1

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

UNITED STATES BANKRUPTCY COURT

NORTHERN DISTRICT OF CALIFORNIA

-oOoIn Re:

PG&E CORPORATION AND PACIFIC 

GAS AND ELECTRIC COMPANY

Debtors.

_____________________________

)

)

)

)

)

)

)

Case No. 19-30088

Chapter 11

San Francisco, California

Wednesday, May 8, 2019

10:30 AM

DISCOVERY DISPUTE AND

STATUS CONFERENCE

TRANSCRIPT OF PROCEEDINGS

BEFORE THE HONORABLE DENNIS MONTALI

UNITED STATES BANKRUPTCY JUDGE

APPEARANCES:

For the Debtors: STEPHEN KAROTKIN, ESQ. 

RICHARD W. SLACK, ESQ. 

Weil, Gotshal & Manges LLP

767 Fifth Avenue

New York, NY 10153

(212) 310-8000

TOBIAS KELLER, ESQ.

PETER J. BENVENUTTI, ESQ.

Keller & Benvenutti LLP

650 California Street

Suite 1900

San Francisco, CA 94108

(415) 364-6798

OMID H. NASAB, ESQ. 

Cravath Swaine & Moore LLP

825 Eighth Avenue

New York, NY 10019

(212) 474-1000

For Official Committee of 

Tort Claimants:

ROBERT A. JULIAN, ESQ.

BakerHostetler

Levi's Plaza

1160 Battery Street East

Suite 100

San Francisco, CA 94111

(628) 208-6436

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 1 of

114
2

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

For Official Creditors' 

Committee:

ANDREW M. LEBLANC, ESQ.

(Telephonically)

Milbank, Tweed, Hadley & McCloy 

LLP

International Square Building

1850 K Street, NW

Washington, DC 20006

(202) 835-7574

Court Recorder: JANE GALVANI

 United States Bankruptcy

Court

450 Golden Gate Avenue

San Francisco, CA 94102

Transcriber: MICHELE A. CLUTTS

 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.

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 2 of

114
3

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

SAN FRANCISCO, CALIFORNIA, WEDNESDAY, MAY 8, 2019, 10:31 AM

-oOo-

(Call to order of the Court.)

THE CLERK: Matter of PG&E Corporation. 

THE COURT: All right. Who's here today for our 

discovery dispute? Appearances? Nobody? Okay. Well, nobody 

can appear; I'm leaving. 

I just want to get who's going to be speaking, that's 

all. I see Mr. Julian, I assume he is. 

MR. SLACK: Well, I don't know who's should speak 

first, Your Honor. Let me just say what I think's on the 

table, and --

THE COURT: Just restate your name. I know who you 

are. 

MR. SLACK: Your Honor, Richard Slack from Weil,

Gotshal for the debtors. 

THE COURT: Okay, Mr. Slack. Good morning. 

MR. SLACK: So good morning, Your Honor. I think 

there are two related applications by the tort committee --

THE COURT: Right. 

MR. SLACK: -- for 2004 discovery. The first is that 

TCC's filed an application seeking agreements with third-party 

contractors -- 

THE COURT: Right. 

MR. SLACK: -- under 2004. And the second is 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 3 of

114
4

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

informal. There was a letter --

THE COURT: A letter --

MR. SLACK: -- sent by --

THE COURT: -- the letter. 

MR. SLACK: -- the TCC, and that has two pieces to it, 

and I think it's important. There's one piece, which I think 

they refer to as a management piece, and it's four requests 

that I think are all related. It's 4, 5, 10 and 26. 

And then there are two requests that are wildfire

related. And those actually are more in the same bucket as the 

application itself. 

So Your Honor, since it's the TCC's application, I was 

going to let them go, unless you would like to hear from the 

debtor first. 

THE COURT: No. I don't -- it is probably the TCC 

first. But let's restate it. I mean, we're down to six topics 

on Mr. Julian's letter that I've identified and the broad 2004 

exam. But I don't need to reinvent the wheel. Just tell me 

what you want to do on the ones that are open, assuming I've 

got them here. 

MR. JULIAN: Yeah, Your Honor, it's really summarized 

in Exhibit C to our letter to you. 

THE COURT: Yeah. I got it. I mean, I've got the --

MR. JULIAN: And so --

THE COURT: -- the six topics that there's a 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 4 of

114
5

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

disagreement about. 

MR. JULIAN: -- 4, 5 and 10 really come down to board 

minutes and board packages for the three years before the 

bankruptcy and the period during the bankruptcy. And the 

committee wants to review board minutes as part of its normal 

oversight of management issues rather than having the issues 

come up every time a contested matter comes up and we have to 

come in and ask for a section of the board minutes that deals 

with that contested matter. The same --

THE COURT: But I mean, do you really think you have 

to have a board examination for every contested matter? We're 

not talking about --

MR. JULIAN: No, I mean issues come up. 

THE COURT: Right. 

MR. JULIAN: And the second reason is, we're looking 

at building pots in this case. Both discovery disputes come up 

from our desire to build pots of claims and insurance policies 

to satisfy fire claims that might be deposited into a 

resolution trust. 

So the 2004 application deals with the debtor's thirdparty claims against the contractors, maintenance people, 

repair people, analysts who worked on the trees, the system, 

and the hardware and campfire -- 

THE COURT: Yeah, I know. I think I know generally 

the topical area. I guess the only question I have is what are 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 5 of

114
6

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

you going to do with that information? 

MR. JULIAN: Well, we're looking at issues dealing 

with wildfire --

THE COURT: Well, of course. 

MR. JULIAN: -- reports on the board, insider 

transactions, dividends. 

THE COURT: Well, let's stick with one topic. You'll 

switch to the 2004. What are you going to do with all this 

information about all the relationships, all the agreements 

with third-party vendors and so on?

MR. JULIAN: Are you on the 2004, Your Honor? 

THE COURT: Yeah. 

MR. JULIAN: Okay. The debtors have agreed --

THE COURT: Yeah, I mean we've got to start somewhere.

MR. JULIAN: The debtors have agreed to produce 

paragraphs 1 through 24, and so we're limited to 25. 

Let me explain the three types of things we're looking 

for, two of which they have agreed to produce. 

First, at the 341 meeting, the debtor's representative 

testified that they have not evaluated claims against the 

third-party contractors who may be liable to PG&E for the fire 

claims against PG&E. We estimate these claims and the 

insurance policies that cover them could be about 700 million 

to a billion dollars. So it's a large asset of the estate, and 

depending on how the -- and Your Honor, these third-party 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 6 of

114
7

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

contractors who worked on the trees and the hardware on the 

power that failed and the electrical system that failed have 

indemnity contracts in their contracts -- we know because we 

looked at one -- whereby they agreed to indemnify PG&E for the 

fire claims in this case. 

THE COURT: Well, even if they haven't there would be 

a common law --

MR. JULIAN: There would. 

THE COURT: -- responsibility if the third party was 

culpable. Right? 

MR. JULIAN: There would.

THE COURT: Yeah.

MR. JULIAN: But the difference is in dealing with how 

those assets come into the estate in a plan, the difference 

between common law and contract and insurance policy. 

THE COURT: Okay. 

MR. JULIAN: Depending on how the --

THE COURT: No, I know. I understand what --

MR. JULIAN: Yeah. Well, depending on how the 

indemnity contracts read, the money might have to be channeled 

just to fire claims, depending on how they read. So we need to 

look at those. 

So we asked -- this is a large asset in the estate 

that's not being pursued, and so we want to look at three 

things, Your Honor, two of which they've agreed to give us. 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 7 of

114
8

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

One is the contracts with the tree trimmers, the repairmen, the 

maintenance people, the inspectors.

THE COURT: So if we can stick -- and I'm not trying 

to interrupt you; I'm trying to stay with you. I'm looking at 

paragraph 25. That's where we are, right? 

MR. JULIAN: Well, in --

THE COURT: And so the tree trimmers and the 

contractors, these are --

MR. JULIAN: Your Honor, may I explain the position? 

THE COURT: -- what you're referring to? Yeah. Yeah. 

MR. JULIAN: So they say they agree to produce those 

types of contracts in 25, to the extent they agree to produce 

them in 1 through 24. So I'm explaining to you what they've 

agreed to do in 1 through 24. 

THE COURT: Okay. 

MR. JULIAN: So it's the contracts and the insurance 

policies that cover them. We basically have agreement on that. 

All right? 

THE COURT: Um-hum. 

MR. JULIAN: Turning to 25, because 25 focuses on the

tower that failed that caused the fire in camp fire, that in 

turn caused this bankruptcy. We are looking at that more 

closely for several reasons. 

First, as I explained to you, we want the contracts to 

show what the tree trimmers, the inspectors, the analysts, the 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 8 of

114
9

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

risk assessment people agreed to do. That will identify who 

are the third-party defendants that the debtor -- or we may 

pursue on behalf of the debtor. 

The second is the insurance policies that may name the 

debtor as an additional insured. And I think there's agreement 

that they will produce those things. 

And then three, we're looking at the work product of 

the inspectors, the risk assessment people, the repairmen, the 

maintenance people, in order to identify the claim against 

them. 

So Your Honor, the contracts show the defendant, the 

insurance policy shows the asset, the indemnity in the contract 

shows the asset that come into the estate. 

And then last, but not least, in order to identify the 

type of claim that goes against them, we need to see the work 

product, which is essentially in all those other subparagraphs 

of paragraph 25. 

Their argument is that deals with causation in the 

fire claimants' lawsuits against PG&E, and they won't to start 

discovery yet. And I get it; we're not starting discovery yet. 

But that's not why we're seeking it. We're seeking it to 

identify the name of the third-party defendant contracts, 

insurance policy and indemnities that can cover --

THE COURT: Okay, but let's stop there for a minute. 

MR. JULIAN: -- and the work product that shows the 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 9 of

114
10

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

type of claim. 

THE COURT: Let's say that XYZ was a contractor, and 

XYZ did some work on this particular site, and XYZ is covered 

by insurance from ABC insurance company. So you've got both of 

those.

MR. JULIAN: We don't yet know the type of claim -- 

THE COURT: But what -- explain to -- you're living 

with this; I am not. 

What do you mean, what type of claim? 

MR. JULIAN: So are --

THE COURT: Just explain a little more specifically 

what you're trying to do. 

MR. JULIAN: Well, we know who the defendants are, and

they have insurance. 

THE COURT: Right.

MR. JULIAN: We don't know whether they did anything 

wrong. We don't want to identify a claim when someone hasn't 

done anything wrong. 

There are four reasons why we want to look at their 

work product and their analyses. The first is to identify the 

type of claim, as to whether there is a claim. 

THE COURT: So type of claim means negligence --

MR. JULIAN: Negligence, breach of contract, whether 

there is --

THE COURT: -- something like that. Okay. 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 10

of 114
11

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

MR. JULIAN: We want to see their analysis to see if 

they've breached a duty so that there is a claim to pursue. 

The second reason is, we need to identify whether PG&E 

is subject to a 1.6 billion PUC fine for failure to follow the 

advice in the analyst reports, just like the PUC fined PG&E for

in the San Bruno matter because if there's a billion dollar 

plus fine, which is even referenced in the 10K (sic) they just

filed this month, on May 2, then that's a one billion dollarplus fine we're going to have to worry about in this case, and 

we're trying to evaluate whether there's going to be a fine 

arising out of camp fire. 

THE COURT: Well, that seems to be much different from 

the first category you were describing. I mean, I don't --

MR. JULIAN: Well, it's the second reason. 

THE COURT: -- I'm not -- it's the second reason, but 

it's a different conceptually --

MR. JULIAN: Yes. 

THE COURT: -- much different thing because you could 

have all the third-party -- parties could file bankruptcy, and 

you still may have a right to pursue this 1.6 million (sic)

dollar -- or to defeat it. What your saying is it might be a 

liability that you're --

MR. JULIAN: We're going to sit down and negotiate a 

plan soon --

THE COURT: Right, right. 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 11

of 114
12

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

MR. JULIAN: -- and we're trying to find out what pots 

can we add to the resolution trust to pay fire claims and what 

other liability is out there. 

THE COURT: You're also ahead of me. I don't know 

anything about a resolution trust. I mean, I know that this 

concept, and I know there are concepts out there, but I --

you've got to slow down a little bit. No one's told me what 

the plan is yet. 

MR. JULIAN: There might not be a resolution trust. 

But the point is --

THE COURT: Whatever the label is. 

MR. JULIAN: -- whether or not there is or not, the 

parties need to sit down at some point soon and start 

discussing pots of assets and liabilities. I've told you about 

the pot of asset we're trying to identify, and we're worried 

about this liability. 

There's two other reasons. 

THE COURT: But again, you've got to let me go at my 

pace because you know too much, and I know too little. Right? 

MR. JULIAN: All right. 

THE COURT: So you've identified our hypothetical 

person who may be a cause or connection with an event that 

caused the problem, and maybe that person is culpable, maybe 

not. I understand the point.

I don't understand the nexus between that set of facts 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 12

of 114
13

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

and this 1.6-billion-dollar exposure on a fine. That seems to 

be much different. Again, wait and see what the other side 

says.

MR. JULIAN: It is. 

THE COURT: Maybe it's nonissue, but I don't know. I 

can't connect the two. 

MR. JULIAN: It is. So here's the connection.

THE COURT: Okay. 

MR. JULIAN: Historically, when PG&E has in its 

records documents that it indicate it knew of a safety 

violation --

THE COURT: Um-hum. 

MR. JULIAN: -- that is connected to a disaster, such 

as San Bruno, the PUC fines --

THE COURT: No. I got it. 

MR. JULIAN: In that case it was 1.6 billion. 

THE COURT: But what is it that you want that the 

discovery would uncover under that? 

MR. JULIAN: I'm coming to that. If, as we believe, 

the risk assessment reports show that PG&E knew of the problem 

with the hardware on the tower in advance and didn't do 

anything, there's likely going to be a large penalty in the 

billions of dollars by the PUC, and the May 2, 10Q of PG&E even 

predicts that this may occur. 

Why do we think that the risk assessment is going to 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 13

of 114
14

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

show that? Because two documents I produced in the STIP

hearing show that in 2014 there was a report issued on the 

Caribou-Palermo line tower that failed that showed that a PG&E 

inspector stated that the towers on that line had a high risk 

of failure, and in 2016, an employee had a near hit fall on one 

of the towers because of a hook that was corroded twenty 

percent. 

THE COURT: No. And this is the same tower that was 

the subject of the attempt to interfere, I mean, hold the stuff 

being sent off to Washington, right? The hearing that I had a 

few weeks ago.

MR. JULIAN: Yes. Yes. Yes. 

THE COURT: Okay. But again, Mr. Julian, you've got 

to -- I'm pleading, I'm going to beg you to be patient with me. 

You've described in the first part of your presentation an 

inquiry that your committee would like to pursue to determine 

if there's some recoveries. Now you've switched to a --

MR. JULIAN: A second reason. 

THE COURT: -- discovery of is there is a big 800-

pound gorilla liability out there, and I don't understand the 

connection. I understand the inquiry, but it seems to me a 

different process.

MR. JULIAN: It is. 

THE COURT: In other words, if the PUC says, we don't 

have any fine, that's the end of that subject, right? 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 14

of 114
15

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

MR. JULIAN: Correct. 

THE COURT: I mean, there either will or won't be an 

assertion of a 1.6-billion-dollar liability. If there isn't an 

assertion, the problem's gone. It's a liability that isn't 

going to dilute any recovery for creditors, right? 

MR. JULIAN: Right. And so when the 10Q tells us 

they're worried about this happening, we're trying to get some 

information so we can evaluate it. 

THE COURT: So what do you want that information for 

now, in terms of your mission, other than to determine what the 

total universe of claims is? 

MR. JULIAN: It's the second reason. The first reason 

is to determine whether a claim exists against the third-party 

contractors. The second --

THE COURT: I thought I've already agreed with you. I 

understand that. 

MR. JULIAN: All right. So it's the second reason, 

Your Honor. If you disagree with it, then I only have one 

reason. 

THE COURT: No. No. No. I guess I'm either dense, 

or you're not making yourself clear. 

You have described an attempt on your side to learn as 

more as you can to find a source of increasing the pot. You've 

now, on the second subject, described an inquiry to decrease 

the claimants in the pot, and it seems to me they're two 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 15

of 114
16

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

different inquiries.

MR. JULIAN: They are. 

THE COURT: Okay. And why is it important now, today, 

in this phase of the case, to start to figure out if you can 

eliminate a liability? 

MR. JULIAN: We're not seeking to eliminate it. 

THE COURT: Well, I mean, no.

MR. JULIAN: We're seeking to determine with our FAs, 

who are now meeting -- 

THE COURT: Um-hum.

MR. JULIAN: -- with the parties in the case and the 

legislature, to gauge whether or not this penalty that the 

debtor's warned us about in their 10Q of May 2 is a risk or 

not. 

THE COURT: Okay. 

MR. JULIAN: They identify it as a risk. If we see 

the same -- if we see in that document what we think we're 

going to see, we are going to put a number in the liability 

problem for that. Our FAs are going to do it --

THE COURT: Okay. 

MR. JULIAN: -- even though the PUC's going to take a 

year to get to it. 

THE COURT: And what if you don't get that answer now, 

what's going to happen? It's still going to be a question 

mark. It's going to be an unknown. 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 16

of 114
17

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

THE COURT: It's going to be less risk to us, as we 

evaluate it. 

THE COURT: Or an unassessed piece.

MR. JULIAN: Yes. 

THE COURT: In other words, if we can go back and 

visualize a simple list of assets on the one side and 

liabilities on the other, there's a big question mark for 

whether there's a big 1.6-billion-dollar bogey there. 

MR. JULIAN: Correct. 

THE COURT: Okay. All right. 

MR. JULIAN: The third --

THE COURT: So third category. 

MR. JULIAN: The third reason to look at the documents 

that show why the hardware failed, and whether or not people 

knew in advance, is to identify what caused the fourteenbillion-dollar minimum damage camp fire in order to avoid 

another catastrophic event that could imperil this bankruptcy. 

So we're not focusing on all the fires. This one was 

the biggest, and Your Honor, it's different. Remember, 2017 

was largely fires caused by trees falling --

THE COURT: Um-hum. 

MR. JULIAN: -- some hardware problems, some 

deenergizing problems. But 2018 was unique in that it was 

hardware related. Totally different. No trees were involved 

that CAL FIRE has reported yet. 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 17

of 114
18

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

And as you remember the STIP hearing, they're clearing 

something like 1,400 miles of trees but only 150 miles of 

hardware hardening. So to us, this is a very important thing 

to look at in this case with our FAs to determine how to 

prevent a catastrophic fire. 

THE COURT: Okay. So again, be more specific in terms 

of what it is you want me to order the company to do. 

MR. JULIAN: The same thing in paragraph 25 that I've 

asked for everything else. It's all the same thing, four 

different reasons for giving it. 

THE COURT: Okay. 

MR. JULIAN: It's the risk assessment documents, 

it's --

THE COURT: All right. I understand.

MR. JULIAN: -- scope of services, describe the work, 

the work product, inspections, and inspection reports. 

THE COURT: So and if there had never -- I mean, let 

me rephrase that. Apart from wanting to know what will 

increase the pot, and secondly, what will decrease the 

exposure, the third one is what is being done to avoid another? 

MR. JULIAN: Yes. 

THE COURT: Okay. What's the fourth reason? 

MR. JULIAN: The fourth is, all agencies, the SEC, the 

DA, and the PUC -- everyone else is investigating the cause of 

the fire, and we view the tort committee, which represents some 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 18

of 114
19

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

50,000 victims, as similarly situated with the public, we want 

to investigate what caused this bankruptcy. 

The debtors admit in their papers that this bankruptcy 

was caused by -- when the camp fire liabilities arose, not when 

2017 arose. And this is the biggest thing that's happened in 

the case. They've established a twelve billion dollar charge 

on their books for camp fire alone, and we believe that such an 

important cause of a bankruptcy should simply be investigated 

just like everyone else is investigating. 

In that regard, Your Honor, if we were representing 

the unsecured creditors' committee, we would be looking at the 

same stuff too: pots, fines --

THE COURT: But one of the concerns that I have is 

whether the two committees are duplicating or overlapping, and 

that's for another day. Today we're dealing with your request 

for discovery.

MR. JULIAN: Yeah. 

THE COURT: But it does -- and this comes up with all 

the issue about employment of professionals and whether there's 

a duplication of effort. I mean, to me, whether you're a tort 

claimant or a contract claimant, you're a claimant. And if you 

don't have a claim, you should be tossed out, and if you do 

have a claim, you should be dealt with then. Therefore, the 

issues should be similar. 

So let's come back to the other discovery and stick 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 19

of 114
20

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

with this one, and see what Mr. Slack wants to say. I mean, 

all I'm trying to do today is see if there's a way to make this 

move along. 

So Mr. Slack, can you respond to those categories? I 

guess it's not what the reasons that the TC has, but rather, 

what it is they want. So what is it that you don't want to 

give them? Is it the work product? 

MR. SLACK: So Your Honor, Richard Slack for the 

debtors. As I understand it, you'd like me to respond to that 

particular issue.

THE COURT: Yeah, again, you all are loaded up with 

the stuff. I'm trying to do it with some very minimal kind of 

information. And consistent with my approach to discovery 

disputes, I want to see if I can solve the problem with a quick 

decision. So what did -- so yes --

MR. SLACK: So --

THE COURT: And we'll come back to the other letter in 

a -- to the letter. But stick with the 2004 request.

