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MORGAN, LEWIS &

BOCKIUS LLP 

ATTORNEYS AT LAW

COSTA MESA

MORGAN, LEWIS & BOCKIUS LLP

Edwin E. Smith (pro hac vice) 

edwin.smith@morganlewis.com 

101 Park Avenue 

New York, New York 10178-0060 

Tel: 212.309.6000 

Fax: 212.309.6001 

MORGAN, LEWIS & BOCKIUS LLP 

Richard W. Esterkin, SBN 70769 

richard.esterkin@morganlewis.com 

300 S Grand Ave Fl 22 

Los Angeles CA 90071-3132 

Tel: (213) 612-2500 

Fax: (213) 612-2501 

Attorneys for Exelon Corporation 

and AV Solar Ranch I, LLC 

UNITED STATES BANKRUPTCY COURT 

NORTHERN DISTRICT OF CALIFORNIA 

SAN FRANCISCO DIVISION 

In re:

PG&E CORPORATION, 

-andPACIFIC GAS AND ELECTRIC 

COMPANY, 

Debtors.

Bankruptcy Case

No. 19-30088-DM (Lead Case) 

Chapter 11 

(Jointly Administered) 

JOINDER OF EXELON CORPORATION 

AND AV SOLAR RANCH 1, LLC, IN 

LIMITED OPPOSITION TO MOTION OF 

THE UTILITY FOR LIMITED RELIEF 

FROM THE AUTOMATIC STAY TO 

APPEAL CERTAIN MATTERS PENDING 

BEFORE THE FEDERAL ENERGY 

REGULATORY COMMISSION 

Date: June 26, 2019 

Time: 9:30 a.m. (PST) 

Place: United States Bankruptcy Court 

Courtroom 17, 16th Floor 

San Francisco, CA 94102 

Objection Deadline: June 19, 2019 

4:00 p.m. (PST)

 Affects PG&E Corporation 

 Affects Pacific Gas and Electric Company 

 Affects both Debtors 

* All papers shall be filed in the Lead Case, 

No. 19-30088 (DM). 

Case: 19-30088 Doc# 2624 Filed: 06/19/19 Entered: 06/19/19 13:05:40 Page 1 of

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MORGAN, LEWIS &

BOCKIUS LLP 

ATTORNEYS AT LAW

COSTA MESA

Exelon Corporation (“Exelon”) and AV Solar Ranch 1, LLC (“AVSR-1” and, together 

with Exelon, the “Exelon Parties”), hereby join, and incorporate herein by this reference the 

arguments stated in, NextEra Energy’s Limited Opposition to Motion of the Utility for Limited 

Relief from the Automatic Stay to Appeal Certain Matters Pending before the Federal Energy 

Regulatory Commission (Dkt. No. 2616) (the “NextEra Stay Opposition”) and, in support 

thereof, state as follows: 

1. Prior to the Petition Date, Exelon, on the one hand, and NextEra Energy, Inc. and 

NextEra Energy Partners, L.P. , on the other hand, each filed petitions before the Federal Energy 

Regulatory Commission (“FERC”) commencing the matters of Exelon Corp. v. Pacific Gas & 

Elec. Co., No. El19-36-001 (the “Exelon FERC Proceeding”) and NextEra Energy, Inc., et al. v. 

Pacific Gas & Elec. Co., No. EL19-35-000 (the “NextEra FERC Proceeding”). 

2. On January 25, 2019, and January 28, 2019, respectively, FERC issued Orders on 

Petition for Declaratory Order and Complaint in the NextEra FERC Proceeding (the “NextEra 

FERC Order”) and the Exelon FERC Proceeding (the “Exelon FERC Order”). 

3. On February 25, 2019, Pacific Gas and Electric Company (the “Utility”) sought 

rehearing of the NextEra FERC Order and the Exelon FERC Order. On May 1, 2019, FERC 

entered an Order Denying Rehearing in each of the Exelon FERC Proceeding and the NextEra 

FERC Proceeding. 

4. On June 3, 2019, Pacific Gas and Electric Company (the “Utility”) filed a Motion 

of the Utility for Limited Relief from the Automatic Stay to Appeal Certain Matters Pending 

Before the Federal Energy Regulatory Commission [Docket No. 2359] (the “Utility Stay 

Motion”), which seeks prospective stay relief to permit the Utility to appeal from the orders 

entered in the NextEra FERC Proceeding and the Exelon FERC Proceeding (collectively, the 

“FERC Orders”), as well as retroactive relief such that all post-petition actions and filings 

previously made before FERC in connection with the Exelon FERC Proceeding and the NextEra 

FERC Proceeding are not rendered void by the automatic stay. 

5. On June 5, 2019, the Exelon Parties filed a Joinder in Motion for Limited Relief 

from Stay to Participate in Appellate Proceedings with Respect to FERC Orders (Dkt. No. 2406) 

Case: 19-30088 Doc# 2624 Filed: 06/19/19 Entered: 06/19/19 13:05:40 Page 2 of

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MORGAN, LEWIS &

BOCKIUS LLP 

ATTORNEYS AT LAW

COSTA MESA

(the “Stay Relief Joinder”), pursuant to which the Exelon Parties joined in certain arguments set 

forth by NextEra in their Motion for Limited Relief from Stay to Participate in Appellate 

Proceedings with Respect to FERC Orders (Dkt. No. 2400) (the “NextEra Stay Motion”) and 

sought an order modifying the automatic stay to permit the Exelon Parties to participate in any 

appeal from the FERC Orders that the Utility may file. 

6. The Utility Stay Motion currently only seeks relief from the automatic stay to 

permit the Utility to prosecute an appeal from the FERC Orders. For the reasons stated in the 

NextEra Stay Opposition, the Utility should not be permitted to prosecute an appeal from orders 

obtained as a result of a FERC petition filed by the Exelon Parties while, at the same time, the 

Exelon Parties might be precluded from participating in that appeal by the automatic stay. 

Accordingly, the Exelon Parties object to the Court granting the Utility’s motion to modify the 

stay in the absence of an order modifying the automatic stay to permit the Exelon Parties to 

participate in any appeal from the FERC Orders, or either of them, that the Utility may file. 

Dated: June 19, 2019 MORGAN, LEWIS & BOCKIUS LLP

By: /s/ Richard W. Esterkin

Richard W. Esterkin 

Attorney for Exelon Corporation and 

AV Solar Ranch I, LLC 

Case: 19-30088 Doc# 2624 Filed: 06/19/19 Entered: 06/19/19 13:05:40 Page 3 of

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