof (the “Petition Date”), the Debtors commenced with the Court 

voluntary cases under chapter 11 of the Bankruptcy Code (the “Chapter 11 Cases”). The Debtors 

continue to operate their businesses and manage their properties as debtors in possession pursuant 

to sections 1107(a) and 1108 of the Bankruptcy Code. No trustee, examiner, or statutory committee 

of creditors has been appointed in either of the Chapter 11 Cases. 

Additional information regarding the circumstances leading to the commencement 

of the Chapter 11 Cases and information regarding the Debtors’ businesses and capital structure is 

set forth in the Declaration of Jason P. Wells, Senior Vice President and Chief Financial Officer of 

PG&E Corp., filed contemporaneously herewith in support of the Debtors’ chapter 11 petitions and 

related first day relief (the “Wells Declaration”). 

/// 

/// 

/// 

/// 

Case: 19-30088 Doc# 19 Filed: 01/29/19 Entered: 01/29/19 01:29:42 Page 2 of 5
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III. OVERSIZE BRIEFING FOR FIRST DAY MOTIONS IS WARRANTED 

Bankruptcy Local Rule 9013-1(c) provides that, “Unless the Court expressly orders 

otherwise, the initial and response memoranda of points and authorities shall not exceed 25 pages of 

text, and reply memorandum shall not exceed 15 pages of text.” B.L.R. 9013-1(c). 

The Debtors’ businesses are large and necessarily complex. The First Day Motions 

seek emergency relief of various forms to sustain their business operations, prevent disruptions in the 

supply of electricity and natural gas, and to protect public health and safety. The relief requested 

specifically in the First Day Motions is necessary to, among other things, protect the interests of the 

Debtors’ employees and customers, to avoid disruption to their operations, to maintain their cash 

management system, and to maintain public programs during the pendency of the Chapter 11 Cases. 

Such relief is designed to prevent unnecessary disruptions in the operations of the Debtors’ businesses, 

and is necessary to preserve and maximize the value of the Debtors’ estates and operations for the 

benefit of all parties in interest. In order to adequately describe the nature of the relief requested and 

disclose the underlying facts that give rise to such relief, it will be necessary in some instances for the 

Debtors to exceed the 25-page limit. 

The Debtors submit that sufficient cause exists for the Court to allow oversize briefing 

for the First Day Motions. Although the Debtors have tried to limit the length of their briefing as much 

as possible here, the size and complexity of these Chapter 11 Cases and the relief requested have made

it impracticable to limit the size of the briefing for certain motions. 

A complete list of the First Day Motions appears in the Notice of Hearing on Shortened 

Time for First Day Motions of Chapter 11 Cases and Proposed Agenda for First Day Hearing filed 

concurrently herewith. The First Day Motions likely to exceed the 25-page limit are listed below: 

A. DIP Financing Motion. Motion of Debtors Pursuant to 11 U.S.C. §§ 105, 

361, 362, 363, 364 and 507 and Fed. R. Bankr. P. 2002, 4001, 6004 and 9014 

for Interim and Final Orders (I) Authorizing the Debtors to Obtain Senior 

Secured, Superpriority, Postpetition Financing, (II) Granting Liens and 

Superpriority Claims, (III) Modifying the Automatic Stay, (IV) Scheduling a 

Final Hearing, and (V) Granting Related Relief; 

 

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B. Employee Wages & Benefits Motion. Motion of Debtors Pursuant to 11 

U.S.C. §§ 105(a), 363(b), and 507 and Fed. R. Bankr. P. 6003 and 6004 for 

Interim and Final Authority to (I) Pay Prepetition Wages, Salaries, 

Withholding Obligations, and Other Compensation and Benefits; (II) Maintain 

Employee Benefits Programs; and (III) Pay Related Administrative 

Obligations; 

C. Cash Management Motion. Motion of Debtors Pursuant to 11 U.S.C. §§ 

105(a), 363(b), and 507 and Fed. R. Bankr. P. 6003 and 6004 for Interim and 

Final Authority to (I)(A) Continue Existing Cash Management System, (B) 

Honor Certain Prepetition Obligations Related to the Use Thereof, (C) 

Continue Intercompany Arrangements, and (D) Maintain Existing Bank 

Accounts and Business Forms; and (II) Waiving the Requirements of 11 

U.S.C. § 345(b); 

D. NOL Motion. Motion of Debtors Pursuant to 11 U.S.C. §§ 105(A) and 362 

for Interim and Final Orders Establishing Notification Procedures and 

Approving Restrictions on Certain Transfers of Stock of, and Claims Against, 

the Debtors; 

E. Exchange Operator Motion. Motion of Debtors Pursuant to 11 U.S.C. §§ 

105, 362, 363, and 364 and Fed. R. Bankr. P. 6003 and 6004 to (A) Honor 

Prepetition Obligations to Natural Gas and Electricity Exchange Operators, 

(B) Grant Administrative Expense Claims and Authorize Posting of 

Postpetition Collateral to Such Parties, (C) Modify the Automatic Stay, and 

(D) Grant Related Relief; and 

F. Public Purpose Programs Motion. Motion of Debtors Pursuant to Motion of 

Debtors Pursuant to 11 U.S.C. §§ 105(a), 363(b), and 507(a)(7) and Fed. R. 

Bankr. P. 6003 and 6004 for Interim and Final Orders (I) Authorizing Debtors 

to (A) Maintain and Administer Customer Programs, Including Public 

Purpose Programs, and (B) Honor Any Prepetition Obligations Relating 

Thereto; and (II) Authorizing Financial Institutions to Honor and Process 

Related Checks and Transfers. 

To the extent that any of the other first day motions exceed 25 pages, however, the Debtors also seek 

authority to exceed the limit as to those motions as well. 

IV. NOTICE 

Notice of this Motion will be provided to (i) the Office of the United States Trustee for Region 

17 (Attn: James L. Snyder, Esq. and Timothy Laffredi, Esq.); (ii) the Debtors’ fifty (50) largest 

unsecured creditors on a consolidated basis; (iii) the Securities and Exchange Commission; (iv) the 

Internal Revenue Service; (v) the Office of the California Attorney General; (vi) the California Public 

Utilities Commission; (vii) the Nuclear Regulatory Commission; (viii) the Federal Energy Regulatory 

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Commission, (ix) the Office of the United States Attorney for the Northern District of California; 

(x) counsel for the agent under the Debtors’ proposed debtor in possession financing facilities; and 

(xi) those persons who have formally appeared in these Chapter 11 Cases and requested service 

pursuant to Bankruptcy Rule 2002. Based on the urgency of the circumstances surrounding this 

Motion and the nature of the relief requested herein, the Debtors respectfully submit that no further 

notice is required. 

No previous request for the relief sought herein has been made by the Debtors to this or any 

other court. 

WHEREFORE, the Debtors respectfully request entry of an order granting the 

relief requested herein and such other and further relief as the Court may deem just and appropriate. 

Dated: January 29, 2019 WEIL, GOTSHAL & MANGES LLP 

 KELLER & BENVENUTTI LLP 

 By: __/s/ Tobias S. Keller 

 Tobias S. Keller 

Proposed Attorneys for Debtors and Debtors in 

Possession 

Case: 19-30088 Doc# 19 Filed: 01/29/19 Entered: 01/29/19 01:29:42 Page 5 of 5