MR. SLACK: Okay, very good, Your Honor. So let me 

address the contractor requests. So the first thing -- and I 

think Mr. Julian had this right -- there's been a large 

agreement on ninety-five percent of the requests, and the 

debtors have cooperated with respect to giving information on 

the first twenty-four. And even with respect to the twentyfifth, has agreed to give the contractor agreements --

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 20

of 114
21

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

THE COURT: Contractor.

MR. SLACK: -- and the insurance.

THE COURT: Right.

MR. SLACK: So we're only talking about --

THE COURT: Work product.

MR. SLACK: -- documents that go directly to the 

liability issues, essentially the underlying claims. What I 

think's important, Your Honor, is that Mr. Julian specifically 

recognized that the basis -- certainly the primary basis for 

liability of the contractors here is an indemnity. So think 

about what that means. That means that the contractors aren't 

liable unless the company is liable in the underlying lawsuits.

THE COURT: I'm not sure I follow that.

MR. SLACK: So in other words --

THE COURT: If I live next door --

MR. SLACK: -- the contractors --

THE COURT: Wait a minute. If I live next door and a 

careless contractor caused a fire that burned my house down, 

why wouldn't I have a direct claim against that person or the 

utility that hired the guy in the first place? That's --

MR. SLACK: Well --

THE COURT: I mean, look, tomorrow I'm going to hear a 

case about a personal injury of a person who fell, and she 

claims to have tripped on a PG&E spot. She sued the 

restaurant, the city, and PG&E. What's different?

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 21

of 114
22

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

MR. SLACK: The point is that these contractors are 

hired by PG&E --

THE COURT: Right.

MR. SLACK: -- and there's no question that in the 

underlying litigations the argument is that PG&E is 

responsibility for the conduct of the contractors. And the 

contractors have indemnification. So if PG&E isn't found 

responsible, liable, whatever you want to say, and there's no 

damage that's responsible by PG&E, then the contractors --

because as Mr. Julian said, it's an indemnity. They're 

indemnifying PG&E for PG&E's losses. 

So the key here in understanding this is that 

everything that Mr. Julian is asking for that we haven't given 

them goes to the liability -- directly to the liability that's 

being litigated in the underlying claims and is therefore 

directed like a laser at the subject matter and the liability 

issues in the underlying claims.

THE COURT: Well, but again, therefore what? I mean I 

still don't understand why that means you can't produce it.

MR. SLACK: Okay.

THE COURT: Let's -- again, bear with me --

MR. SLACK: I'm --

THE COURT: -- I'll say the same thing I said to Mr. 

Julian. I'm trying to -- I don't have the background that you 

all have. So let's use an example of contractor XYZ who did 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 22

of 114
23

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

something faulty on the tower that caused the fire and you've 

got insurance to cover him and you've identified him. All Mr. 

Julian wants to know is some causation stuff. What's wrong 

with that? What's so burdensome about that inquiry?

MR. SLACK: So I think there's two things that are 

potentially problematic for that. So let's start with the 

first, and that is that there is, I think, a well-tested over a 

long-time case law, that says that where you know you have a 

claim -- where there is an underlying claim, you cannot take 

discovery on that underlying claim under 2004. And in our 

letter we cite, I think, five cases, but there's --

THE COURT: Yeah. All bankruptcy level. And no 

controlling precedent.

MR. SLACK: Well, there's certainly a couple of 

district court cases --

THE COURT: I said no controlling precedent.

MR. SLACK: But the point is, is that there's -- we 

cite five, but there's probably between ten and fifteen of 

these cases that say specifically that where you have knowledge 

of the claim and there's an underlying claim -- and here, Your 

Honor, the debtor's not saying no to this information. And 

let's just be very clear about this. What the debtor is saying 

is -- and everybody knows this -- that the underlying 

liabilities are going to be decided in this bankruptcy at the 

appropriate time, either at an estimation hearing, by adversary 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 23

of 114
24

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

proceeding. So at some point --

THE COURT: Well, maybe not. They may be decided in 

another form. How do you know how it's going to be -- where 

it's going to be resolved?

MR. SLACK: Well --

THE COURT: I mean, I don't know.

MR. SLACK: You may be right, Your Honor, but my point 

is still the same, which is that there is going to be a forum 

that these are going to be decided. 

THE COURT: Yeah.

MR. SLACK: And what the law says is you take 

discovery when you know there's a claim like this in that 

other -- either in that adversary proceeding in connection with 

the estimation hearing where the parties can look at the 

subject matter of those and be bounded by the Federal Rules of 

Civil Procedure and have a give and take on the discovery, 

which is what should happen here. And those cases --

THE COURT: But what's the disadvantage to using 2004?

MR. SLACK: I'm sorry?

THE COURT: What's the disadvantage to using Rule 

2004?

MR. SLACK: So the disadvantage to using 2004 is that 

2004 is a broad tool.

THE COURT: I know.

MR. SLACK: And it's not like a laser, it's 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 24

of 114
25

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

encompassing.

THE COURT: But that's why we have conferences like 

this to get -- to give them a laser, not a paintbrush.

MR. SLACK: Well, I would say this, Your Honor.

THE COURT: Or whatever. My metaphor will work.

MR. SLACK: When you're talking about liability for 

the campfire, the idea that the debtors are going to have to 

produce to the TCC broad-ranging information that -- you want 

to make sure that you have the Federal Rules of Civil Procedure 

that govern that because in 2004, it doesn't --

THE COURT: You have to be more specific what you mean 

by that.

MR. SLACK: Well, so for example --

THE COURT: See, what I can't apply to this case and 

won't is what we do in simple cases. When lawyers come in and 

say the Rule 2004 is too broad, it requires an adversary 

proceeding, I say to the other side, then file an adversary 

proceeding. You don't want that. I mean, we don't -- I don't 

want the TCC to have to start an adversary proceeding to do --

all we're trying to do is to get facts, get to the truth or 

positions.

MR. SLACK: So we were saying --

THE COURT: So what is wrong? You keep telling me 

about -- I know the rules about federal procedure and 

discovery. But I also know why 2004 is there. So you have to 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 25

of 114
26

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

tell me why this is unworkable or unfair to the utility.

MR. SLACK: Well, I think it --

THE COURT: Or inappropriate, I should say.

MR. SLACK: I think it's the burden of going through 

discovery today that we know is going to be, and take place at 

an appropriate time in the bankruptcy in some form.

THE COURT: But who's going to be the discoverer in 

some other forum? Is it going to be this committee or is it 

going to be somebody else? In other words, sticking with my 

example, we got Joe. Joe was hired to go work on tower 22227, 

and Joe screwed up and caused the tower to go up in flames. 

And so the plaintiff, who lived next door and lost his house, 

has sued Joe and PG&E. And PG&E has an insurance policy in 

effect. Now, why can't the plaintiff discover the work product 

that might be the kind of stuff that Mr. Julian would like to 

look at?

MR. SLACK: I think it's a --

THE COURT: Joe says I'm not liable, but an 

investigator says, well, maybe Joe is liable. But maybe 

therefore there is a claim against the utility -- there 

probably is anyway, but there is a claim for indemnity. What's 

so different about the analysis?

MR. SLACK: Well, I -- if I understand your scenario, 

Your Honor, we're talking about a timing issue about having 

discovery taken by the TCC that, again, if there are parties to 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 26

of 114
27

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

an adversary proceeding, if -- and we don't know whether it's 

going to be an estimation, we don't know what Your Honor yet is 

going to do in order to resolve the fire liability, right? 

That's coming down the road.

THE COURT: Okay, but here's my invitation to tell me 

what is going to happen if I don't let Mr. Julian do what he 

does. In other words, you're asking me to tell him no, he'll 

have to settle for the information that they've agreed to 

produce. And so my response to you then, Mr. Slack, is well, 

then, when and how is he going to get it if I don't let him get 

it now? So give me some guidelines to know that there's an 

alternative.

MR. SLACK: So let me give you two suggestions here, 

Your Honor. The first is that I don't think any of us know 

exactly how this is going to be resolved. I mean --

THE COURT: Add me to the list.

MR. SLACK: Okay.

THE COURT: Okay.

MR. SLACK: But what we do know is, is that in order 

to get the bankruptcy to the finish line, we're going to have 

to at some point have a mechanism for dealing with it.

THE COURT: Right.

MR. SLACK: And the parties in interest at that 

time -- and again, I think it'd be premature to try to tell 

Your Honor how that's going to be, whether it's an estimation 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 27

of 114
28

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

or adversary proceeding -- at that time, the parties to the 

bankruptcy are likely to have discovery with respect to the 

underlying liability and claim issues that are at issue here. 

THE COURT: But it's the same set of facts, right? In 

other words, you're making an argument that why is Julian and 

the TCC need to do this now if they're going to do it later. 

But what's wrong with doing it now? Who's going to be doing it 

later? In other words, this is an adversarial process at the 

moment; it's unfortunately the case, right? So the TCC has 

said we want to decide whether there's some culpability here. 

We want to see if Joe was negligent or innocent.

MR. SLACK: Right.

THE COURT: All right? So I'm still figuring it out 

in my mind if I say no to Mr. Julian and we do it at some point 

in the future, who is going to be the person or the entity 

seeking the information? Unless the company's going to bypass 

all that with a plan that just pays everybody in full without 

specifics, which I doubt is going to be the case.

MR. SLACK: Well, I'm sorry I wasn't clear because I 

think the point is going to be you're going to look at whatever 

the mechanism is. So let's say it's an estimation hearing. 

You're going to look at the parties to the estimation hearing. 

It may be a broad one or it may be a specific one with specific 

claims. And the parties to that are going to get discovery. 

And almost certainly in that situation, the TCC, the UCC are 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 28

of 114
29

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

going to be entitled to get the same discovery that the debtors 

get in that proceeding. And so at that time, everybody will be 

able, whatever -- whether it's an adversary proceeding, an 

estimation -- that's when the discovery, if any is appropriate, 

is going to be put in place.

THE COURT: I guess here's my problem. Look, my first 

involvement in the specifics of the fire that occurred on that 

particular line was when we had this emergency hearing a few 

weeks ago. I don't know if you were on the call, but various 

people were, about the testing that Butte county was going to 

do, I think, on the very same tote -- pole. And guess what I 

was told? That if I didn't intercept it, it might be 

destroyed, which means it might get burned up, it might be used 

in the process. 

There's a concept here of preserving evidence before 

you lose evidence. So what's going to be different -- I mean, 

what facts are going to be exactly as well-established or 

establishable at some date in the future than if they're 

established now, if I allow this discovery to go forward the 

way he's requesting it?

MR. SLACK: I think --

THE COURT: It's the -- again, if Mr. Julian has 

oversimplified, you can speak to it. But sticking with my 

example, fact, Joe was hired; fact, there was insurance; fact, 

the fire caused the pole to burn; fact, the burn -- the fire 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 29

of 114
30

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

caused the plaintiff's house to burn down. So what's missing 

is some expert who analyzes and says Joe was blameless, Joe was 

at fault, PG&E was blameless, PG&E was at fault. Those are 

just analyses and opinions, right? If they can be determined 

now, why do they have to be determined later or what's the 

disadvantage of determining it now and making it available for 

the most likely candidate, namely the tort claimants' 

committee?

MR. SLACK: So Your Honor, I'm going to have two 

things to say here.

THE COURT: Okay.

MR. SLACK: First is that the underlying question --

which I think before this hearing I don't think anybody 

expected was going to come out -- was should the tort 

committee -- because it's not even in their application. The 

tort committee said they wanted to look at contractor 

information, and now what we're saying is the tort committee 

should somehow be able to investigate causes of the fires as if 

they're going to do an investigation that either the debtor --

they say themselves that there are outside agencies that are 

doing this --

THE COURT: Well, they said the FAs. That -- I assume 

that means that if they got their way, they'll be FTI, right? 

Or no, that's the --

UNIDENTIFIED SPEAKER: Lincoln, Lincoln.

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 30

of 114
31

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

THE COURT: Does -- Lincoln. I mean, again, this gets 

back to a different question of why do we need three sets of 

people investigating one thing? But that's for another day. 

But Mr. Slack, are you saying that what Mr. Julian is 

asking for in his comments today are broader than his written 

requests?

MR. SLACK: Yes Your Honor. What I'm saying is when 

you look at the request, it talks about contractors and 

contractor liability.

THE COURT: Right. I have it in front of me.

MR. SLACK: When you're focused on contractor 

liability, what we've given them are the contracts and the 

insurance policies --

THE COURT: Okay.

MR. SLACK: -- or we've committed to do that.

THE COURT: Okay. Okay, so --

MR. SLACK: He's going to be able to see the type of 

claim. He's going to be able to see what contractually those 

types of claims are. Now he's said in here that what he wants 

to do is investigate whether the contractors were negligent. 

That's what he -- because it's all about the contractors.

THE COURT: No, I understand.

MR. SLACK: And so the point we were making, and I 

think it's an important one, Your Honor, is that that limited 

focus is totally unnecessary at this point in the proceeding.

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 31

of 114
32

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

THE COURT: Okay. Do you have his Rule 24 -- 2004 

request in front of you and this --

MR. SLACK: Yes.

THE COURT: -- and this paragraph 25?

MR. SLACK: Yes. 

THE COURT: I mean, that's really what we're talking 

about right? So it looks to me, if I look at 25-A and B and C, 

seem to be factual, not analytical. D, I mean -- let's stick 

with A, B, C, and D. I'm drawing a line there, but those first 

four seem to just be pieces of agreements that would be in the 

file in the old-fashioned way, right?

MR. SLACK: Right.

THE COURT: Agreements.

MR. SLACK: Yes.

THE COURT: Agreements, documents that describe scope 

of services, documents that describe work performed. Now, 

starting with E, it looks like there we're talking about 

findings, summaries, analyses.

MR. SLACK: And again, it's focused on the third-party 

contractors.

THE COURT: Yeah. I know this whole thing is. That's 

the whole --

MR. SLACK: Right.

THE COURT: All of paragraph of 25 is a subset and --

MR. JULIAN: And not PG&E's conduct, Your Honor. 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 32

of 114
33

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

We're only looking at the third-party contractors' conduct.

THE COURT: No. I understand. And if we skip over to 

E -- I mean to F. F is insurance policies. Those are just 

documents.

MR. SLACK: Right.

THE COURT: And then G -- well, G seems -- inspection 

reports, and H. I mean, it looks to me like E, G, and H are 

really what may be the difference of opinion here.

MR. SLACK: Yeah.

THE COURT: Is that a fair statement Mr. Julian?

MR. JULIAN: I think so.

THE COURT: I mean, the A, B, C, D, and F are just 

documents sitting in a folder somewhere, right?

MR. JULIAN: Right.

THE COURT: Or names or Joe, Joe, the guy --

MR. JULIAN: And it's not to be used -- I'm not trying 

to get it to use in a lawsuit against PG&E. I'm trying to use 

it to see what the claim is against the third-party 

contractors.

THE COURT: Okay.

MR. JULIAN: And those -- these requests did not ask 

for what PG&E did --

THE COURT: No.

MR. JULIAN: -- right or wrong.

THE COURT: No. So Mr. Slack, again, what's the 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 33

of 114
34

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

doomsday that you think can happen if this committee gets the 

work product, to use that term, the work product of each of the 

third-party contractors? 

I mean, some -- whatever it is. I don't know exactly 

what he has in mind or what a document might look like, but if 

there's something in the file that says, Joe really screwed up 

and he caused the fire and we're going down in flames -- bad 

term -- that would be a finding or a summary. What's the harm 

of letting him have it?

MR. SLACK: So Your Honor, I would say that there's no 

reason that the debtor should be put through doing the --

through 2004 what inevitably is going to happen in a specific 

context.

THE COURT: I know. You said that before. You've 

said that about three times.

MR. SLACK: Okay.

THE COURT: If the debtor produces it today, what 

difference does it make if they're going to have to produce it 

tomorrow or next month or next year?

MR. SLACK: Well, they may or may not have to produce 

the same information because what we're going to know when you 

have a specific proceeding is what information is relevant to 

that specific proceeding.

THE COURT: What kind of proceeding?

MR. SLACK: So you're going to do it once rather 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 34

of 114
35

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

than -- because when we have the hearing, whether it's an 

estimation hearing, an adversary proceeding, we're going to 

have to conduct discovery at that time, and so it's going to be 

bounded at that time by whatever the issues are in the 

particular cases.

THE COURT: But nobody is --

MR. SLACK: And so you're going to be duplicating 

through 2004, today, when there's no need to do it at this 

point.

THE COURT: But 25-E doesn't ask the debtor to do any 

discovery. It asks the debtor to produce what it has. So I

understand it's a burden. I mean, listen, I compliment you, 

both sides, for making so much progress because all these 

requests seem very, very burdensome or --

MR. SLACK: Yeah.

THE COURT: -- huge, huge. But what I'm missing here 

is -- just again, I apologize for my simple hypothetical. But 

if in a PG&E folder file somewhere there is some work product 

or impressions or recommendations of somebody at the company 

that says, I went and interviewed Joe and I looked at the fire 

and here's my conclusions, that is a recollection or an 

impression that's been recorded, and if it exists today, then 

it's going to exist in the future, and I don't see how the fact 

that there might be an adversary proceeding or might be a 

claims process in the future, means therefore, the committee 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 35

of 114
36

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

shouldn't get it now. 

The committee just wants to analyze it. They're not 

asking -- and I don't believe the committee would be entitled 

to go file a suit against the contractor or to do anything. 

They're just trying to analyze it as far as I can tell. You're 

getting some helper heres -- helpers.

MR. JULIAN: Can I clear up one thing, Your Honor?

MR. SLACK: So --

THE COURT: Well --

MR. SLACK: Go ahead.

THE COURT: Yes, sir.

MR. NASAB: I just wanted to -- I'm Omid Nasab from 

Cravath for debtors. I just wanted to add one clarifying 

point. I think Mr. Julian said he's not interested in PG&E. 

He's interested in the contractors. For G and H, which refer 

to the inspections of Tower :27/222.

THE COURT: Right.

MR. NASAB: They were not -- inspections were not --

prior to the camp fire, inspections were not done by 

contractors of those towers. Those were done by PG&E 

personnel.

THE COURT: Well, this doesn't say, who did it. This 

says, what you have in your possession.

MR. NASAB: I was just trying to clarify because I 

thought that that was -- I thought that --

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 36

of 114
37

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

THE COURT: If I were suing for you something and I 

said, give me everything in your file that's not privileged, I 

might find in there something that somebody else did, I might 

find something that you did, and I'd be entitled to it. That's 

what he wants. He's entitled to it. He's not asking you to 

create things that don't exist or to give things that you don't 

have. So I don't understand what the problem is.

Mr. Julian, you want to clarify on this point?

MR. JULIAN: I think they're -- when they talk to you 

about me getting discovery before the lawsuit, they're talking 

about a lawsuit where we're going to estimate the claims, the 

fire claims in this case.

THE COURT: Right, right, the --

MR. JULIAN: I'm not --

THE COURT: The claims.

MR. JULIAN: I'm not trying it for that lawsuit. I'm 

trying to identify an asset between where the third-party 

contractors owe the debtor and the fire claimants money.

THE COURT: You're trying to assess that PG&E might 

have a claim against Joe.

MR. JULIAN: Which is for us only, right?

THE COURT: Well, I don't know if it's for you only, 

but --

MR. JULIAN: It may be.

THE COURT: -- it doesn't matter. If it's not -- if 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 37

of 114
38

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

Joe files personal bankruptcy, there may be nothing there, but 

at the moment, there may be a claim against Joe or Joe's 

company that might be a big substantial company. I understand.

MR. JULIAN: Yeah. Okay.

THE COURT: But what do you -- but let's switch on 

that subject. What are you going to do when you get it?

MR. JULIAN: We --

THE COURT: You're going to analyze. Somebody's going 

to analyze, do we have a claim against Mr. -- is there a claim 

against this third party.

MR. JULIAN: There are -- I mean, I got memos written 

on this --

THE COURT: Hey, gentlemen, you can't be talking on 

the record. Mr. Karotkin, you've got to -- if you want a 

break, I'll let you talk, but you can't be talking on the 

record --

MR. KAROTKIN: I'm sorry. I apologize, Your Honor.

THE COURT: -- while Mr. Julian is talking.

So Mr. Julian, if I authorize or direct the debtor to 

provide the three categories here that are up for discussion, 

other than absorb it and analyze it, you're not going to --

there's nothing you can do by acting on it. You can't bring a 

third-party action, right?

MR. JULIAN: We are sitting down with our FAs and 

politicians and talking about the pots and the liabilities in 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 38

of 114
39

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

this case and we're adding them up. On this pot, if the 

indemnity contract leads a certain way, it comes directly 

through the estate to the fire claimants and it could be a 

billion dollars.

Secondly, in order to determine how good a claim that 

is, we're going to put a percentage dollar amount on it with 

our FA --

THE COURT: Right.

MR. JULIAN: -- we need to see the work product, 

itself, to see what happened. We're creating the claim. We're 

not going against them like he talks about.

THE COURT: If I could turn it around, you're looking 

to see whether a claim exists that's viable or practical 

against a third party.

MR. JULIAN: Yes. And the point --

THE COURT: The point -- but at the moment, the claim 

belongs to the company, right?

MR. JULIAN: Yeah.

THE COURT: Are you of the opinion that somehow either 

your committee or individual victims have those -- own those 

claims?

MR. JULIAN: Yes and no.

THE COURT: Well --

MR. JULIAN: So may --

THE COURT: I mean, you're --

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 39

of 114
40

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

MR. JULIAN: May I --

THE COURT: -- asking the company to produce what --

MR. JULIAN: May --

THE COURT: Yeah. Explain -- or go ahead.

MR. JULIAN: Okay.

THE COURT: Do whatever you want to say.

MR. JULIAN: Yep. So --

THE COURT: Push the microphone away. You're a little 

loud. I'm low. You're loud. Go ahead.

MR. JULIAN: We are identifying, as you know, a pot of 

money. Second, if the debtors stick to what they testified at 

the 341 meeting, that they have not evaluated it, and they are 

not, then yes. Prior to plan confirmation or during plan 

confirmation, the committee would file a motion for standing to 

preserve these claims for the estate because we know they're 

doing nothing in this case to preserve this.

THE COURT: Okay.

MR. JULIAN: It's a billion dollars that's being 

frittered away.

THE COURT: Well, okay. But that's for the future. I 

mean --

MR. JULIAN: Correct. And I can't evaluate the motion 

unless I first get the discovery.

THE COURT: That, again, if you get -- if the 

discovery that you're asking for equips you or your advisors 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 40

of 114
41

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

with a theory that there is a claim against the third party, 

you really can't do anything about that at this point.

MR. JULIAN: But it's relevant to --

THE COURT: To what?

MR. JULIAN: -- to negotiating the consensual plan. 

You cannot do it unless you know -- you know, Your Honor, how 

this works, Your Honor.

THE COURT: No. I understand. I --

MR. JULIAN: The FAs sit down, they talk about the 

cash flow, the bonds. There's nothing being done on this by 

these guys because they're focused only upon getting out of 

their liability in this case and doing the traditional Chapter 

11 stuff. 

THE COURT: Well, I'm not going to --

MR. JULIAN: We --

THE COURT: -- respond to that. I'm going to decide 

whether you get discovery. That's what I do.

MR. JULIAN: So we need it -- it's standard now. We 

do it in every case. It's a pot of money that we have to 

investigate that inures to our benefit because if an indemnity 

contract says they pay us, it comes to us directly in a plan.

THE COURT: So what's the problem, Mr. Slack? You 

still haven't persuaded me that there's a reason why I 

shouldn't allow, at least, this exchange or this inquiry to the 

information.

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 41

of 114
42

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

MR. SLACK: So I have a suggestion, sort of a way 

forward, Your Honor, which I think gives Mr. Julian what he's 

asked for today at least with respect to the contractors, and 

it would be twofold. 

Number one, Your Honor, we didn't talk about it at the 

argument, but in our letter to Your Honor, we made it clear 

that we agreed to produce a production in the North Bay fire 

litigation which concerns some of the exact same issues in 

terms of wildfire safety that they're looking at. And so keep 

that in mind. That's number one.

Number two, Your Honor, we would agree to give Mr. 

Julian if there are reports about the third-party contractor 

conduct, we would give them those because that would give them 

the information about the contractors as opposed to what I 

think is a different issue, a broader issue, about liability in 

general. And so --

THE COURT: So you're in effect saying, 25, which by 

definition is limited to third-party contractors, and then 

you're saying you would agree then, I take it you're telling 

me, to what E, F, and H ask for. I mean, I think those are the 

only ones that are up. I mean, rather than put words in your 

mouth, are you going to -- willing to comply with 25 without 

debate?

MR. SLACK: Well, what I'm saying is, Your Honor, I 

want to be very clear and so there's no ambiguity when we all 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 42

of 114
43

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

go back, that what we're willing to provide, we think it would 

be consistent with 25 here, but it will be limited to, if there 

are reports or findings with respect to third-party 

contractors, we would give them those, and they have the 

information from the North Bay fire litigation. We would 

suggest that they look at that information in the first 

instance and the contractor reports, and like we've done here, 

Your Honor, remember, ninety-five percent of this has been 

resolved.

THE COURT: You've said that --

MR. SLACK: -- and the debtors are --

THE COURT: You must think I don't hear you the first 

time. I know that.

MR. SLACK: And so --

THE COURT: We're only here for the five percent that 

didn't get resolved.

MR. SLACK: Right. And so the point is it we would --

THE COURT: And the question is, is it now a hundred 

percent resolved?

MR. SLACK: Right.

THE COURT: 2004 -- you've made your comment about 

2004, and I don't -- and I'm granting or considering Mr. 

Julian's 2004 request. 

He's asked for paragraph 25. Are you now agreeing to 

comply with 25? If so, move on. There's no debate. You're 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 43

of 114
44

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

not being asked to provide work product or summaries of things 

that are outside the scope of third-party contractors. Again, 

if you've already agreed to 1 through 24, that's fine. I just 

want to know what you're agreeing to.

MR. SLACK: So can you give me thirty seconds to 

consult with counsel to make sure that I understand what the --

Cravath firm has been dealing with the wildfire issues and this 

request, and I'd like to be able to take thirty seconds and 

make sure --

THE COURT: Well, I'll take as long as you want. You 

don't have to be governed by thirty seconds, but I thought I 

read somewhere along the line that there was a hand off that 

the law firm had the principal responsibility here. I don't 

care who has it. It's just that it seems to be back and 

forth --

MR. SLACK: So the hand off was that most of these 

were the requests dealing with the 32, the 32 request. There 

was a hand off of those.

THE COURT: Okay.

MR. SLACK: And with respect to the contractor 

liability that's always been in -- sort of handled by --

THE COURT: Okay. That's fine. I'll take a break in 

a minute. 

What I'm telling you is that it has been the practice 

as long as I've been on the court here to grant 2004 exams on 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 44

of 114
45

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

an ex parte basis and then let people work it out. This one 

obviously because of the scope of it and the size of it, I 

intercepted the 2004 and said I'm not going to act on it 

because we -- I have this other discovery dispute in the 

pipeline, and so I'm treating this all as one. 

To me, how it came about as a 2004 request or as a 

more informal request is much ado about nothing, and we're here 

now to decide what the party requesting the information is 

going to get and what he isn't going to get. And if you'd like 

to take a break and talk to your co-counsel, that's fine. 

So let's do this, if there's agreement on your end by 

counsel to comply with the balance of the 2004 request, then 

we'll talk about the letter request after that and --

MR. SLACK: Yeah. My understanding is what I'm 

suggesting, Your Honor, is that we all agree here sort of what 

the request entails. In other words, that's what I want to 

confirm, but what I'm suggesting is that the TCC may be reading 

it broader than what I suggested, and if they are, what we're 

willing to do is to -- and if they're not, that's great, but 

we're willing to provide if there are specific findings with 

respect to third-party contractors, we'd produce them, but 

we're not going to, as I understand it, then produce all 

liability documents that relate to the fires generally. It's 

just going to be findings with respect to the third-party 

contractors.

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 45

of 114
46

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

THE COURT: Well, again, I'll let Mr. Julian speak for 

himself. I'm responding by reading the request, which --

MR. SLACK: Yeah.

THE COURT: -- it seems to have a narrowness to it, 

but I'll take a longer break, if after you talk to your 

co-counsel, you talk to Mr. Julian.

MR. SLACK: Fine.

THE COURT: I mean, it may well be you just need to 

discuss -- listen, I'll break until tomorrow if you can work 

out all these differences including the remaining six. I'll do 

whatever you want to do. I'm not here to punish you. I'm here 

to encourage you to reach an agreement on the subject. So let 

Ms. Brawder (phonetic) know when you want me back.

MR. SLACK: Okay. Thank you, Your Honor.

THE COURT: Okay. We'll go off the record.

(Recess from 11:22 a.m., until 11:42 a.m.)

THE COURT: Be seated. Okay, Mr. Slack? Oh, Mr. 

Karotkin, you're coming back up?

MR. KAROTKIN: I'm not here for the main event, I just 

have one --

THE COURT: Switching off, huh?

MR. KAROTKIN: -- one clarification.

THE COURT: Okay. 

MR. KAROTKIN: Mr. Julian, who actually did not attend 

the 341 meeting, made a comment that the company -- that Mr. 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 46

of 114
47

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

Wells testified that the company had no intention of evaluating 

whether it had claims against third parties. That was not his 

testimony. In fact, he said that the company does indeed 

intend to make that investigation. Just so the record's clear.

THE COURT: Okay. Thank you. 

So are we okay on the 2004 order behind us now, or 

not?

MR. NASAB: Your Honor, I think it is. Counsel for 

the debtors discussed, and we discussed with Mr. Julian. And 

based on those conversations we're going to agree to it. And 

hopefully we don't have any disputes down the road about the 

definitions, but I think we're -- we've talked about the scope 

and we're going to agree to it and move on from here.

THE COURT: I'll go ahead and sign the 2004 order 

then, unless it needs to be revised. Does it?

MR. JULIAN: No, Your Honor. Thank you.

THE COURT: All right. And again, for those of you 

not familiar with the procedure here, if there's a subsequent 

dispute about the 2004, telephone conference, maybe not tenpage letters, maybe one-page letters telling me what the issue 

is, all right?

So Mr. Slack, are you still in charge of the other 

matter here?

MR. SLACK: Yes.

THE COURT: Or are we tag-teaming?

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 47

of 114
48

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

MR. SLACK: But I think the same way we did the other 

matter, it sounds to me like Mr. Julian should lead off. It's 

his application.

THE COURT: Okay. So yeah, we have six open items? 

Is that right?

MR. JULIAN: Yes, Your Honor.

THE COURT: Good. So we're using your letter, which 

was helpful.

MR. JULIAN: Yes. Exhibit C, items 4, 5, 10 --

THE COURT: Um-hum.

MR. JULIAN: -- deal with board packages, board 

minutes, board agenda, summaries of the minutes of the board's 

meetings for three years before the bankruptcy, and through the 

bankruptcy case itself. 

This is our standard management review of issues. The 

key issues in this case are wildfire safety, wildfire claims, 

dividend payments that were made before the case, that Judge 

Alsup --

THE COURT: Well, okay. Let's talk on that. What 

difference does that make? I mean, we're not -- you're going 

to want to go back and recover dividends, was the company 

insolvent?

MR. JULIAN: No. Well, someone's asked me to do it, 

but it's a tall order.

THE COURT: I know. 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 48

of 114
49

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

MR. JULIAN: You know the issue.

THE COURT: Well, I know. But the question's why 

bother? What's the point of making the discovery request? It 

doesn't --

MR. JULIAN: We are looking at all management 

decisions in a case where everyone, all agencies, have 

criticized the management decisions. And we have to be 

informed in order to participate in PUC hearings, the Judge 

Alsup hearings, by looking at the board meetings. 

THE COURT: Well, and I have to know, I have to 

understand why that's so. In other words, Judge Alsup has made 

his views known about paying dividends, but he might have 

checked with me first. I don't think the company could pay 

dividends while it's in Chapter 11 anyway. 

But if it paid dividends in the past, that's the past. 

And unless there's some attempt to recover them, I don't know 

what's the point of going back there.

MR. JULIAN: Case in point, there's a fire victim 

motion that's up. I would have to go now and ask for portions 

of board minutes over the last three years and during the case 

to talk about that. The STIP, compensation, I don't want to be 

coming here every time there's a motion filed and ask for past 

minutes and current minutes that deal with this topic. I think 

it's a waste of time, energy to keep coming back to court every 

time we have a dispute.

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 49

of 114
50

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

Your Honor, it took from May 8th -- March 8th was my 

first letter on this --

THE COURT: No, I understand.

MR. JULIAN: -- to today.

THE COURT: I understand, but --

MR. JULIAN: Two months. And so if you denied us, 

then we will do the other. We will come back --

THE COURT: Mr. Julian --

MR. JULIAN: -- every time there's a motion.

THE COURT: -- Mr. Julian, you act like you don't know 

me. I would think that if you are focused on a topic that's 

related to a motion, if the debtors jerk you around and won't 

cooperate, they're going to be dragged in here and told to do 

some 'splaining (ph.), as they say.

So to say because you want dividend records three 

years past is not the same as you want a relevant discovery on 

a particular motion, a particular matter that is coming before 

us. Like the things we have on the calendar tomorrow and next 

month and next month. 

But go ahead, finish your point. I mean, what I don't 

understand is why, if the legislature and the PUC and anybody 

else is already doing this, what is the tort committee going to 

do with information about the dividend history of the company?

MR. JULIAN: And wildfire safety, and wildfire 

management.

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 50

of 114
51

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

THE COURT: Wildfire safety is a different subject.

MR. JULIAN: So well, those are two extra subjects. I 

mean, we are looking at --

THE COURT: Okay, then it's --

MR. JULIAN: -- everything that concerns this. 

THE COURT: But no. Your summary is a little broader 

about that, about executive compensation.

MR. JULIAN: There was a --

THE COURT: Right?

MR. JULIAN: Yes. 

THE COURT: Then again, I need to hear what Mr. Slack 

or the others say about the problem, but isn't that -- when 

I -- right? That that's one of the subjects that's still open 

here?

MR. JULIAN: The subjects that we identified in our 

letter were corporate governance review of management decisions 

involving those matters that are under criticism by the PUC, 

the federal court, and CAL FIRE, which are wildfire safety, 

wildfire management, wildfire claims. 

Another item that I identified was insider 

transactions, to name one that has the committee rather 

agitated is -- I know you've heard this before, but you've 

asked me a question -- I'm going to give you an example, but 

it's an example, not -- it's an illustration.

THE COURT: Okay.

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 51

of 114
52

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

MR. JULIAN: Three weeks before the bankruptcy -- it 

only involves two and a half million dollars, so you'll wonder 

why I'm focusing on it. Three weeks before the bankruptcy --

THE COURT: We run that up in the course of the 

hearing, right?

MR. JULIAN: Three weeks before the bankruptcy, there 

were two types of contracts pending for payments: 2015 Butte 

Fire settlement claim contracts that had already been signed, 

and the payments were ready to be made --

THE COURT: Right. 

MR. JULIAN: -- and the severance agreement with the 

CEO, Geisha Williams, for 2.5 million dollars. 

And the board met and preferred to pay their insider, 

the CEO, 2.5 million, rather than the thirty million dollars to 

the other contracts similarly situated.

THE COURT: Okay.

MR. JULIAN: I hear about this every meeting I get.

THE COURT: And I'm sure you do. I'm not making light 

of it. I hear about it here. Maybe I hear about it elsewhere 

too, but I'm not supposed to be considering that.

MR. JULIAN: So there are those types of things --

THE COURT: But therefore, what?

MR. JULIAN: -- in the board minutes.

THE COURT: In other words, again, we're not dealing 

with a clearly insolvent company in Chapter 7. What would you 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 52

of 114
53

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

do if you -- I mean, you know that Ms. Williams was paid some 

money. Therefore, what? Therefore, what? There should be an 

avoidance action, there should be a suit against her?

MR. JULIAN: Someone would certainly want me to look 

at it, and we might not pursue it, but it's a legitimate 

area --

THE COURT: But that's because the other side's paying 

your fees, too. The question is, is it a proper inquiry at 

this point?

MR. JULIAN: Yes, Your Honor. Because the parties 

want the -- I actually have talked about this. We hear every 

week on our weekly telephone calls about how this case must 

move expeditiously and be resolved within six months. I know 

it's a tall order. Nine months, whatever. And so they -- yes, 

they do want us doing everything now so that we can sit down 

and negotiate everything in the plan and disclosure statement. 

Yes, the answer is yes. Because people out there are 

suffering. And we have alternatives to resolve this quickly. 

And so yes, we are looking at typical plan and disclosure 

statement issues now. We're sitting down with the FAs and 

doing all this work. 

And so we are looking at -- in a case where management 

is accused of failing to do something that caused the sixth 

biggest bankruptcy case in our nation -- we are being asked to 

look at management decisions as an investigation of all the 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 53

of 114
54

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

board minutes. And if Your Honor says, Mr. Julian, I'm not 

going to allow that type of wide-ranging investigation in it, I 

understand. But I've made the request, and we will pursue it 

another way if this way's not relevant.

THE COURT: Okay. So wildfire safety, insider 

transactions --

MR. JULIAN: Wildfire claims, I mean --

THE COURT: Well, we're dealing with the wildfire 

claims in a number of different ways. But let's go down them

one-by-one.

So the number 4 is the first on the list, right? 

Board packages and board meeting agendas delivered for board 

meetings. Okay, so the members of the board that existed in 

the past, you're telling me at some point they were given 

information ahead of time, like any board would get, a package 

of stuff --

MR. JULIAN: Yes.

THE COURT: -- to prepare. And so that's number 4. 

And then number 5 records what happened at the board meeting, 

presumably. And number 10, I mean, they all seem to be prior, 

early, I think, during and after board activity.

MR. JULIAN: Yes. And then -- yes, Your Honor.

THE COURT: Okay.

MR. JULIAN: So 4 and 5 deals with typical corporate 

records that we believe in a fishbowl bankruptcy case the 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 54

of 114
55

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

debtor should produce. Not burdensome.

THE COURT: Well, I don't know if they're burdensome 

or not. I mean, they may not be. And --

MR. JULIAN: Number --

THE COURT: Okay. So let's -- it strikes me that 4, 

5, and 10 are -- I mean, they're one topic that we're talking 

about.

MR. JULIAN: Right, 10 is really the committees of the 

board, Your Honor.

THE COURT: Yes, I understand. 

MR. JULIAN: So the committee minutes, and committee 

packages.

THE COURT: Yeah. For example -- for example, the 

STIP. I mean, we heard that there were compensation committee 

meetings that dealt with the STIP. Again, without questioning 

or hearing the other side, I mean, that to me is the kind of 

category we're talking about. 

But now, let's go to 11.

MR. JULIAN: So 11 I've narrowed. So 11 and 12 are 

basically reports. 11 is reports by a special litigation 

committee, or committee of the board, and 12 is by outside 

people: counsel, auditors and investigators. Obviously, 

counsel --

THE COURT: But now, is there a subject matter? Any 

report on any subject?

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 55

of 114
56

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

MR. JULIAN: So their response was, Mr. Julian, that's 

too broad. And I said, you know, you're right. So in the 

second paragraph I narrowed it to dividends, wildfire claims, 

insider transactions, and wildfire safety. They agreed to 

produce those types of reports for 11 and 12, with respect to 

dividends, wildfire claims, and insider transactions, but not 

wildfire safety. 

So on these two, 11 and 12, we have narrowed it down 

to a single issue.

THE COURT: Wildfire safety. 

MR. JULIAN: Reports dealing with wildfire safety.

THE COURT: Okay.

MR. JULIAN: So we're in agreement, I've narrowed it, 

they've narrowed theirs, and we've come together and we're 

simply disagreeing on reports dealing with wildfire safety.

THE COURT: Okay. Again, I -- oh yeah, you did say 

that. I mean, I'm trying to absorb all this. 

Oh, so they -- well, here's an interesting question. 

If the debtor agreed to provide documents on the narrowed issue 

of dividends, then why are we back to dividends as an open 

issue on the first topics?

MR. JULIAN: Because they're different. Some are 

minutes, some are reports --

THE COURT: Yeah, right. 

MR. JULIAN: -- we'd be using them differently. But 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 56

of 114
57

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

on 11 and 12 --

THE COURT: Okay. Okay, got it.

MR. JULIAN: -- we are willing -- we have narrowed our 

request for investigation reports to dividends, wildfire 

claims, insider transactions, and wildfire safety. The debtors 

agree with respect -- unless -- except for wildfire safety. So 

they're agreeing to produce reports as to the first three

categories, but not wildfire safety.

THE COURT: Yeah, no. I got it. And then finally the 

last one is number 26, right?

MR. JULIAN: Number 26 was simply ratifications. So 

typically ratifications appear in board minutes, so it's extra. 

So if there's a ratification resolution, we want to see it. 

THE COURT: So 26 really kind of is the tail end of 

the first four?

MR. JULIAN: Yes.

THE COURT: So 11 and 12, well, let's talk about 

wildfire safety. So what would you do with that information? 

In other words, if there's a report that came from a third 

party, this would -- I presume if there's privileged stuff, you 

don't get that, right?

MR. JULIAN: Right.

THE COURT: But if there's non-privileged information 

that went to the board, well you --

MR. JULIAN: No, that went to anybody.

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 57

of 114
58

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

THE COURT: Oh, I'm sorry. Okay. 

MR. JULIAN: So here's what we're doing with that, 

Your Honor. We are --

THE COURT: Go ahead. No, I'm listening.

MR. JULIAN: We are meeting with the FAs and with the 

political realm with respect to the items raised in the 

governor's task force. We've recommended three types of 

things, two of which are funds for the fire victims of this 

case. And we're trying to help reorganize the company. 

And one of the issues is to increase the capital 

strength and the safety of the company so that they can raise 

new bonds on the market. One of the primary elements of 

raising bonds on the market is to increase the company's 

wildfire safety. It's a big part of this case. Without 

wildfire safety, this thing can't be reorganized. It's one of 

the top three issues in the case. 

And so the company's past reports on its ability to 

implement wildfire safety are important in our reorganization 

efforts today, which we are doing today. We are not -- again, 

we are not waiting for the plan to be on file, we are doing 

this today in negotiations with the stakeholders.

THE COURT: Okay.

MR. JULIAN: And it's relevant. It's the most 

important thing in the case. It's the reason why the case was 

filed.

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 58

of 114
59

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

THE COURT: I understand.

MR. JULIAN: The last item, Your Honor, the chair 

asked that I make one more request, if you look at number 17.

THE COURT: Oh, dispute on hold, yeah, okay.

MR. JULIAN: Yeah. The debtors have agreed to provide 

us access to some state court litigation documents, Your Honor. 

THE COURT: Um-hum.

MR. JULIAN: This has been pending since March 8th. I 

think we're down to one issue, which is getting a protective 

order, that we've asked for since March 8th. I think I know 

what you're going to say, but we've been asking for this since 

March 8th. We want a date certain by which we will get it. We 

asked for next Monday, Mr. Slack asked --

THE COURT: Excuse me, I'm missing the point. You're 

asking for the information, or asking for the protective order?

MR. JULIAN: Protective order. We simply need to 

draft the protective order to get to the documents. We've been 

delayed on this for sixty days. 

Here's the point. Mr. Slack and I are only five days 

apart. I know it sounds like it's very simple, but the chair 

says that since this has been pending for sixty days, we want 

the protective order drafted next Monday, Mr. Slack asked till 

the end of the week. And I know what you're going to say about 

that, but I was asked today to come forward --

THE COURT: I say Wednesday sounds like a good day to 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 59

of 114
60

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

me.

MR. JULIAN: Yep. 

THE COURT: No, but what am I missing? These are 

complex issues, except for the drafting of a protective order?

MR. JULIAN: The protective order's not. Your Honor, 

I have no more submissions. Do you have any more questions for 

me?

THE COURT: No. Mr. Slack, are you going to do the 

duty here? Do you agree the way Mr. Julian has --

MR. SLACK: I'm sorry, Your Honor?

THE COURT: -- narrowed the issue? Do you agree with 

his narrowing of the issues?

MR. SLACK: Your Honor, yes. The issues are -- I 

think, are very narrow on this. And I think you hit it on the 

nose with a couple of points. With respect to 4, 5, 10, and 

26, they're all related to board minutes, et cetera, et cetera. 

And Your Honor, the dispute is really the question of 

whether those requests should be sort of unbounded in order --

give me every board package, which are quite voluminous, that 

go to the boards and committees, or whether they should be 

bounded by subject so that the debtors can have the same 

conversation that Your Honor did with Mr. Julian. Such as you 

want the subject of dividends, why do you want that? If it 

makes sense, we'll give it to you. 

We had that conversation with Mr. Julian. So what we 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 60

of 114
61

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

did in our meet and confer on these subjects -- 4, 5, 10, and 

26 -- is we said, why do you need these? And Mr. Julian, 

consistent with what he said here, gave us three subjects. He 

said the payment to the former CEO, severance payments to other 

senior officers, and the payment of dividends. 

We had some discussion about that and then we went 

back and we said, okay, if these are the subjects that you 

want, whether -- put aside whether we agree or disagree we 

said, you know, we'll produce to those subjects. And Mr. 

Julian said, no, that's not good enough. I'm not going to give 

you any more subjects, but we want everything. 

And Your Honor, our view is, again, we want to be able 

to have the same conversation with Mr. Julian about the 

subjects that Your Honor did and that we did in the meet and 

confer. And what I can confirm to the Court is that if Mr. 

Julian has other topics that he didn't give us in the meet and 

confer, we certainly are willing to discuss them with him and 

potentially produce other information. 

And I'd point out one other thing, Your Honor, which I 

think is pretty telling. That's exactly what happened, you 

know, with respect to requests 11 and 12. 11 and 12, putting 

aside for a second that we're disputing one of the topics, we 

said that's very broad. And Mr. Julian said, okay, well, here 

are the topics that I want. I want those reports and 

investigations. We actually went subject by subject and had a 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 61

of 114
62

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

discussion about, well, we disagreed on one. That's the same 

process that we think should take place with respect to 3, 4, 

10 -- let me think about it -- 4, 5, 10, and 26. 

And Your Honor, in our letter I think we explained why 

that position is grounded in the law. It just doesn't make 

common sense to do that, but it's grounded in the law of 2004, 

which says that you should show good cause. And you can't just 

get unbounded, you actually have to have a particular subject 

or a topic in order to get the discovery. And it's their 

burden to come forward with it. 

So I won't belabor that point because I think common 

sense says the same thing the law does here, which is that we 

really should have topics. And that's, again, 4, 5, 10, and 

32.

THE COURT: Well, I'm losing the gist here. Are you 

saying the payments to the CEO and directors, other officer 

compensation, you agreed to that, or don't agree?

MR. SLACK: Yes, we do. We've agreed to -- what we've 

agreed to, Your Honor, very specifically is he identified, Mr. 

Julian in our meet and confer --

THE COURT: Okay.

MR. SLACK: -- identified payments to the CEO, he 

identified other severance payments to other senior officers, 

and he identified dividends. And with respect to all three of 

those, after we went back and discussed it internally, we said 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 62

of 114
63

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

yes. 

THE COURT: Just an aside, what's your relationship, 

or the debtor's relationship, with the OCC for all this 

information? Are you exchanging similar stuff with the OCC, or 

are they not asking for it, or what's going on that's --

MR. JULIAN: You're saying the UCC?

THE COURT: Well, UCC, OCC -- 

MR. SLACK: Yeah, okay. 

THE COURT: Same thing. Official or unsecured, call 

them as you wish.

MR. SLACK: Right, so there hasn't been a similar 

request made by the UCC. We certainly have cooperated with the 

UCC. 

You want to verify --

THE COURT: You want to be -- would you like to be a 

UCC, or an OCC? 

MR. LEBLANC: We usually would refer to ourselves as 

the UCC.

THE COURT: Okay. Well, we call it the California 

Commercial Code, not the Uniform Commercial Code. The UCC.

MR. LEBLANC: Andrew LeBlanc from Milbank, on behalf 

of the Official Committee of Unsecured Creditors, Your Honor.

THE COURT: Right.

MR. LEBLANC: We've reached an agreement with Mr. 

Julian and his colleagues that where there's a formal request 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 63

of 114
64

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

made of a party, that we'll simply share that information as it 

comes in. It's a simple process. We get it electronically, 

we'll both share that. And that will go for the whole purpose 

of this case.

But we're obviously trying to pick where we spend 

resources here. And contrary to what Mr. Julian may have 

suggested earlier, we are thinking about these issues. They 

may have made these requests before we did, but we're trying to 

get the same information. We're just trying to do it in a way 

that's most efficient, which means we're not having a second 

round of litigation here.

That doesn't mean we're actually going to look at all 

the information when it comes in, it's just we'll have access 

to it and we'll conduct the investigations that we think are 

appropriate once we have that information.

THE COURT: Well, okay. All right. Thanks.

So Mr. Slack, let's go back to the wildfire safety. 

That's the big issue --

MR. SLACK: Yeah.

THE COURT: -- for the open items that Mr. Julian 

still feels strongly about. So what's the problem with that?

MR. SLACK: Right. So 11 and 12, Your Honor, I think 

it's a question of when someone says a report or an 

investigation on wildfire safety, I think it's the 

understanding of what that means, what the scope -- what does 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 64

of 114
65

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

it actually mean? 

So what we were certainly willing to do, and what 

we're willing to do today, is if there is a specific report 

with respect to wildfire safety, you know, then we'd produce 

that. But you know, there's obviously a lot of things that 

touch on the issue of wildfire safety, that's not clear. And 

so we wanted some -- we would want some clarity on what that 

means. 

So if there is a report that says this is a report on 

wildfire safety, we would be prepared --

THE COURT: Okay. But how does the requester --

MR. SLACK: -- to agree to that.

THE COURT: -- know to ask for something if he doesn't 

even know it exists?

MR. SLACK: I'm sorry, Your Honor?

THE COURT: I said how does the requester -- in this 

case Mr. Julian, know to ask if there's a report on a 

particular topic unless he knows there's one? Or the 

alternative is to say any report on any subject. 

In other words, I guess what I'm saying is if Mr. 

Julian knew already because a little bird told him that there 

is a folder called wildfire safety report dated such and such, 

he'd know to ask for it. But if he doesn't know it exists, he 

can't ask for it specifically. So how -- he could say give me 

all your reports on any subject, and that would be too broad. 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 65

of 114
66

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

So how do you solve the problem?

MR. SLACK: Well, I think the problem's solved by the 

purpose of the report, right? In other words, it is --

THE COURT: Well, I would hope so.

MR. SLACK: I mean, it's a question of if you ask, for 

example, all documents related to a bond offering, okay? On 

the one hand there is going to be reports that go to the board 

with respect to bond offerings. 

THE COURT: Um-hum.

MR. SLACK: But you want to make sure that the parties 

don't disagree, well, because you need financial statements 

when you go out for a bond, I not only want the bond offering, 

but I want every piece of financial data that's gone to them, 

gone to the board. 

So here what we're saying is if there's a report --

we're not trying to be cute or clever about it, if there is a 

report that deals with wildfire safety, then we're prepared to 

say we'll provide it if it's not privileged. But we want to 

make sure that what we're talking about is that, and there's 

not some broader aspect to what Mr. Julian is looking for. 

THE COURT: I'm going to wait while they're -- they're 

talking on the mic, again I don't --

Okay, well look. Let's try another test here. If 

Judge Alsup at the next probation hearing says I'd like to see 

everything the company has put together on wildfire safety, I 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 66

of 114
67

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

suspect he'd get it. And I suspect if someone from Sacramento 

calls and says the governor's office would like to see what's 

the latest on wildfire safety from the company, he'd get it. 

So why shouldn't the committee get the same treatment?

MR. SLACK: Well, so I think that when the requests 

come in -- and I'm not the expert on this, so I'll defer to 

some of the people who are. But I don't think you just get, 

give me everything on wildfire safety. I think there are 

very -- I think when you get to that level, they get our fire 

mitigation plan; they get -- they're more laser-focused as to 

exactly what they want.

So I don't think that you get, sort of, give me 

everything with respect to wildfire safety.

THE COURT: Well, but, I mean, would you tell Judge 

Alsup that he'll have to narrow his request?

MR. SLACK: No, but I'm suggesting that I think that 

the requests that come in are not going to be, give me 

everything with wildfire safety. I think that you'd have a 

discussion, and I think whether it's the PUC or someone else, I 

think it's not likely that the request is going to be, give me 

everything related to wildfire safety.

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

MR. JULIAN: Can I clarify that?

MR. KAROTKIN: Can I --

THE COURT: Well, wait.

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 67

of 114
68

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

MR. KAROTKIN: -- interject something?

THE COURT: He wants to clarify --

MR. KAROTKIN: I'm sorry.

THE COURT: -- something here.

MR. JULIAN: Yeah, sorry. Go ahead. Sorry.

THE COURT: Yes, sir.

MR. KAROTKIN: Stephen Karotkin, Weil, Gotshal & 

Manges, for the debtors. As I understand, what Mr. Julian was 

saying is that he's concerned that in the committee's 

discussions with the legislative people up in Sacramento and 

with the governor's office, which we're, frankly, not even 

aware of, that they have a concern about prospective --

prospective wildfire safety plans of the company, for purposes 

of making sure that the company can get the necessary financing 

to come out of Chapter 11.

I think that's what he said, prospective, or what 

they're doing now. Now, as he knows and as, I think, Your 

Honor, you know, the company has filed a wildfire mitigation 

plan with the CPUC --

THE COURT: Right.

MR. KAROTKIN: -- provided a copy to Judge Alsup as 

well --

THE COURT: Right.

MR. KAROTKIN: -- and the CPUC is in the -- is in the 

process of reviewing that. He can have a copy of it. That's

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 68

of 114
69

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

the prospective issue that's --

THE COURT: I think he already has a copy. It came up 

during the STIP hearing.

MR. KAROTKIN: It's public document.

THE COURT: Yeah, right.

MR. KAROTKIN: Okay.

THE COURT: Right.

MR. KAROTKIN: That's the prospective wildfire 

mitigation plan of the company, that is relevant to what he 

said he's concerned about, okay? And Judge Alsup has that. 

And as we've -- and as I think I noted at the STIP hearing, 

Your Honor, the CPUC will be, I'm told, issuing its report --

THE COURT: Yeah, no --

MR. KAROTKIN: -- on its evaluation --

THE COURT: -- you made -- that was very clear.

MR. KAROTKIN: -- next week, I believe. I think May 

12th or 13th. And that's relevant to what he's talking about. 

Going back two years or three years and asking questions about 

wildfire mitigation and safety is not relevant to what he said 

he was concerned about.

THE COURT: Well, I --

MR. KAROTKIN: And I think that --

THE COURT: I -- when --

MR. KAROTKIN: -- you talking about --

THE COURT: Mr. Karotkin, I may have overlooked that 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 69

of 114
70

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

he's going back in time, but I -- when I looked at 11 and 12 

here, I thought of it as prospective also.

MR. KAROTKIN: If he's looking for prospective, that 

is the prospective plan. That is it.

THE COURT: Well, but look at 12. Says, all 

investigation reports prepared by the company, et cetera, on 

the subject. It's not -- it --

MR. KAROTKIN: Which, really, Your Honor, what he's 

trying to get to, Your Honor, is, again -- he won't acknowledge 

this -- is issues with respect to the potential liability of 

the company for wildfire claims and what it did or allegedly 

didn't do.

And, Your Honor, that is not the subject appropriate 

for a 2004 examination. Those issues will be addressed in this 

court at the appropriate time, whether or not -- and the extent 

of the company's liability, and whether it was negligent or not 

negligence, and that may or may not come up in this hearing, 

because it would be our preference, Your Honor, to negotiate a 

settlement of those issues so you don't have to address that.

THE COURT: Well, it would be my preference too, 

but --

MR. KAROTKIN: Okay. But if and when --

THE COURT: -- but that's --

MR. KAROTKIN: -- it comes up --

THE COURT: -- that's why you exchange information, to 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 70

of 114
71

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

try to negotiate.

MR. KAROTKIN: They don't need that information to 

negotiate. Has nothing to do with it, okay?

THE COURT: Well, but see, when --

MR. KAROTKIN: And --

THE COURT: -- your other side tells you you don't 

need something, that's an invitation to debate about.

MR. KAROTKIN: But he's talking about -- he said 

himself, prospective. That's what --

THE COURT: Right.

MR. KAROTKIN: -- he said when he stood up here --

THE COURT: But he did.

MR. KAROTKIN: -- prospective.

THE COURT: But he did. But he also said to enhance 

and facilitate the bond future, the future that we're --

MR. KAROTKIN: All prospective, Your Honor.

THE COURT: All prospective.

MR. KAROTKIN: All what is this company going to 

implement, going forward, to mitigate wildfire risk. That's 

what he said. That's the wildfire mitigation plan. It's not 

what the company did two years ago, or a year ago, or three 

years ago.

THE COURT: Well, let me interrupt. Let's clarify.

Are you willing to look forward only, or are you going 

back in time to -- because that does seem to be, like, why go 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 71

of 114
72

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

back, if that's going to change anything.

MR. JULIAN: May I explain?

THE COURT: Yes, sir.

MR. JULIAN: First, I'm going to address the two 

questions you have just been asked by these gentlemen.

Mr. Slack suggested that I want all documents relating 

to wildfire. I narrow these with terms of art used by whitecollar lawyers. All reports prepared by a special litigation 

committee, or committee of the board, or any investigation or 

audit team, number 12, all investigation reports prepared by 

counsel, auditors, and investigators, obviously, to the extent 

not privileged. Yes, we are looking for them for the past 

three years because those inform the future.

Patrick Henry said, I know of no way of judging the 

future except by the past. And in those past reports, they say 

what they're going to do in the future. They are not merely 

operating today on the basis of what they've said during the 

last twenty-four hours or the last week. Those investigation 

reports identify what happened and ameliorative action for the 

future.

And we are entitled to see these reports, I believe, 

in this case, Your Honor. It's that simple. We are not asking 

for all documents. They are formal reports.

THE COURT: Well, it didn't -- at least, your grid 

here doesn't say it's formal reports. It says, all reports, 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 72

of 114
73

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

and it's --

MR. JULIAN: Reports by litigate -- special litigation 

committees, Your Honor. Not going to be any --

THE COURT: Well, or --

MR. JULIAN: -- other type of report other than 

reports by those committees and counsel --

THE COURT: No.

MR. JULIAN: -- other's investigators.

THE COURT: Well, Mr. Julian, it seems like a -- like 

broader -- the words that are on the page seem broader than 

what you're now saying. But let me ask you, other than quoting 

Patrick Henry, what are you going to do with stuff in the past, 

as distinguished from the mitigation plan or other matters that 

are presented to the CPUC?

MR. JULIAN: Two main buckets there. The first is 

we're going to look at what went wrong so that it isn't 

repeated and there's not a ten-billion-dollar post-petition 

claim in this case. We're not potted plants in this case. We 

have lawyers who have been on this case for a long time, who 

have ideas about how to make this company safe. We are 

entitled, as a big stakeholder in this case, to make 

recommendations as to how to make this company safe. And --

THE COURT: True. Okay.

MR. JULIAN: -- we want to see --

THE COURT: I agree.

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 73

of 114
74

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

MR. JULIAN: We want to see what those reports say, 

because we still believe, as the PUC does and Judge Alsup has 

intimated, they're not being honest. In Judge Alsup's order, 

imposing conditions was, because you've falsified records in 

the past, I'm going to make you go back now and do everything 

anew for me.

We have the same interest as Judge Alsup, and we 

believe we have -- and respectfully, because he's a district 

judge, but we have 50,000 people who are important stakeholders 

in this case, who get to weigh in on wildfire safety. And what 

they did in the past and recommended in the past for the future 

is an important part of this case, Your Honor. I think it's 

fundamental.

THE COURT: Okay. But again, if there's something 

that they've done in the past that is replaced or superseded by 

something that they've proposed going forward, for example --

now, you've educated me at the prior hearing about, you know, 

the clearances, vertical and horizontal clearances, cutting 

back the growth near the power lines. Pretty simple concept.

So what, if in the past, there was a report or there 

was something that now has been superseded by a different 

thinking of the subject -- wider, taller, clearer, whatever --

something, again, that you're more familiar with than I? 

What's the point of going back in the past if they're 

demonstrating what they've doing going forward?

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 74

of 114
75

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

MR. JULIAN: We'll take it into account, just like you 

review everything that's happened in the past and predicts for 

the future. And secondly, we'll see what management did and 

how management can be improved.

THE COURT: Well, I guess, to some extent, it sounds 

like what you're really doing is taking your shots at 

management as a function, rather than as a -- thinking about a 

plan. But again, you have a right to do that. I'm not --

MR. JULIAN: Well, it --

THE COURT: -- saying you can't do that.

MR. JULIAN: Your Honor, they're concerned I'm going 

to use this in estimation proceedings. This is my standard 

management --

THE COURT: Well, standard -- you act like this is 

what you do, these cases all the time. I mean --

MR. JULIAN: No, not mass tort. I'm just saying in 

Chapter 11 cases.

THE COURT: Too close to the mic.

MR. JULIAN: Well, I'm just saying we didn't do it for 

the litigation.

THE COURT: Too close to the microphone. You're 

booming. Move the microphone away a little bit.

MR. JULIAN: We didn't do it for the litigation, Your 

Honor.

THE COURT: Okay.

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 75

of 114
76

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

MR. JULIAN: We did it for a management review and to 

help us, as I mentioned.

THE COURT: Mr. Slack, were you going to say something 

else? I mean, it --

UNIDENTIFIED SPEAKER: Do you want to say --

THE COURT: I'm inclined -- whoever, tell me. I'm 

inclined to give them what they want. I don't think it's a big 

deal, but I don't know what the harm --

MR. KAROTKIN: I find it a little astonishing that Mr. 

Julian says that there are lawyers on his committee -- first of 

all, there are no lawyers on his committee, anyway -- that are 

experts in wildfire mitigation, and they're going to make 

suggestions. I find that almost incredible.

THE COURT: Well, they know --

MR. KAROTKIN: Okay? And --

THE COURT: I --

MR. KAROTKIN: -- I think, again, Your Honor, let's 

focus on what he said he was interested in. And I think you 

acknowledged the same thing. We're talking about prospective, 

moving forward. The CPUC, who knows a lot more about this than 

Mr. Julian and his committee, is reviewing the wildfire 

mitigation plan to see if it does enough or it should be 

changed. And as you know, we committed to change the metrics 

in the STIP to address that.

Judge Alsup -- he refers to what Judge Alsup has said. 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 76

of 114
77

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

Judge Alsup said at the last hearing he was perfectly fine with 

the company's wildfire mitigation plan, subject to whatever the 

CPUC said. And that's what's happening moving forward, and 

that's what we'll be evaluated, moving forward, in the context 

of getting this company out of Chapter 11 and whatever is 

necessary to attract the financing to get it out of Chapter 11.

This is a fishing expedition to -- for no purpose 

other than to impose burden on the company. And there's no 

reason to do it now. There's just no reason. As you know, 

there are many, many, many things going on in this case, which 

you see every day. And to impose this burden on the company, 

for no purpose, doesn't make any sense. There are more 

productive ways to move this case forward.

THE COURT: Well, I guess one of the things that I 

have to better -- get a better sense on is how much of a burden 

is it? If these are topics that have been addressed, relating 

to the subject matter, how burdensome is it?

I understand -- I don't want a testimony from the 

clerk, but I mean, is it really burdensome, or is it just your 

way of fighting back to what you think they're doing is 

burdensome? I don't know. I have no idea. I don't know how 

to measure it.

MR. KAROTKIN: What is the relevance of it?

THE COURT: Well, I guess it's the subject matter. It 

is the subject matter. And you can't deny, if there has been a 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 77

of 114
78

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

history of falsifying records, there is something to be said 

for seeing how honest the debtor is these days, if the --

somebody who has a stake in the --

MR. KAROTKIN: To what end?

THE COURT: -- action questions it.

MR. KAROTKIN: To what end, Your Honor? To what end?

THE COURT: Well, you know, maybe to seek to remove 

management, if you want to take the ultimate thing.

MR. KAROTKIN: Okay. And if --

THE COURT: I mean, I don't know.

MR. KAROTKIN: -- Mr. Julian thinks it's appropriate 

to move for the appointment of a trustee in this case, there 

are appropriate procedures and appropriate --

THE COURT: Right.

MR. KAROTKIN: -- discovery for that. And that's 

exactly what we're talking about here.

THE COURT: But isn't it easier just to give him the 

information --

MR. KAROTKIN: No, it's --

THE COURT: -- than to fight?

MR. KAROTKIN: -- not easier to -- that's not the way 

2004 is supposed to work --

THE COURT: Well --

MR. KAROTKIN: -- Your Honor.

THE COURT: -- we have different opinions about that.

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 78

of 114
79

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

MR. KAROTKIN: Okay.

THE COURT: So tell me why it's really a burden, 

rather than anything else. To me, it would be much more 

burdensome to have to fend off a motion that --

MR. KAROTKIN: He's asking to go back --

THE COURT: -- hopefully, won't get filed.

MR. KAROTKIN: -- through three years of board 

minutes --

THE COURT: Well, I mean, I think we're back to the --

MR. KAROTKIN: -- all of which have to be --

THE COURT: -- wildfire issue.

MR. KAROTKIN: -- reviewed for privilege. Whatever 

these reports, all have to reviewed for privilege.

THE COURT: Right.

MR. KAROTKIN: Again, to what end? I don't 

understand.

THE COURT: When --

MR. KAROTKIN: Because he does it -- because he's the 

expert, and he does it in every other case?

THE COURT: Well, I don't think --

MR. KAROTKIN: That's not a justification for that.

THE COURT: I think he's going to share it with people 

that are -- have more expertise. That's what we do. That's 

what you do. That's what any bankruptcy specialist would do. 

That doesn't concern me. It concerns this -- you say, to what 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 79

of 114
80

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

end. That's the whole point of getting information. That's 

what a 2004 --

MR. KAROTKIN: No.

THE COURT: -- exam is all about. Well --

MR. KAROTKIN: I think we have a disagreement --

THE COURT: We do.

MR. KAROTKIN: -- about that. I think --

THE COURT: We do.

MR. KAROTKIN: -- a 2004 examination is supposed to be 

a targeted examination as to specific concerns he has or 

potential claims that may come up.

THE COURT: But, Mr. Karotkin, I've heard it from his 

mouth. The concern is this company has falsified records in 

the past, and it has a history of ignoring wildfire safety, and 

it takes responsibility, to some extent, to major fire years. 

And sure, there have been changes at the PUC and changes in the 

district court. But somebody with a stake in the action, 

certainly, can see the information.

I'm inclined to let him look at the information. I 

don't know how to narrow it to make it more efficient.

MR. KAROTKIN: To look at the information, again, Your 

Honor -- I don't want to belabor -- to what end? What is he 

going to do with that information?

THE COURT: There's an old saying about knowledge is 

power. Have you ever heard that expression? And knowledge is 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 80

of 114
81

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

knowledge, because every time you tell me, to what end, I'll 

ask, what's the problem of concealing it -- I mean, of not 

disclosing it? I accept that it's a burden if you have to 

filter out privilege, and he hasn't tried to break the 

privilege, nor is he going to.

But I mean -- so for every, what's the purpose you 

give me, just tell me what's the problem. I just --

MR. KAROTKIN: As I said, the -- Your Honor, we're 

trying to move this case forward --

THE COURT: I know.

MR. KAROTKIN: -- and administer this case, okay? As 

you know, there are many, many things going on in this case.

THE COURT: There are. I --

MR. KAROTKIN: This is a distraction, and this is a 

burden to assemble these documents for no legitimate purpose. 

There is no legitimate purpose here. He stood up and told you 

the reason he wanted this thing was prospective. He didn't 

stand up and tell you he wanted this to investigate whether 

management had engaged in wrongdoing.

THE COURT: Well, he talked about -- some of the 

things that your colleague has agreed to was, certainly, 

consistent --

MR. KAROTKIN: Again, but --

THE COURT: -- with that.

MR. KAROTKIN: -- focusing on this, in his words, he 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 81

of 114
82

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

focused on prospective activity and prospective conduct. Those 

are his words. When he didn't like what I said, then he went 

back and said he wanted it for other reasons. But let's focus 

on why he really wants it and what the relevance is.

He said, again, Your Honor, the relevance is, is this 

company -- what is it going to look like coming out of Chapter 

11? Will people be able to rely on the plan coming out of 

Chapter 11? That's the wildfire mitigation plan. That's what 

everybody is focused on. The CPUC is focused on it. Judge 

Alsup is focused on it. And if that were his legitimate 

interest, that ought to satisfy him, and that's what's relevant 

here.

THE COURT: Okay, Mr. Julian. Tell me again why they 

need to go back in time.

MR. JULIAN: Your Honor, I'll read from page 5 of my 

letter to you, second paragraph under requests 5 to 10.

THE COURT: Okay, one second. Page 5?

MR. JULIAN: Yes.

THE COURT: Okay. I'm there.

MR. JULIAN: At three paragraphs under requests 5 to 

10.

THE COURT: Yeah.

MR. JULIAN: First paragraph, "These requests relate 

to the ordinary corporate governance review of management 

decisions in a case involving repeated criticism of management 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 82

of 114
83

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

decisions by the CPUC, the federal court, and CAL FIRE."

Second paragraph reads, "These documents are relevant 

to explanation of management actions and the investigation of 

management actions by the TCC, where management has a conflict 

investigating itself, for use in the Chapter 11 case. 

Documents are also relevant to debtors' weekly motions", et 

cetera.

And I've supplemented that today by talking it -- by 

clarifying that paragraph 1 refers to investigations by CAL 

FIRE, with respect to, specifically, wildfire safety and 

wildfire claims. It's not true that we are not looking 

backwards. It's a fishbowl, and these are just -- they 

could've produced them by now. They have them in binders, Your 

Honor.

THE COURT: Well, we switched topics again. I thought 

we're talking about requests 11 and 12, which is the wildfire 

safety. So you --

MR. JULIAN: No, 5 through 10 are the board minutes 

of --

THE COURT: Yeah, I know. I know. But we just got 

into the discussion of 11 and 12 about wildfire safety. And 

then you flipped me back to 5 through 10. So --

MR. JULIAN: I thought he was talking about board 

minutes just now in this discussion, not the investigation 

reports. I'm sorry.

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 83

of 114
84

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

THE COURT: I heard him talking about wildfire safety, 

and the CPUC plan --

MR. JULIAN: Oh, because we were just talking about --

THE COURT: -- and the mitigation plan.

MR. JULIAN: -- 11 and 12.

THE COURT: Yeah. Because you have put into 11 

through 16 wrongful conduct of the debtor's officers' and 

directors' ratification -- settlements and ratifications. 

That's pretty broad, and that doesn't -- that's not narrow as 

to wildfire safety. So I mean, I'll accept your representation 

that you've agreed to narrow it down to this one issue. That's 

what you said.

MR. JULIAN: Well, we've narrowed 11 and 12 down to 

dividends, wildfire claims, insider transactions, and wildfire 

safety. They have agreed to three of the four, not wildfire 

safety.

THE COURT: I know. So let's narrow it down to the 

following subject. If we divide the world into past and 

future, you're hearing no resistance by Mr. Karotkin and the 

others for information prospective. And you have the CPUC 

report, and it seems to me you want more than that, because you 

already got that. That's public, right?

So I'll repeat again, why do you need to get to 

wildfire safety, historical versus prospective?

MR. JULIAN: When you say prospective, do you mean 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 84

of 114
85

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

documents created from today forward, or do you mean --

THE COURT: Oh, no, I don't mean -- I mean what's 

going to -- it's exactly what you were talking about. What is 

going to assure your clients, and my constituents, and 

everybody in Northern California --

MR. JULIAN: Oh, I see. Yes.

THE COURT: -- about the fire? Because it's mid-May 

now, right?

MR. JULIAN: The cause of the bankruptcy.

THE COURT: You know what's going to happen in June, 

and July, and August, when it gets dry?

MR. JULIAN: We think they have not yet come clean on 

what they knew that caused these fires. We want to look at 

those reports, so that we know, so that we can be a stakeholder 

in this case and say, it shouldn't happen again in this case. 

And so those reports of what happened are reports about the 

most important thing that caused this bankruptcy. We think 

we're entitled to see them.

THE COURT: Mr. Julian, the bankrupt -- the fires 

happened, and the bankruptcy happened. So it's like going 

back, well, why did the bankruptcy get filed? It got filed. 

So the question is what to do about it. And you've been pretty 

adamant about what your role, and I appreciate what you're 

doing. You're doing it extensively, and very, very much 

important that you do.

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 85

of 114
86

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

But I don't understand why you need to see what was 

done in the past. So I'm going to narrow the --

MR. JULIAN: Let me give an example.

THE COURT: Well, go ahead, because I'm going to --

I'm not inclined --

MR. JULIAN: So --

THE COURT: -- to go back now, after we --

MR. JULIAN: So --

THE COURT: -- think about it some more.

MR. JULIAN: -- if there's a report that says, we did 

not -- we had forty-year-old hooks on the towers, and they were 

obsolete, and we should've replaced those on year 25 --

THE COURT: Um-hum.

MR. JULIAN: -- and these two investigators knew about 

it, we want to be able to say, one, you ought to be replacing 

obsolete stuff before it breaks, before it's time, rather than 

waiting; and two, those types of investigators that you had 

reviewing it should not be doing it in the future.

This is the typical thing that we think has to be 

fixed. So it caused this bankruptcy, the sixth-largest 

bankruptcy case in the nation.

THE COURT: Yeah. Why do you keep saying that? You 

think I don't --

MR. JULIAN: Well --

THE COURT: -- know this?

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 86

of 114
87

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

MR. JULIAN: Well, because it's not -- Your Honor, 

this is the key part of the case.

THE COURT: You keep saying that too.

MR. JULIAN: Okay.

THE COURT: I'm focusing on today's dispute.

MR. JULIAN: We need those documents -- we need those 

reports to help make recommendations how to make this company 

safe. They explain what happened. That's why we need them.

THE COURT: Okay. So there is a report that is 

uncovered that shows that inspector so-and-so told us -- told 

his management two years ago, we need to replace these towers. 

And so now what are you going to do? Now, are you going to ask 

and see, well, they replace the towers? I mean, doesn't the 

current plan talk about what they're doing to deal with these 

issues?

MR. JULIAN: It talks about some of it, but we don't 

think it talks about all of it, because we don't have the 

documents.

THE COURT: But again, it's very broad, the way you 

want to do it. So --

MR. JULIAN: No, it --

THE COURT: -- you want me --

MR. JULIAN: Well, we tried to narrow it down to --

THE COURT: Yeah.

MR. JULIAN: -- very specific reports by -- you don't 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 87

of 114
88

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

convene a special litigation committee or a special audit 

committee to issue a report on wildfire safety unless something 

specific happened.

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

MR. JULIAN: And that --

THE COURT: I don't know if that's true or not. 

I'll --

MR. JULIAN: So, Your Honor, I'll submit it. Those 

are the things we think are important to do our job in this 

case, with respect to what caused the bankruptcy. And we think 

we need to look at them and evaluate them.

THE COURT: So how did you come to know, to even frame 

the question for number 11? Again, I'm focusing on wildfire 

safety, not on board minutes, and dividends, and so on. So I 

mean, why isn't this -- I mean, do you know, for example, there 

was a special litigation committee in existence?

MR. JULIAN: No.

THE COURT: Or, I mean, because it's very broad.

MR. JULIAN: No. So as I mentioned -- not trying to 

brag here -- this is a standard request. When they said to me 

it was too broad, I narrowed it to what I was really looking 

for, that type of thing. So yes, they typically do have 

special litigation committees or committees when an event 

happens. And when a catastrophic event happens like Camp Fire, 

they probably convened a committee to look at it.

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 88

of 114
89

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

If there's no committee, then they have ought to 

produce anything for that class of the documents.

THE COURT: Then why not have a temporal cutoff to the 

events themselves, rather than the prior to that, for now? 

What's wrong with that?

MR. JULIAN: I -- well, that --

THE COURT: In other words -- in other words --

MR. JULIAN: Yes, I would -- I would --

THE COURT: -- reports that relate to the 2017 and 

2018 fires forward -- and forward?

MR. JULIAN: That'd be fine.

THE COURT: All right. I'll go along with that. And 

that's specific, then, and it's specific enough that -- so to 

me, that 11 and 12 are relevant to the 2017 and 2018 fires --

MR. JULIAN: Sure.

THE COURT: -- collectively. And that, obviously, is 

subject to the privileges that we talked about.

Now, do we need -- is there still -- are we still 

visiting the board stuff, or have we got that resolved, the 

board minutes? I --

MR. JULIAN: So, Your Honor, I -- we want to look at 

the board minutes, and there's an objection.

THE COURT: Yeah, but I thought -- again, I'm sorry. 

I'm jumping around, because there are too many topics here. I 

thought there was an agreement about dividends and payment to 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 89

of 114
90

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

executives and insiders.

MR. JULIAN: So what happened was they asked me to 

give them some examples.

THE COURT: And you did.

MR. JULIAN: They took it -- my --

THE COURT: Yeah, right.

MR. JULIAN: -- my discussion as being the only thing 

I was looking at. That could've been my miscommunication. It 

could've been a mishearing. Those, I identified -- I have 

identified four types of things that I'm looking at: 

dividends, wildfire claims, insider transactions, wildfire 

safety.

They're not the only ones we're looking at. As I 

mentioned, we want to know, in a case involving -- my speech, 

you know what this case involves -- the things that happened. 

We don't trust management. We want to look at what happened in 

the board meetings. They've got them in binders. They can 

produce the binders.

THE COURT: Mr. Karotkin, can you -- any reason why 

they can't produce the binders?

Or, Mr. Slack, back to you? You guys are HuntleyBrinkley here. Just tell me any reason why they can't produce 

those binders.

MR. SLACK: It's nice that Mr. Julian somehow knows 

that the company has binders that they just -- that's not the 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 90

of 114
91

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

way it works, Your Honor. And what I'll tell you is is there's 

a number of different boards, committees. What we would have 

to do is look through every one of these. And as you can 

imagine, the board minutes and packages, in particular, have a 

huge privilege review.

And so this is going to be a very labor-intense 

project, to have to go through three years, unbounded by any 

topic. And so, Your Honor, the same way we dealt with 11 and 

12 is, really, the way that both, I think, the law in 2004, as 

well as just a practical aspect, is there -- it should be 

bounded by topics.

THE COURT: So --

MR. SLACK: And --

THE COURT: -- you're going -- but you're okay with 

those four topics' payments?

MR. SLACK: Well, we're okay with the three that we 

agreed to, which was -- and we discussed. In other words, the 

point was we had a meet and confer. And while --

THE COURT: Right, right.

MR. SLACK: -- Mr. Julian says now, they were 

examples, what I can tell you is those were the three that he 

gave us in the meet and confer. He didn't say they were 

examples. They said, here's what -- here's why we want this. 

And --

THE COURT: CEO, other officers, and dividends?

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 91

of 114
92

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

MR. SLACK: That's right. And we said yes to that. 

And what we're suggesting, Your Honor, is that there -- this 

should be topic-based. And if Mr. Julian has other topics, he 

should meet and confer with respect to those topics. And it 

may be that we agree to give him those minutes and board 

packages, with respect to those. But that's our position.

And again, it's the same way we dealt with 11 and 12.

THE COURT: Okay, one second. Let me review one thing 

here on my own. Yeah, when I looked at the original 2004 

motion and decided to wait, and because we had to deal with 

these other matters, it struck me as that I suspect that the 

company would find that some of the requests were extremely 

broad.

I'm going to stick with Mr. Slack's suggestion and 

tell Mr. Julian and the committee that you can have the 

topics -- the three subject matters that have been discussed 

right now: the CEO payment, the officer and director payments, 

and dividends. Again, I don't know what you're going to do 

with the dividend information. And we'll just keep open the 

question on a specific topic-by-topic meet and confer.

If there's a particular topic and a particular 

relevance that you believe, Mr. Julian, that you can insist on, 

and the other side will not, I'll do my best to resolve it.

I'll narrow the 2004 -- this aspect of the issue, as 

I've described, and as to the wildfire safety, the two topics 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 92

of 114
93

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

of the years that we've talked about.

And then that -- I believe that leads us to the 

protective order. So what do you want me to do? Decide when 

the protective order can be exchanged? By Wednesday? Does 

that work? I don't know why we're debating the date that a 

protective order has to be drafted.

MR. SLACK: Your Honor, if you really think that --

what I told Mr. Julian was we would get it to him by next week. 

He wanted a bounded date. I said, Friday, but we're going to 

endeavor to get it to you earlier. I'm surprised that that's 

not good enough, but we'll do whatever Your Honor says you want 

us to do.

THE COURT: But what is it -- what is it that has to 

be done? Is it just a question of a number of lawyers --

MR. SLACK: Yes.

THE COURT: -- or your client, or who's going to be --

MR. SLACK: Yeah, so, Your Honor, I mean, this is a 

protective order, obviously, that will govern the case, as a 

whole.

THE COURT: Right, right.

MR. SLACK: So we're taking some time to make sure we 

get it right, thinking about all the different aspects. And as 

you point out, there are a number of eyes that have to touch it

before we can get it out. So we said, give us until next 

Friday, but we'll try to get it earlier.

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 93

of 114
94

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

THE COURT: Okay, you know what? You can have until 

Friday, but you also have to work with him on an agreed form of 

order for today's matters as well. So it's got -- I want to --

I'm going to dump and scrap the proposed 2004 order.

And I'd like you, Mr. Slack, and Mr. Julian to work 

together on an agreed -- we'll call it a 2004 order or call it 

a 2004-plus informal letter discovery order, but I'd like an 

order that clarifies and restates what we've talked about.

The written transcript is what it is, but a simple 

order is a little more important and useful.

MR. SLACK: Okay, Your Honor.

THE COURT: Any reason why you can do that? You can 

do that, can't you, by the same deadline? I mean, it seems --

MR. SLACK: Work on it -- work on it -- work on an 

order with respect to the hearing, Your Honor?

THE COURT: Yeah. What I'm getting --

MR. SLACK: Yeah.

THE COURT: What I'm getting --

MR. SLACK: Yes.

THE COURT: -- at is that what started as my way of 

handling easy discovery disputes has turned into two-hour 

disputed conference, which is okay. I don't care. I'm not mad 

at anybody. But out of it, we've talked about a number of 

things. And both sides and their clients are entitled to some 

certainty.

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 94

of 114
95

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

So you, Mr. Slack, you, Mr. Julian, agree on a form of 

order. If you can't agree on a form of order, we'll have 

another hearing. But I'd rather that you agreed on the order.

And you'll have to live with the next Friday, Mr. 

Julian, for --

MR. JULIAN: Got it.

THE COURT: -- the order you're looking for.

MR. SLACK: That's fine, Your Honor. Thank you.

THE COURT: Mr. Karotkin, as long as you're here --

MR. KAROTKIN: Thank you, Your Honor.

THE COURT: -- if you'll put -- you, and Ms. Kim, and 

others in with you would set an agenda for tomorrow and a 

sequence, because I know there's been some changes the last 

little while.

MR. KAROTKIN: I'm sorry. I didn't hear your 

question.

THE COURT: Well, that there've been some changes. 

There've been --

MR. KAROTKIN: Yes.

THE COURT: -- a couple things --

MR. KAROTKIN: Yes, I think --

THE COURT: -- that have already been put over.

MR. KAROTKIN: I think the retentions of FTI and 

Compass --

THE COURT: Right. But I haven't seen a -- an agenda 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 95

of 114
96

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

for tomorrow the way I've seen in the past, unless it was done 

this morning.

MR. KAROTKIN: I'm not sure the --

THE COURT: And so I just wanted to --

MR. KAROTKIN: It may have been done --

THE COURT: It's all right. I --

MR. KAROTKIN: -- while we were here.

THE COURT: -- don't care that it's not done. I just 

want to see -- well, let's do this. Can I ask you to suggest, 

by the end of the day, the sequence you want to take tomorrow? 

You can use your own judgment on where the timing's going to 

be.

I'm assuming the TURN motion's going to get a lot of 

attention and publicity. But a couple of the other ones are 

still hotly contested, and so I just like to make sure we use 

the time efficiently.

MR. KAROTKIN: Sure.

THE COURT: I don't want to put a roomful of people 

through awaiting discussing whether somebody's retention order 

has to be tweaked because of some provision in it. So just do 

it that way.

Mr. Benvenutti's standing. He must be --

MR. BENVENUTTI: Your Honor --

THE COURT: -- ready to do this too.

MR. BENVENUTTI: -- yes, I can't speak to the specific 

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 96

of 114
97

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

provisions, but I do know that Ms. Kim has been working very 

diligently --

THE COURT: Yeah.

MR. BENVENUTTI: -- on completing it. It's gone 

through various permutations because things have fallen --

THE COURT: It changes every five minutes.

MR. BENVENUTTI: -- fallen off the calendar.

THE COURT: Right.

MR. BENVENUTTI: But I would be very surprised if we 

don't have it to you by midafternoon.

THE COURT: I'm not worried about it for me. I'm 

worried about it for the public and everybody else, so when we 

come in here tomorrow, we're all on the same page. In the 

past, I've tried to defer to let your side pick the sequence. 

And so all I'm doing is, let's do it the same way and be 

mindful of which ones are going to take time, for sure, and 

which ones are no-brainers, for sure.

MR. BENVENUTTI: I believe we're trying to do that, 

Your Honor.

THE COURT: Yeah.

MR. BENVENUTTI: And I expect that everyone will have 

that order at some point this afternoon, probably sooner rather 

than later.

THE COURT: Okay. Thank you, all. See you 

tomorrow --

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 97

of 114
98

PG&E Corp.; Pacific Gas and Electric Company 

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

MR. BENVENUTTI: Thank you very much.

UNIDENTIFIED SPEAKER: Thank you, Your Honor.

THE COURT: -- some of you. Bye.

(Whereupon these proceedings were concluded at 12:38 PM)

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 98

of 114
99

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

20

21

22

23

24

25

C E R T I F I C A T I O N

I, Michele A. Clutts, certify that the foregoing transcript is 

a true and accurate record of the proceedings.

________________________________________ 

/s/ MICHELE A. CLUTTS

eScribers

7227 N. 16th Street, Suite #207

Phoenix, AZ 85020

Date: May 9, 2019

Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 99

of 114
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 8, 2019

A

ABC (1)

 10:4

ability (1)

 58:17

able (8)

 29:3;30:18;31:17,18;

 44:8;61:12;82:7;86:15

absorb (2)

 38:21;56:17

accept (2)

 81:3;84:10

access (2)

 59:6;64:13

account (1)

 75:1

accused (1)

 53:23

acknowledge (1)

 70:9

acknowledged (1)

 76:19

act (3)

 45:3;50:10;75:14

acting (1)

 38:22

action (5)

 38:23;53:3;72:19;

 78:5;80:17

actions (2)

 83:3,4

activity (2)

 54:21;82:1

actually (7)

 4:10;46:24;53:11;

 61:25;62:8;64:12;65:1

adamant (1)

 85:23

add (3)

 12:2;27:16;36:13

adding (1)

 39:1

additional (1)

 9:5

address (4)

 20:20;70:19;72:4;

 76:24

addressed (2)

 70:14;77:16

administer (1)

 81:11

admit (1)

 19:3

ado (1)

 45:7

advance (2)

 13:21;17:15

adversarial (1)

 28:8

adversary (10)

 23:25;24:13;25:16,

 17,19;27:1;28:1;29:3;

 35:2,24

advice (1)

 11:5

advisors (1)

 40:25

afternoon (1)

 97:22

again (44)

 12:18;13:2;14:13;

 18:6;20:11;22:18,21;

 26:25;27:24;29:22;

 31:1;32:19;33:25;

 35:17;40:24;44:2;46:1;

 47:17;51:11;52:24;

 55:15;56:16;58:19;

 61:12;62:13;66:22;

 70:9;74:14,23;75:8;

 76:17;79:15;80:21;

 81:23;82:5,13;83:15;

 84:23;85:15;87:19;

 88:13;89:23;92:7,18

against (21)

 5:21;6:20,22;9:9,15,

 19;15:13;21:19;26:20;

 33:17,18;36:4;37:20;

 38:2,9,10;39:11,14;

 41:1;47:2;53:3

agencies (3)

 18:23;30:20;49:6

agenda (3)

 48:12;95:12,25

agendas (1)

 54:12

agitated (1)

 51:22

ago (6)

 14:11;29:9;71:21,21,

 22;87:11

agree (17)

 8:11,12;42:11,19;

 45:15;47:10,13;57:6;

 60:9,11;61:8;62:17;

 65:12;73:25;92:5;95:1,

 2

agreed (25)

 6:13,15,18;7:4,25;

 8:14;9:1;15:15;20:25;

 27:8;42:7;44:3;56:4,

 19;59:5;62:17,18,19;

 81:21;84:11,15;91:17;

 94:2,6;95:3

agreeing (3)

 43:24;44:4;57:7

agreement (9)

 8:17;9:5;20:22;

 45:11;46:12;52:11;

 56:13;63:24;89:25

agreements (6)

 3:22;6:9;20:25;

 32:10,13,15

ahead (10)

 12:4;36:10;40:4,9;

 47:14;50:20;54:15;

 58:4;68:5;86:4

allegedly (1)

 70:11

allow (3)

 29:19;41:24;54:2

almost (2)

 28:25;76:13

alone (1)

 19:7

along (3)

 20:3;44:12;89:12

Alsup (13)

 48:18;49:9,11;66:24;

 67:15;68:21;69:10;

 74:2,7;76:25,25;77:1;

 82:10

Alsup's (1)

 74:3

alternative (2)

 27:12;65:19

alternatives (1)

 53:18

always (1)

 44:21

ambiguity (1)

 42:25

ameliorative (1)

 72:19

amount (1)

 39:6

analyses (3)

 10:20;30:4;32:18

analysis (2)

 11:1;26:22

analyst (1)

 11:5

analysts (2)

 5:22;8:25

analytical (1)

 32:8

analyze (5)

 36:2,5;38:8,9,21

analyzes (1)

 30:2

Andrew (1)

 63:21

anew (1)

 74:6

Apart (2)

 18:18;59:20

apologize (2)

 35:17;38:17

appear (2)

 3:7;57:12

Appearances (1)

 3:6

application (6)

 3:22;4:11,12;5:20;

 30:15;48:3

applications (1)

 3:19

apply (1)

 25:14

appointment (1)

 78:12

appreciate (1)

 85:23

approach (1)

 20:13

appropriate (9)

 23:25;26:6;29:4;

 64:15;70:13,15;78:11,

 13,13

area (2)

 5:25;53:6

argument (4)

 9:18;22:5;28:5;42:6

arising (1)

 11:11

arose (2)

 19:4,5

around (3)

 39:12;50:12;89:24

art (1)

 72:7

aside (3)

 61:8,22;63:2

aspect (3)

 66:20;91:10;92:24

aspects (1)

 93:22

assemble (1)

 81:15

assertion (2)

 15:3,4

assess (1)

 37:19

assessment (5)

 9:1,8;13:20,25;18:12

asset (6)

 6:24;7:23;9:12,13;

 12:15;37:17

assets (3)

 7:14;12:14;17:6

assume (2)

 3:9;30:22

assuming (2)

 4:19;96:13

assure (1)

 85:4

astonishing (1)

 76:9

attempt (3)

 14:9;15:22;49:16

attend (1)

 46:24

attention (1)

 96:14

attract (1)

 77:6

audit (2)

 72:10;88:1

auditors (2)

 55:22;72:11

August (1)

 85:11

authorize (1)

 38:19

available (1)

 30:6

avoid (2)

 17:16;18:20

avoidance (1)

 53:3

awaiting (1)

 96:19

aware (1)

 68:12

away (3)

 40:8,19;75:22

B

back (32)

 17:5;19:25;20:17;

 31:2;43:1;44:14;46:13,

 18;48:21;49:17,24;

 50:7;56:20;61:7;62:25;

 64:17;69:18;70:1;

 71:25;72:1;74:5,19,24;

 77:20;79:5,9;82:3,14;

 83:22;85:21;86:7;

 90:21

background (1)

 22:24

backwards (1)

 83:12

bad (1)

 34:7

balance (1)

 45:12

bankrupt (1)

 85:19

bankruptcy (29)

 5:4,4;8:22;11:19;

 17:17;19:2,3,8;23:12,

 24;26:6;27:20;28:2;

 38:1;48:13,14;52:1,3,

 6;53:24;54:25;79:24;

 85:9,17,20,21;86:20,

 21;88:10

based (1)

 47:10

basically (2)

 8:17;55:20

basis (4)

 21:9,9;45:1;72:17

Bay (2)

 42:7;43:5

bear (1)

 22:21

beg (1)

 14:14

behalf (2)

 9:3;63:21

behind (1)

 47:6

belabor (2)

Min-U-Script® eScribers, LLC | (973) 406-2250

operations@escribers.net | www.escribers.net

(1) ABC - belabor Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 100

of 114
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 8, 2019

 62:11;80:22

belongs (1)

 39:17

benefit (1)

 41:20

BENVENUTTI (8)

 96:23,25;97:4,7,9,18,

 21;98:1

Benvenutti's (1)

 96:22

best (1)

 92:23

better (2)

 77:15,15

big (8)

 14:19;17:7,8;38:3;

 58:14;64:18;73:21;

 76:7

biggest (3)

 17:19;19:5;53:24

billion (8)

 6:24;11:4,6,8;13:16;

 19:6;39:4;40:18

billion-dollar (1)

 17:16

billions (1)

 13:23

binders (6)

 83:13;90:17,18,20,

 23,25

bird (1)

 65:21

bit (2)

 12:7;75:22

blameless (2)

 30:2,3

board (40)

 5:2,3,5,8,11;6:5;

 48:11,11,12;49:9,20;

 52:13,23;54:1,12,12,

 12,13,15,19,21;55:9,

 21;57:12,24;60:16,19;

 66:7,14;72:9;79:7;

 83:18,23;88:14;89:19,

 20,22;90:17;91:4;92:5

boards (2)

 60:20;91:2

board's (1)

 48:12

bogey (1)

 17:8

bond (5)

 66:6,8,12,12;71:15

bonds (3)

 41:10;58:12,13

books (1)

 19:7

booming (1)

 75:22

Both (6)

 5:16;10:4;35:13;

 64:3;91:9;94:24

bother (1)

 49:3

bounded (5)

 24:15;35:4;60:21;

 91:11;93:9

brag (1)

 88:20

Brawder (1)

 46:13

breach (1)

 10:23

breached (1)

 11:2

break (6)

 38:15;44:22;45:10;

 46:5,9;81:4

breaks (1)

 86:16

bring (1)

 38:22

Brinkley (1)

 90:22

broad (12)

 4:17;24:23;25:16;

 28:23;56:2;61:23;

 65:25;84:9;87:19;

 88:18,21;92:13

broader (7)

 31:5;42:15;45:18;

 51:6;66:20;73:10,10

broad-ranging (1)

 25:8

Bruno (2)

 11:6;13:14

bucket (1)

 4:10

buckets (1)

 73:15

build (1)

 5:17

building (1)

 5:16

burden (9)

 26:4;35:12;62:10;

 77:8,11,15;79:2;81:3,

 15

burdensome (8)

 23:4;35:14;55:1,2;

 77:17,19,21;79:4

burn (3)

 29:25,25;30:1

burned (2)

 21:18;29:13

Butte (2)

 29:10;52:7

Bye (1)

 98:3

bypass (1)

 28:16

C

CAL (4)

 17:25;51:18;83:1,9

calendar (2)

 50:18;97:7

CALIFORNIA (3)

 3:1;63:19;85:5

Call (6)

 3:3;29:9;63:9,19;

 94:6,6

called (1)

 65:22

calls (2)

 53:12;67:2

came (3)

 45:6;57:19;69:2

camp (7)

 8:21;11:11;17:16;

 19:4,7;36:19;88:24

campfire (2)

 5:23;25:7

can (43)

 3:7;8:3;9:23;12:2;

 15:8,23;16:4;17:5;

 20:4,14;24:14;29:23;

 30:4;34:1;36:5,7;

 38:22;44:5;46:9;53:15;

 58:11;60:21;61:15;

 67:23,24;68:14,25;

 75:4;80:18;85:14;

 90:17,19;91:3,21;

 92:15,22;93:4,24;94:1,

 12,12;96:9,11

candidate (1)

 30:7

capital (1)

 58:10

care (3)

 44:14;94:22;96:8

careless (1)

 21:18

Caribou-Palermo (1)

 14:3

case (59)

 5:16;7:5;11:9;13:16;

 16:4,11;18:4;19:6;

 21:23;23:8;25:14;28:9,

 18;37:12;39:1;40:16;

 41:12,19;48:14,16,17;

 49:6,18,20;53:12,22,

 24;54:25;58:9,14,16,

 24,24;64:4;65:17;

 72:22;73:18,18,19,21;

 74:10,12;77:10,13;

 78:12;79:19;81:9,11,

 12;82:25;83:5;85:15,

 15;86:21;87:2;88:10;

 90:14,15;93:18

cases (8)

 23:11,15,19;24:17;

 25:15;35:5;75:15,17

cash (1)

 41:10

catastrophic (3)

 17:17;18:5;88:24

categories (3)

 20:4;38:20;57:8

category (3)

 11:13;17:12;55:17

causation (2)

 9:18;23:3

cause (5)

 12:22;18:24;19:8;

 62:7;85:9

caused (18)

 8:21,22;12:23;17:15,

 20;19:2,4;21:18;23:1;

 26:11;29:25;30:1;34:7;

 53:23;85:13,17;86:20;

 88:10

causes (1)

 30:18

CEO (7)

 52:12,14;61:4;62:16,

 22;91:25;92:17

certain (2)

 39:2;59:12

certainly (9)

 21:9;23:14;28:25;

 53:4;61:17;63:12;65:2;

 80:18;81:21

certainty (1)

 94:25

cetera (4)

 60:16,16;70:6;83:7

chair (2)

 59:2,20

change (2)

 72:1;76:23

changed (1)

 76:23

changes (5)

 80:16,16;95:13,17;

 97:6

channeled (1)

 7:20

Chapter (10)

 41:12;49:14;52:25;

 68:15;75:17;77:5,6;

 82:6,8;83:5

charge (2)

 19:6;47:22

checked (1)

 49:13

cite (2)

 23:11,18

city (1)

 21:25

Civil (2)

 24:16;25:9

claim (36)

 9:9,15;10:1,6,9,17,

 21,21,22;11:2;15:13;

 19:22,23;21:19;23:9,9,

 10,20,20;24:12;26:20,

 21;28:3;31:18;33:18;

 37:20;38:2,9,9;39:5,10,

 13,16;41:1;52:8;73:18

claimant (3)

 19:21,21,21

claimants (3)

 15:25;37:18;39:3

claimants' (2)

 9:19;30:7

claims (35)

 5:17,18,21;6:20,22,

 22;7:5,21;12:2;15:11;

 21:7,24;22:15,17;

 28:24;31:19;35:25;

 37:11,12,15;39:21;

 40:15;47:2;48:16;

 51:19;54:7,9;56:3,6;

 57:5;70:11;80:11;

 83:11;84:14;90:11

clarification (1)

 46:22

clarifies (1)

 94:8

clarify (5)

 36:24;37:8;67:23;

 68:2;71:23

clarifying (2)

 36:13;83:9

clarity (1)

 65:7

class (1)

 89:2

clean (1)

 85:12

clear (9)

 15:21;23:22;28:19;

 36:7;42:6,25;47:4;

 65:6;69:15

clearances (2)

 74:18,18

clearer (1)

 74:22

clearing (1)

 18:1

clearly (1)

 52:25

CLERK (2)

 3:4;77:19

clever (1)

 66:16

client (1)

 93:16

clients (2)

 85:4;94:24

close (2)

 75:18,21

closely (1)

 8:23

co-counsel (2)

 45:10;46:6

Code (2)

 63:20,20

collar (1)

 72:8

colleague (1)

 81:21

colleagues (1)

Min-U-Script® eScribers, LLC | (973) 406-2250

operations@escribers.net | www.escribers.net

(2) belongs - colleagues Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 101

of 114
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 8, 2019

 63:25

collectively (1)

 89:16

coming (8)

 13:19;27:4;46:18;

 49:22,24;50:17;82:6,7

comment (2)

 43:21;46:25

comments (1)

 31:5

Commercial (2)

 63:20,20

committed (2)

 31:15;76:23

committee (36)

 3:19;5:5;14:16;

 18:25;19:11;26:8;30:8,

 15,16,17;34:1;35:25;

 36:2,3;39:20;40:14;

 50:22;51:21;55:11,11,

 14,21,21;63:22;67:4;

 72:9,9;76:10,11,21;

 88:1,2,16,25;89:1;

 92:15

committees (8)

 19:14;55:8;60:20;

 73:3,6;88:23,23;91:2

committee's (1)

 68:9

common (4)

 7:7,15;62:6,11

company (37)

 10:4;18:7;21:12;

 35:19;38:3,3;39:17;

 40:2;46:25;47:1,3;

 48:21;49:13;50:23;

 52:25;58:9,11;66:25;

 67:3;68:13,14,18;69:9;

 70:6,11;71:18,21;

 73:20,22;77:5,8,11;

 80:13;82:6;87:7;90:25;

 92:12

company's (5)

 28:16;58:13,17;

 70:16;77:2

Compass (1)

 95:24

compensation (4)

 49:21;51:7;55:14;

 62:17

completing (1)

 97:4

complex (1)

 60:4

compliment (1)

 35:12

comply (3)

 42:22;43:25;45:12

concealing (1)

 81:2

concept (3)

 12:6;29:15;74:19

concepts (1)

 12:6

conceptually (1)

 11:16

concern (3)

 68:12;79:25;80:13

concerned (4)

 68:9;69:10,20;75:11

concerns (5)

 19:13;42:8;51:5;

 79:25;80:10

concluded (1)

 98:4

conclusions (1)

 35:21

conditions (1)

 74:4

conduct (8)

 22:6;32:25;33:1;

 35:3;42:13;64:14;82:1;

 84:7

confer (8)

 61:1,15,17;62:20;

 91:18,22;92:4,20

conference (2)

 47:19;94:22

conferences (1)

 25:2

confirm (2)

 45:17;61:15

confirmation (2)

 40:13,14

conflict (1)

 83:4

connect (1)

 13:6

connected (1)

 13:13

connection (4)

 12:22;13:7;14:21;

 24:13

consensual (1)

 41:5

considering (2)

 43:22;52:20

consistent (4)

 20:13;43:2;61:3;

 81:22

constituents (1)

 85:4

consult (1)

 44:6

contested (4)

 5:7,9,11;96:15

context (2)

 34:13;77:4

contract (6)

 7:15;9:12;10:23;

 19:21;39:2;41:21

contractor (13)

 10:2;20:20,25;21:1,

 18;22:25;30:16;31:9,

 11;36:4;42:12;43:7;

 44:20

contractors (29)

 3:23;5:21;6:21;7:1;

 8:8;15:14;21:10,11,16;

 22:1,6,7,9;31:8,20,21;

 32:20;33:19;34:3;

 36:15,20;37:18;42:3,

 14,18;43:4;44:2;45:21,

 25

contractors' (1)

 33:1

contracts (13)

 7:3,3,20;8:1,12,16,

 24;9:11,22;31:12;52:7,

 8,15

contractually (1)

 31:18

contrary (1)

 64:6

controlling (2)

 23:13,16

convene (1)

 88:1

convened (1)

 88:25

conversation (3)

 60:22,25;61:13

conversations (1)

 47:10

cooperate (1)

 50:13

cooperated (2)

 20:23;63:12

copy (3)

 68:21,25;69:2

corporate (3)

 51:16;54:24;82:24

Corporation (1)

 3:4

corroded (1)

 14:6

counsel (7)

 44:6;45:12;47:8;

 55:22,23;72:11;73:6

county (1)

 29:10

couple (4)

 23:14;60:15;95:20;

 96:14

course (2)

 6:4;52:4

Court (413)

 3:3,5,13,17,20,24;

 4:2,4,15,23,25;5:10,14,

 24;6:4,7,12,14;7:6,9,

 12,16,18;8:3,7,10,15,

 19;9:24;10:2,7,11,15,

 22,25;11:12,15,18,25;

 12:4,11,18,21;13:5,8,

 12,15,17;14:8,13,19,

 24;15:2,9,15,20;16:3,7,

 10,15,20,23;17:1,3,5,

 10,12,21;18:6,11,14,

 17,22;19:13,18;20:11,

 17;21:1,3,5,13,15,17,

 22;22:3,18,21,23;

 23:12,15,16;24:2,6,10,

 18,20,24;25:2,5,11,14,

 23;26:3,7,18;27:5,16,

 18,22;28:4,13;29:6,22;

 30:11,22;31:1,10,14,

 16,22;32:1,4,6,13,15,

 21,24;33:2,6,10,12,15,

 20,23,25;34:14,17,24;

 35:6,10,16;36:9,11,17,

 22;37:1,13,15,19,22,

 25;38:5,8,13,18;39:8,

 12,16,19,23,25;40:2,4,

 6,8,17,20,24;41:4,8,14,

 16,22;42:17;43:10,12,

 15,18,21;44:10,19,22,

 25;46:1,4,8,15,17,21,

 23;47:5,14,17,25;48:4,

 7,10,19,25;49:2,10,24;

 50:3,5,8,10;51:1,4,6,9,

 11,18,25;52:4,10,16,

 18,22,24;53:7;54:5,8,

 18,23;55:2,5,10,13,24;

 56:10,12,16,24;57:2,9,

 14,17,23;58:1,4,22;

 59:1,4,6,7,14,25;60:3,

 8,11;61:15;62:15,21;

 63:2,7,9,15,19,23;

 64:16,20;65:11,13,16;

 66:4,9,21;67:14,22,25;

 68:2,4,6,20,23;69:2,5,

 7,13,15,21,23,25;70:5,

 15,20,23,25;71:4,6,10,

 12,14,17,23;72:3,24;

 73:4,7,9,23,25;74:14;

 75:5,10,14,18,21,25;

 76:3,6,14,16;77:14,24;

 78:5,7,10,14,17,20,23,

 25;79:2,6,9,11,14,17,

 20,22;80:4,6,8,12,17,

 24;81:10,13,20,24;

 82:13,17,19,22;83:1,

 15,20;84:1,4,6,17;85:2,

 7,10,19;86:4,7,9,13,22,

 25;87:3,5,9,19,22,24;

 88:4,6,12,18;89:3,7,9,

 12,16,23;90:4,6,19;

 91:12,14,19,25;92:8;

 93:13,16,20;94:1,12,

 16,18,20;95:7,9,11,17,

 20,22,25;96:4,6,8,18,

 24;97:3,6,8,11,20,24;

 98:3

cover (4)

 6:23;8:17;9:23;23:2

covered (1)

 10:3

CPUC (10)

 68:19,24;69:12;

 73:14;76:20;77:3;82:9;

 83:1;84:2,20

Cravath (2)

 36:13;44:7

create (1)

 37:6

created (1)

 85:1

creating (1)

 39:10

creditors (2)

 15:5;63:22

creditors' (1)

 19:11

criticism (2)

 51:17;82:25

criticized (1)

 49:7

culpability (1)

 28:10

culpable (2)

 7:10;12:23

current (2)

 49:23;87:14

cute (1)

 66:16

cutoff (1)

 89:3

cutting (1)

 74:18

D

DA (1)

 18:24

damage (2)

 17:16;22:9

data (1)

 66:13

date (4)

 29:18;59:12;93:5,9

dated (1)

 65:22

day (5)

 19:15;31:3;59:25;

 77:11;96:10

days (4)

 59:18,19,21;78:2

deadline (1)

 94:13

deal (5)

 48:11;49:23;76:8;

 87:14;92:10

dealing (10)

 6:2;7:13;19:15;

 27:21;44:7,17;52:24;

 54:8;56:11,15

deals (5)

 5:8,20;9:18;54:24;

 66:17

dealt (4)

 19:23;55:15;91:8;

 92:7

debate (3)

 42:23;43:25;71:7

debating (1)

Min-U-Script® eScribers, LLC | (973) 406-2250

operations@escribers.net | www.escribers.net

(3) collectively - debating Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 102

of 114
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 8, 2019

 93:5

debtor (15)

 4:14;9:2,3,5;23:22;

 30:19;34:11,17;35:10,

 11;37:18;38:19;55:1;

 56:19;78:2

debtors (17)

 3:16;6:13,15;19:3;

 20:9,23;25:7;29:1;

 36:13;40:11;43:11;

 47:9;50:12;57:5;59:5;

 60:21;68:8

debtors' (1)

 83:6

debtor's (6)

 5:20;6:19;16:13;

 23:21;63:3;84:7

decide (4)

 28:10;41:16;45:8;

 93:3

decided (4)

 23:24;24:2,9;92:10

decision (1)

 20:15

decisions (6)

 49:6,7;51:16;53:25;

 82:25;83:1

decrease (2)

 15:24;18:19

deenergizing (1)

 17:23

defeat (1)

 11:21

defendant (2)

 9:11,22

defendants (2)

 9:2;10:13

defer (2)

 67:6;97:14

definition (1)

 42:18

definitions (1)

 47:12

delayed (1)

 59:18

delivered (1)

 54:12

demonstrating (1)

 74:25

denied (1)

 50:6

dense (1)

 15:20

deny (1)

 77:25

depending (4)

 6:25;7:17,19,21

deposited (1)

 5:18

describe (3)

 18:15;32:15,16

described (4)

 14:15;15:22,24;

 92:25

describing (1)

 11:13

desire (1)

 5:17

destroyed (1)

 29:13

determine (6)

 14:16;15:10,13;16:8;

 18:4;39:5

determined (2)

 30:4,5

determining (1)

 30:6

difference (5)

 7:13,14;33:8;34:18;

 48:20

differences (1)

 46:10

different (21)

 11:12,16,18;13:2;

 14:22;16:1;17:19,24;

 18:10;21:25;26:22;

 29:16;31:2;42:15;51:1;

 54:9;56:22;74:21;

 78:25;91:2;93:22

differently (1)

 56:25

diligently (1)

 97:2

dilute (1)

 15:5

direct (2)

 21:19;38:19

directed (1)

 22:16

directly (4)

 21:6;22:14;39:2;

 41:21

director (1)

 92:17

directors (1)

 62:16

directors' (1)

 84:8

disadvantage (4)

 24:18,20,22;30:6

disagree (3)

 15:18;61:8;66:11

disagreed (1)

 62:1

disagreeing (1)

 56:15

disagreement (2)

 5:1;80:5

disaster (1)

 13:13

disclosing (1)

 81:3

disclosure (2)

 53:16,19

discover (1)

 26:14

discoverer (1)

 26:7

discovery (34)

 3:6,21;5:16;9:20,20;

 13:18;14:19;19:16,25;

 20:13;23:10;24:12,16;

 25:25;26:5,25;28:2,24;

 29:1,4,19;35:3,11;

 37:10;40:23,25;41:17;

 45:4;49:3;50:16;62:9;

 78:15;94:7,21

discuss (2)

 46:9;61:17

discussed (5)

 47:9,9;62:25;91:17;

 92:16

discussing (2)

 12:14;96:19

discussion (7)

 38:20;61:6;62:1;

 67:19;83:21,24;90:7

discussions (1)

 68:10

dispute (7)

 3:6;45:4;47:19;

 49:25;59:4;60:17;87:5

disputed (1)

 94:22

disputes (4)

 5:16;20:14;47:11;

 94:21

disputing (1)

 61:22

distinguished (1)

 73:13

distraction (1)

 81:14

district (3)

 23:15;74:8;80:17

divide (1)

 84:18

dividend (4)

 48:17;50:15,23;

 92:19

dividends (19)

 6:6;48:21;49:12,14,

 15;56:3,6,20,20;57:4;

 60:23;61:5;62:24;

 84:14;88:14;89:25;

 90:11;91:25;92:18

document (3)

 16:17;34:5;69:4

documents (23)

 13:10;14:1;17:13;

 18:12;21:6;32:15,16;

 33:4,13;45:23;56:19;

 59:6,17;66:6;72:6,23;

 81:15;83:2,6;85:1;

 87:6,18;89:2

dollar (4)

 11:6,21;19:6;39:6

dollar- (1)

 11:8

dollars (7)

 6:24;13:23;39:4;

 40:18;52:2,12,14

done (12)

 10:18;18:20;36:19,

 20;41:10;43:7;74:15;

 86:2;93:14;96:1,5,8

doomsday (1)

 34:1

door (3)

 21:15,17;26:12

doubt (1)

 28:18

down (21)

 4:16;5:2;11:23;12:7,

 13;21:18;27:4;30:1;

 34:7;38:24;41:9;47:11;

 53:15,20;54:9;56:8;

 59:9;84:11,13,17;

 87:23

draft (1)

 59:17

drafted (2)

 59:22;93:6

drafting (1)

 60:4

dragged (1)

 50:13

drawing (1)

 32:9

dry (1)

 85:11

dump (1)

 94:4

duplicating (2)

 19:14;35:7

duplication (1)

 19:20

during (6)

 5:4;40:13;49:20;

 54:21;69:3;72:17

duty (2)

 11:2;60:9

E

earlier (3)

 64:7;93:10,25

early (1)

 54:21

easier (2)

 78:17,21

easy (1)

 94:21

educated (1)

 74:17

effect (2)

 26:14;42:17

efficient (2)

 64:10;80:20

efficiently (1)

 96:16

effort (1)

 19:20

efforts (1)

 58:19

either (6)

 15:2,20;23:25;24:13;

 30:19;39:19

electrical (1)

 7:2

electronically (1)

 64:2

elements (1)

 58:12

eliminate (2)

 16:5,6

else (10)

 18:9,24;19:9;26:9;

 37:3;50:22;67:19;76:4;

 79:3;97:12

elsewhere (1)

 52:19

emergency (1)

 29:8

employee (1)

 14:5

employment (1)

 19:19

encompassing (1)

 25:1

encourage (1)

 46:12

end (12)

 14:25;45:11;57:14;

 59:23;78:4,6,6;79:15;

 80:1,22;81:1;96:10

endeavor (1)

 93:10

energy (1)

 49:24

engaged (1)

 81:19

enhance (1)

 71:14

enough (4)

 61:10;76:22;89:13;

 93:11

entails (1)

 45:16

entitled (8)

 29:1;36:3;37:4,5;

 72:21;73:21;85:18;

 94:24

entity (1)

 28:15

equips (1)

 40:25

essentially (2)

 9:16;21:7

establishable (1)

 29:18

established (2)

 19:6;29:19

estate (6)

 6:24;7:14,23;9:13;

Min-U-Script® eScribers, LLC | (973) 406-2250

operations@escribers.net | www.escribers.net

(4) debtor - estate Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 103

of 114
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 8, 2019

 39:3;40:15

estimate (2)

 6:22;37:11

estimation (9)

 23:25;24:14;27:2,25;

 28:21,22;29:4;35:2;

 75:12

et (4)

 60:16,16;70:6;83:6

evaluate (5)

 11:10;15:8;17:2;

 40:22;88:11

evaluated (3)

 6:20;40:12;77:4

evaluating (1)

 47:1

evaluation (1)

 69:14

even (9)

 7:6;11:7;13:23;

 16:21;20:24;30:15;

 65:14;68:11;88:12

event (5)

 12:22;17:17;46:19;

 88:23,24

events (1)

 89:4

everybody (6)

 23:23;28:17;29:2;

 82:9;85:5;97:12

everyone (4)

 18:24;19:9;49:6;

 97:21

evidence (2)

 29:15,16

ex (1)

 45:1

exact (1)

 42:8

exactly (7)

 27:15;29:17;34:4;

 61:20;67:11;78:16;

 85:3

exam (2)

 4:18;80:4

examination (4)

 5:11;70:14;80:9,10

example (12)

 22:25;25:13;26:10;

 29:24;51:23,24;55:13,

 13;66:6;74:16;86:3;

 88:15

examples (3)

 90:3;91:21,23

exams (1)

 44:25

except (3)

 57:6;60:4;72:15

exchange (2)

 41:24;70:25

exchanged (1)

 93:4

exchanging (1)

 63:4

Excuse (1)

 59:14

executive (1)

 51:7

executives (1)

 90:1

Exhibit (2)

 4:22;48:9

exist (2)

 35:23;37:6

existed (1)

 54:13

existence (1)

 88:16

exists (5)

 15:13;35:22;39:13;

 65:14,23

expect (1)

 97:21

expected (1)

 30:14

expedition (1)

 77:7

expeditiously (1)

 53:13

expert (3)

 30:2;67:6;79:19

expertise (1)

 79:23

experts (1)

 76:12

explain (7)

 6:17;8:9;10:7,11;

 40:4;72:2;87:8

explained (2)

 8:24;62:4

explaining (1)

 8:13

explanation (1)

 83:3

exposure (2)

 13:1;18:20

expression (1)

 80:25

extensively (1)

 85:24

extent (5)

 8:12;70:15;72:11;

 75:5;80:15

extra (2)

 51:2;57:12

extremely (1)

 92:12

eyes (1)

 93:23

F

FA (1)

 39:7

facilitate (1)

 71:15

fact (6)

 29:24,24,24,25;

 35:23;47:3

facts (4)

 12:25;25:20;28:4;

 29:17

factual (1)

 32:8

failed (5)

 7:2,2;8:21;14:3;

 17:14

failing (1)

 53:23

failure (2)

 11:4;14:5

fair (1)

 33:10

fall (1)

 14:5

fallen (2)

 97:5,7

falling (1)

 17:20

falsified (2)

 74:4;80:13

falsifying (1)

 78:1

familiar (2)

 47:18;74:23

far (1)

 36:5

FAs (8)

 16:8,19;18:4;30:22;

 38:24;41:9;53:20;58:5

fault (2)

 30:3,3

faulty (1)

 23:1

Federal (5)

 24:15;25:9,24;51:18;

 83:1

feels (1)

 64:21

fees (1)

 53:8

fell (1)

 21:23

fend (1)

 79:4

few (2)

 14:11;29:8

fifteen (1)

 23:18

fifth (1)

 20:25

fight (1)

 78:20

fighting (1)

 77:20

figure (1)

 16:4

figuring (1)

 28:13

file (9)

 11:19;25:17;32:11;

 34:6;35:18;36:4;37:2;

 40:14;58:20

filed (8)

 3:22;11:8;49:22;

 58:25;68:18;79:6;

 85:21,21

files (1)

 38:1

filter (1)

 81:4

finally (1)

 57:9

financial (2)

 66:11,13

financing (2)

 68:14;77:6

find (7)

 12:1;15:23;37:3,4;

 76:9,13;92:12

finding (1)

 34:8

findings (4)

 32:18;43:3;45:20,24

fine (13)

 11:4,7,9,10;13:1;

 14:25;44:3,22;45:10;

 46:7;77:1;89:11;95:8

fined (1)

 11:5

fines (2)

 13:14;19:12

finish (2)

 27:20;50:20

fire (39)

 5:18;6:21;7:5,21;

 8:21,21;9:19;11:11;

 12:2;17:16,25;18:5,25;

 19:4,7;21:18;23:1;

 27:3;29:7,25,25;34:7;

 35:20;36:19;37:12,18;

 39:3;42:7;43:5;49:18;

 51:18;52:8;58:8;67:9;

 80:15;83:1,10;85:7;

 88:24

fires (8)

 17:18,20;30:18;

 45:23;85:13,19;89:10,

 14

firm (2)

 44:7,13

first (31)

 3:11,21;4:14,16;

 6:19;8:24;10:20;11:13;

 14:15;15:12;20:20,24;

 21:20;23:7;27:14;29:6;

 30:12;32:9;40:23;43:6,

 12;49:13;50:2;54:11;

 56:21;57:7,15;72:4;

 73:15;76:10;82:23

fishbowl (2)

 54:25;83:12

fishing (1)

 77:7

five (5)

 23:11,18;43:15;

 59:19;97:6

fixed (1)

 86:20

flames (2)

 26:11;34:7

flipped (1)

 83:22

flow (1)

 41:10

focus (3)

 31:25;76:18;82:3

focused (8)

 31:11;32:19;41:11;

 50:11;82:1,9,9,10

focuses (1)

 8:20

focusing (5)

 17:18;52:3;81:25;

 87:5;88:13

folder (3)

 33:13;35:18;65:22

follow (2)

 11:4;21:13

following (1)

 84:18

force (1)

 58:7

form (5)

 24:3;26:6;94:2;95:1,

 2

formal (3)

 63:25;72:23,25

former (1)

 61:4

forth (1)

 44:15

forty-year-old (1)

 86:11

forum (2)

 24:8;26:8

forward (16)

 29:19;42:2;59:24;

 62:10;71:19,24;74:16,

 25;76:20;77:3,4,13;

 81:9;85:1;89:10,10

found (1)

 22:7

four (8)

 4:7;10:19;18:9;

 32:10;57:15;84:15;

 90:10;91:15

fourteen- (1)

 17:15

fourth (2)

 18:22,23

frame (1)

 88:12

FRANCISCO (1)

 3:1

Min-U-Script® eScribers, LLC | (973) 406-2250

operations@escribers.net | www.escribers.net

(5) estimate - FRANCISCO Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 104

of 114
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 8, 2019

frankly (1)

 68:11

Friday (4)

 93:9,25;94:2;95:4

frittered (1)

 40:19

front (2)

 31:10;32:2

FTI (2)

 30:23;95:23

full (1)

 28:17

function (1)

 75:7

fundamental (1)

 74:13

funds (1)

 58:8

future (15)

 28:15;29:18;35:23,

 25;40:20;71:15,15;

 72:13,15,16,20;74:11;

 75:3;84:19;86:18

G

gauge (1)

 16:12

gave (2)

 61:3;91:22

Geisha (1)

 52:12

general (1)

 42:16

generally (2)

 5:24;45:23

gentlemen (2)

 38:13;72:5

gets (3)

 31:1;34:1;85:11

gist (1)

 62:15

given (3)

 22:13;31:12;54:14

gives (1)

 42:2

giving (2)

 18:10;20:23

goes (2)

 9:15;22:14

Good (9)

 3:17,18;20:19;39:5;

 48:7;59:25;61:10;62:7;

 93:11

gorilla (1)

 14:20

Gotshal (2)

 3:16;68:7

govern (2)

 25:10;93:18

governance (2)

 51:16;82:24

governed (1)

 44:11

governor's (3)

 58:7;67:2;68:11

grant (1)

 44:25

granting (1)

 43:22

great (1)

 45:19

grid (1)

 72:24

grounded (2)

 62:5,6

growth (1)

 74:19

guess (9)

 5:25;15:20;20:5;

 29:6,11;65:20;75:5;

 77:14,24

guidelines (1)

 27:11

guy (2)

 21:20;33:15

guys (2)

 41:11;90:21

H

half (1)

 52:2

hand (4)

 44:12,16,18;66:7

handled (1)

 44:21

handling (1)

 94:21

happen (7)

 16:24;24:17;27:6;

 34:1,12;85:10,15

happened (14)

 19:5;39:10;54:19;

 61:20;72:19;75:2;

 85:16,20,20;87:8;88:3;

 90:2,15,16

happening (2)

 15:7;77:3

happens (2)

 88:24,24

hardening (1)

 18:3

hardware (7)

 5:23;7:1;13:21;

 17:14,22,24;18:3

harm (2)

 34:8;76:8

hear (9)

 4:13;21:22;43:12;

 51:11;52:17,19,19;

 53:11;95:15

heard (5)

 51:22;55:14;80:12,

 25;84:1

hearing (22)

 14:2,10;18:1;23:25;

 24:14;28:21,22;29:8;

 30:13;35:1,2;52:5;

 55:16;66:24;69:3,11;

 70:17;74:17;77:1;

 84:19;94:15;95:3

hearings (2)

 49:8,9

help (3)

 58:9;76:2;87:7

helper (1)

 36:6

helpers (1)

 36:6

helpful (1)

 48:8

Henry (2)

 72:14;73:12

heres (1)

 36:6

here's (9)

 13:7;27:5;29:6;

 35:21;56:18;58:2;

 59:19;91:23,23

Hey (1)

 38:13

high (1)

 14:4

himself (2)

 46:2;71:9

hired (4)

 21:20;22:2;26:10;

 29:24

historical (1)

 84:24

Historically (1)

 13:9

history (3)

 50:23;78:1;80:14

hit (2)

 14:5;60:14

hold (2)

 14:9;59:4

honest (2)

 74:3;78:2

Honor (100)

 3:11,15,18;4:12,21;

 6:11,25;7:25;8:9;9:11;

 15:18;17:19;19:10;

 20:8,19;21:8;23:21;

 24:7;25:4;26:24;27:2,

 14,25;30:9;31:7,24;

 32:25;34:10;36:7;

 38:17;41:6,7;42:2,5,6,

 11,24;43:8;45:15;

 46:14;47:8,16;48:6;

 50:1;53:10;54:1,22;

 55:9;58:3;59:2,6;60:5,

 10,13,17,22;61:12,14,

 19;62:4,19;63:22;

 64:22;65:15;68:18;

 69:12;70:8,9,13,18;

 71:16;72:22;73:3;

 74:12;75:11,24;76:17;

 78:6,24;80:22;81:8;

 82:5,15;83:14;87:1;

 88:8;89:21;91:1,8;

 92:2;93:7,11,17;94:11,

 15;95:8,10;96:23;

 97:19;98:2

hook (1)

 14:6

hooks (1)

 86:11

hope (1)

 66:4

hopefully (2)

 47:11;79:6

horizontal (1)

 74:18

hotly (1)

 96:15

hours (1)

 72:18

house (3)

 21:18;26:12;30:1

huge (3)

 35:16,16;91:5

huh (1)

 46:21

hundred (1)

 43:18

Huntley- (1)

 90:21

hypothetical (2)

 12:21;35:17

I

idea (2)

 25:7;77:21

ideas (1)

 73:20

identified (11)

 4:17;12:21;23:2;

 51:15,20;62:19,22,23,

 24;90:9,10

identify (12)

 9:1,9,14,22;10:17,

 20;11:3;12:15;16:16;

 17:15;37:17;72:19

identifying (1)

 40:10

ignoring (1)

 80:14

illustration (1)

 51:24

imagine (1)

 91:4

imperil (1)

 17:17

implement (2)

 58:18;71:19

important (14)

 4:6;16:3;18:3;19:8;

 21:8;31:24;58:18,24;

 74:9,12;85:17,25;88:9;

 94:10

impose (2)

 77:8,11

imposing (1)

 74:4

impression (1)

 35:22

impressions (1)

 35:19

improved (1)

 75:4

inappropriate (1)

 26:3

inclined (4)

 76:6,7;80:19;86:5

including (1)

 46:10

increase (3)

 18:19;58:10,13

increasing (1)

 15:23

incredible (1)

 76:13

indeed (1)

 47:3

indemnification (1)

 22:7

indemnify (1)

 7:4

indemnifying (1)

 22:11

indemnities (1)

 9:23

indemnity (8)

 7:3,20;9:12;21:10;

 22:10;26:21;39:2;

 41:20

indicate (1)

 13:10

individual (1)

 39:20

inevitably (1)

 34:12

inform (1)

 72:13

informal (3)

 4:1;45:7;94:7

information (39)

 6:1,9;15:8,9;20:13,

 23;23:21;25:8;27:8;

 28:16;30:17;34:21,22;

 41:25;42:14;43:5,6;

 45:8;50:23;54:15;

 57:18,23;59:15;61:18;

 63:4;64:1,9,13,15;

 70:25;71:2;78:18;80:1,

 18,19,21,23;84:20;

 92:19

informed (1)

 49:8

injury (1)

 21:23

Min-U-Script® eScribers, LLC | (973) 406-2250

operations@escribers.net | www.escribers.net

(6) frankly - injury Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 105

of 114
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 8, 2019

innocent (1)

 28:11

inquiries (1)

 16:1

inquiry (6)

 14:16,21;15:24;23:4;

 41:24;53:8

insider (9)

 6:5;51:20;52:13;

 54:5;56:4,6;57:5;

 84:14;90:11

insiders (1)

 90:1

insist (1)

 92:22

insolvent (2)

 48:22;52:25

inspection (2)

 18:16;33:6

inspections (4)

 18:16;36:16,18,19

inspector (2)

 14:4;87:10

inspectors (3)

 8:2,25;9:8

instance (1)

 43:7

insurance (16)

 5:17;6:23;7:15;8:16;

 9:4,12,23;10:4,4,14;

 21:2;23:2;26:13;29:24;

 31:13;33:3

insured (1)

 9:5

intend (1)

 47:4

intention (1)

 47:1

intercept (1)

 29:12

intercepted (1)

 45:3

interest (3)

 27:23;74:7;82:11

interested (3)

 36:14,15;76:18

interesting (1)

 56:18

interfere (1)

 14:9

interject (1)

 68:1

internally (1)

 62:25

interrupt (2)

 8:4;71:23

interviewed (1)

 35:20

intimated (1)

 74:3

into (8)

 5:18;7:14;9:13;75:1;

 83:21;84:6,18;94:21

inures (1)

 41:20

investigate (5)

 19:2;30:18;31:20;

 41:20;81:18

investigated (1)

 19:8

investigating (4)

 18:24;19:9;31:3;

 83:5

investigation (12)

 30:19;47:4;53:25;

 54:2;57:4;64:24;70:6;

 72:9,10,18;83:3,24

investigations (3)

 61:25;64:14;83:9

investigator (1)

 26:19

investigators (5)

 55:22;72:11;73:8;

 86:14,17

invitation (2)

 27:5;71:7

involved (1)

 17:24

involvement (1)

 29:7

involves (2)

 52:2;90:15

involving (3)

 51:17;82:25;90:14

issue (20)

 19:19;20:10;26:24;

 28:3;42:15,15;47:20;

 49:1;56:9,19,21;59:9;

 60:11;64:18;65:6;69:1;

 79:11;84:11;88:2;

 92:24

issued (1)

 14:2

issues (24)

 5:6,6,13;6:2;19:24;

 21:7;22:17;28:3;35:4;

 42:8;44:7;48:15,16;

 53:20;58:10,16;60:4,

 12,13;64:7;70:10,14,

 19;87:15

issuing (1)

 69:12

item (2)

 51:20;59:2

items (4)

 48:4,9;58:6;64:20

J

jerk (1)

 50:12

job (1)

 88:9

Joe (17)

 26:10,10,11,13,18,

 19;28:11;29:24;30:2,2;

 33:15,15;34:6;35:20;

 37:20;38:1,2

Joe's (1)

 38:2

Judge (15)

 48:17;49:8,11;66:24;

 67:14;68:21;69:10;

 74:2,3,7,9;76:25,25;

 77:1;82:9

judging (1)

 72:14

judgment (1)

 96:11

Julian (267)

 3:9;4:21,24;5:2,13,

 15;6:2,5,11,13,15;7:8,

 11,13,17,19;8:6,9,11,

 16,20;9:25;10:6,10,13,

 16,23;11:1,14,17,23;

 12:1,9,12,20;13:4,7,9,

 13,16,19;14:12,13,18,

 23;15:1,6,12,17;16:2,6,

 8,11,16,21;17:4,9,11,

 13,22;18:8,12,15,21,

 23;19:17;20:21;21:8;

 22:10,13,24;23:3;

 26:15;27:6;28:5,14;

 29:22;31:4;32:25;

 33:10,11,14,16,21,24;

 36:7,14;37:8,9,14,16,

 21,24;38:4,7,11,18,19,

 24;39:9,15,18,22,24;

 40:1,3,5,7,10,18,22;

 41:3,5,9,15,18;42:2,12;

 46:1,6,24;47:9,16;48:2,

 6,9,11,23;49:1,5,18;

 50:4,6,8,9,10,24;51:2,

 5,8,10,15;52:1,6,11,17,

 21,23;53:4,10;54:1,7,

 17,22,24;55:4,8,11,19;

 56:1,1,11,13,22,25;

 57:3,11,16,22,25;58:2,

 5,23;59:2,5,8,16;60:2,

 5,9,22,25;61:2,10,13,

 16,23;62:20;63:6,25;

 64:6,20;65:17,21;

 66:20;67:23;68:5,8;

 72:2,4;73:2,5,8,9,15,

 24;74:1;75:1,9,11,16,

 19,23;76:1,10,21;

 78:11;82:13,15,18,20,

 23;83:18,23;84:3,5,13,

 25;85:6,9,12,19;86:3,6,

 8,10,14,24;87:1,4,6,16,

 21,23,25;88:5,8,17,19;

 89:6,8,11,15,21;90:2,5,

 7,24;91:20;92:3,15,22;

 93:8;94:5;95:1,5,6

Julian's (2)

 4:17;43:23

July (1)

 85:11

jumping (1)

 89:24

June (1)

 85:10

justification (1)

 79:21

K

Karotkin (76)

 38:14,17;46:18,19,

 22,24;67:22,24;68:1,3,

 7,7,21,24;69:4,6,8,14,

 16,22,24,25;70:3,8,22,

 24;71:2,5,8,11,13,16,

 18;76:9,15,17;77:23;

 78:4,6,9,11,15,19,21,

 24;79:1,5,7,10,12,15,

 18,21;80:3,5,7,9,12,21;

 81:8,11,14,23,25;

 84:19;90:19;95:9,10,

 15,19,21,23;96:3,5,7,

 17

keep (6)

 25:23;42:9;49:24;

 86:22;87:3;92:19

key (3)

 22:12;48:16;87:2

Kim (2)

 95:11;97:1

kind (5)

 20:12;26:15;34:24;

 55:16;57:14

knew (6)

 13:10,20;17:15;

 65:21;85:13;86:14

knowledge (4)

 23:19;80:24,25;81:1

known (1)

 49:12

knows (5)

 23:23;65:18;68:17;

 76:20;90:24

L

label (1)

 12:11

labor-intense (1)

 91:6

large (4)

 6:24;7:23;13:22;

 20:21

largely (1)

 17:20

laser (3)

 22:16;24:25;25:3

laser-focused (1)

 67:10

last (8)

 9:14;49:20;57:10;

 59:2;72:18,18;77:1;

 95:13

later (4)

 28:6,8;30:5;97:23

latest (1)

 67:3

law (9)

 7:7,15;23:8;24:11;

 44:13;62:5,6,12;91:9

lawsuit (4)

 33:17;37:10,11,16

lawsuits (2)

 9:19;21:12

lawyers (6)

 25:15;72:8;73:19;

 76:10,11;93:14

lead (1)

 48:2

leads (2)

 39:2;93:2

learn (1)

 15:22

least (4)

 9:14;41:24;42:3;

 72:24

leaving (1)

 3:7

LEBLANC (4)

 63:17,21,21,24

legislative (1)

 68:10

legislature (2)

 16:12;50:21

legitimate (4)

 53:5;81:15,16;82:10

less (1)

 17:1

letter (16)

 4:1,2,4,17,22;20:17,

 18;23:11;42:6;45:13;

 48:7;50:2;51:16;62:4;

 82:16;94:7

letters (2)

 47:20,20

letting (1)

 34:9

level (2)

 23:12;67:9

liabilities (5)

 12:14;17:7;19:4;

 23:24;38:25

liability (24)

 11:22;12:3,16;14:20;

 15:3,4;16:5,18;21:7,

 10;22:14,14,16;25:6;

 27:3;28:3;31:9,12;

 41:12;42:15;44:21;

 45:23;70:10,16

liable (6)

 6:21;21:12,12;22:8;

 26:18,19

light (1)

 52:18

likely (4)

 13:22;28:2;30:7;

 67:20

Min-U-Script® eScribers, LLC | (973) 406-2250

operations@escribers.net | www.escribers.net

(7) innocent - likely Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 106

of 114
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 8, 2019

limited (4)

 6:16;31:24;42:18;

 43:2

Lincoln (3)

 30:25,25;31:1

line (6)

 14:3,4;27:20;29:8;

 32:9;44:12

lines (1)

 74:19

list (3)

 17:6;27:16;54:11

listen (2)

 35:12;46:9

listening (1)

 58:4

litigate (1)

 73:2

litigated (1)

 22:15

litigation (12)

 42:8;43:5;55:20;

 59:6;64:11;72:8;73:2;

 75:20,23;88:1,16,23

litigations (1)

 22:5

little (10)

 10:11;12:7,19;40:8;

 51:6;65:21;75:22;76:9;

 94:10;95:14

live (3)

 21:15,17;95:4

lived (1)

 26:12

living (1)

 10:7

loaded (1)

 20:11

long (4)

 44:10,25;73:19;95:9

longer (1)

 46:5

long-time (1)

 23:8

look (33)

 7:22,24;10:19;17:13;

 18:4;21:22;24:14;

 26:16;28:20,22;29:6;

 30:16;31:8;32:7;34:5;

 43:6;53:4,25;59:3;

 64:12;66:23;70:5;

 71:24;73:16;80:19,21;

 82:6;85:13;88:11,25;

 89:21;90:16;91:3

looked (4)

 7:4;35:20;70:1;92:9

looking (24)

 5:15;6:2,17;8:4,22;

 9:7;19:11;33:1;39:12;

 42:9;49:5,9;51:3;

 53:19,22;66:20;70:3;

 72:12;83:11;88:21;

 90:8,10,13;95:7

looks (3)

 32:7,17;33:7

lose (1)

 29:16

losing (1)

 62:15

losses (1)

 22:11

lost (1)

 26:12

lot (3)

 65:5;76:20;96:13

loud (2)

 40:9,9

low (1)

 40:9

M

mad (1)

 94:22

main (2)

 46:19;73:15

maintenance (3)

 5:21;8:2;9:9

major (1)

 80:15

makes (1)

 60:24

making (8)

 15:21;28:5;30:6;

 31:23;35:13;49:3;

 52:18;68:14

management (24)

 4:7;5:6;48:15;49:5,

 7;50:25;51:16,19;

 53:22,25;75:3,4,7,13;

 76:1;78:8;81:19;82:24,

 25;83:3,4,4;87:11;

 90:16

Manges (1)

 68:8

many (6)

 77:10,10,10;81:12,

 12;89:24

March (4)

 50:1;59:8,10,12

mark (2)

 16:25;17:7

market (2)

 58:12,13

mass (1)

 75:16

Matter (15)

 3:4;5:7,9,11;11:6;

 22:16;24:15;37:25;

 47:23;48:2;50:17;

 55:24;77:17,24,25

matters (5)

 51:17;73:13;92:11,

 16;94:3

MAY (38)

 3:1;6:21;8:9;9:2,4;

 11:8,20;12:22;13:23,

 24;16:13;24:2,7;28:23,

 23;33:8;34:20,20;

 37:24;38:1,2;39:24;

 40:1,3;45:17;46:8;

 50:1;55:3;64:6,8;

 69:16,25;70:17,17;

 72:2;80:11;92:5;96:5

maybe (10)

 12:23,23;13:5;24:2;

 26:19,19;47:19,20;

 52:19;78:7

mean (68)

 4:16,23;5:10,13;

 6:14;10:9;11:13;12:5;

 14:9;15:2;16:7;18:17;

 19:20;20:1;21:22;

 22:18;24:6;25:11,18;

 27:15;29:16;31:1;32:6,

 8;33:3,7,12;34:4;

 35:12;38:11;39:25;

 40:21;42:20,21;46:8;

 48:20;50:20;51:3;53:1;

 54:7,20;55:3,6,14,16;

 56:17;64:12;65:1;66:5;

 67:14;75:15;76:4;

 77:19;78:10;79:9;81:2,

 6;84:10,25;85:1,2,2;

 87:13;88:15,15,18;

 93:17;94:13

means (10)

 10:22;21:11,11;

 22:19;29:13;30:23;

 35:25;64:10,25;65:8

measure (1)

 77:22

mechanism (2)

 27:21;28:21

meet (8)

 61:1,14,16;62:20;

 91:18,22;92:4,20

meeting (8)

 6:19;16:9;40:12;

 46:25;52:17;54:12,19;

 58:5

meetings (5)

 48:13;49:9;54:13;

 55:15;90:17

members (1)

 54:13

memos (1)

 38:11

mentioned (3)

 76:2;88:19;90:14

merely (1)

 72:16

met (1)

 52:13

metaphor (1)

 25:5

metrics (1)

 76:23

mic (2)

 66:22;75:18

microphone (3)

 40:8;75:21,22

midafternoon (1)

 97:10

mid-May (1)

 85:7

might (17)

 5:18;7:20;11:21;

 12:9;26:15;29:12,13,

 13;34:5;35:24,24;37:3,

 3,19;38:3;49:12;53:5

Milbank (1)

 63:21

miles (2)

 18:2,2

million (6)

 6:23;11:20;52:2,12,

 14,14

mind (3)

 28:14;34:5;42:10

mindful (1)

 97:16

minimal (1)

 20:12

minimum (1)

 17:16

minute (3)

 9:24;21:17;44:23

minutes (23)

 5:3,5,8;48:12,12;

 49:20,23,23;52:23;

 54:1;55:11;56:23;

 57:12;60:16;79:8;

 83:18,24;88:14;89:20,

 22;91:4;92:5;97:6

miscommunication (1)

 90:8

mishearing (1)

 90:9

missing (4)

 30:1;35:16;59:14;

 60:3

mission (1)

 15:10

mitigate (1)

 71:19

mitigation (11)

 67:10;68:18;69:9,19;

 71:20;73:13;76:12,22;

 77:2;82:8;84:4

moment (3)

 28:9;38:2;39:16

Monday (2)

 59:13,22

money (5)

 7:20;37:18;40:11;

 41:19;53:2

month (4)

 11:8;34:19;50:19,19

months (3)

 50:6;53:13,14

more (21)

 4:10;8:22;10:11;

 15:23;18:6;25:11;45:7;

 59:3;60:6,6;61:11;

 67:10;74:23;76:20;

 77:12;79:3,23;80:20;

 84:21;86:9;94:10

morning (3)

 3:17,18;96:2

most (5)

 30:7;44:16;58:23;

 64:10;85:17

motion (9)

 40:14,22;49:19,22;

 50:9,12,17;79:4;92:10

motions (1)

 83:6

motion's (1)

 96:13

mouth (2)

 42:22;80:13

move (8)

 20:3;43:25;47:13;

 53:13;75:22;77:13;

 78:12;81:9

moving (3)

 76:20;77:3,4

much (10)

 11:12,18;12:19;13:2;

 35:13;45:7;77:15;79:3;

 85:24;98:1

must (3)

 43:12;53:12;96:22

N

name (4)

 3:13;9:4,22;51:21

namely (1)

 30:7

names (1)

 33:15

narrow (10)

 60:14;67:15;72:7;

 80:20;84:9,11,17;86:2;

 87:23;92:24

narrowed (10)

 55:19;56:3,8,13,14,

 19;57:3;60:11;84:13;

 88:21

narrowing (1)

 60:12

narrowness (1)

 46:4

Nasab (5)

 36:12,12,18,24;47:8

nation (2)

 53:24;86:21

near (2)

 14:5;74:19

necessary (2)

 68:14;77:6

need (26)

 4:18;7:21;9:15;11:3;

Min-U-Script® eScribers, LLC | (973) 406-2250

operations@escribers.net | www.escribers.net

(8) limited - need Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 107

of 114
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 8, 2019

 12:13;28:6;31:2;35:8;

 39:9;41:18;46:8;51:11;

 59:16;61:2;66:11;71:2,

 7;82:14;84:23;86:1;

 87:6,6,8,11;88:11;

 89:18

needs (1)

 47:15

negligence (3)

 10:22,23;70:17

negligent (3)

 28:11;31:20;70:16

negotiate (5)

 11:23;53:16;70:18;

 71:1,3

negotiating (1)

 41:5

negotiations (1)

 58:21

new (1)

 58:12

next (14)

 21:15,17;26:12;

 34:19,19;50:18,19;

 59:13,22;66:24;69:16;

 93:8,24;95:4

nexus (1)

 12:25

nice (1)

 90:24

Nine (1)

 53:14

ninety-five (2)

 20:22;43:8

nobody (3)

 3:6,6;35:6

no-brainers (1)

 97:17

nonissue (1)

 13:5

non-privileged (1)

 57:23

nor (1)

 81:5

normal (1)

 5:5

North (2)

 42:7;43:5

Northern (1)

 85:5

nose (1)

 60:15

noted (1)

 69:11

number (19)

 16:18;42:5,10,11;

 54:9,11,18,19,20;55:4;

 57:10,11;59:3;72:10;

 88:13;91:2;93:14,23;

 94:23

O

objection (1)

 89:22

obsolete (2)

 86:12,16

obviously (7)

 45:2;55:22;64:5;

 65:5;72:11;89:16;

 93:18

OCC (4)

 63:3,4,7,16

occur (1)

 13:24

occurred (1)

 29:7

off (9)

 14:10;44:12,16,18;

 46:15,21;48:2;79:4;

 97:7

offering (2)

 66:6,12

offerings (1)

 66:8

office (2)

 67:2;68:11

officer (2)

 62:16;92:17

officers (3)

 61:5;62:23;91:25

officers' (1)

 84:7

Official (2)

 63:9,22

old (1)

 80:24

old-fashioned (1)

 32:11

Omid (1)

 36:12

once (2)

 34:25;64:15

one (45)

 4:6;6:7;7:4;8:1;11:8;

 14:5;15:18;17:6,18;

 18:20;19:13;20:1;

 28:23,23;31:3,24;36:7,

 13;42:5,10;45:1,5;

 46:20,22;51:13,21;

 55:6;57:10;58:10,12,

 15;59:3,9;61:19,22;

 62:1;65:18;66:7;77:14;

 82:17;84:11;86:15;

 91:3;92:8,8

one-by-one (1)

 54:10

one-page (1)

 47:20

ones (6)

 4:19;42:21;90:13;

 96:14;97:16,17

one's (1)

 12:7

only (16)

 5:25;15:18;18:2;

 21:4;33:1;37:21,22;

 41:11;42:21;43:15;

 52:2;59:19;66:12;

 71:24;90:7,13

oOo- (1)

 3:2

open (6)

 4:19;48:4;51:13;

 56:20;64:20;92:19

operating (1)

 72:17

opinion (2)

 33:8;39:19

opinions (2)

 30:4;78:25

opposed (1)

 42:14

order (39)

 3:3;9:9,14;17:16;

 18:7;27:3,19;39:5;

 47:6,14;48:24;49:8;

 53:14;59:10,15,16,17,

 22;60:4,18;62:9;74:3;

 93:3,4,6,18;94:3,4,6,7,

 8,10,15;95:2,2,3,7;

 96:19;97:22

order's (1)

 60:5

ordinary (1)

 82:24

original (1)

 92:9

others (3)

 51:12;84:20;95:12

other's (1)

 73:8

ought (3)

 82:11;86:15;89:1

ourselves (1)

 63:17

out (24)

 11:11;12:1,3,6;

 14:20;16:4;19:22;

 28:13;30:14;41:11;

 45:1;46:10;53:17;

 61:19;66:12;68:15;

 77:5,6;81:4;82:6,7;

 93:23,24;94:23

outside (3)

 30:20;44:2;55:21

over (4)

 23:7;33:2;49:20;

 95:22

overlapping (1)

 19:14

overlooked (1)

 69:25

oversight (1)

 5:6

oversimplified (1)

 29:23

owe (1)

 37:18

own (3)

 39:20;92:9;96:11

P

pace (1)

 12:19

package (2)

 54:15;60:19

packages (6)

 5:3;48:11;54:12;

 55:12;91:4;92:6

page (5)

 47:20;73:10;82:15,

 17;97:13

paid (2)

 49:15;53:1

paintbrush (1)

 25:3

papers (1)

 19:3

paragraph (11)

 8:5;9:17;18:8;32:4,

 24;43:24;56:3;82:16,

 23;83:2,9

paragraphs (2)

 6:16;82:20

part (5)

 5:5;14:15;58:14;

 74:12;87:2

parte (1)

 45:1

participate (1)

 49:8

particular (11)

 10:3;20:10;29:8;

 35:5;50:17,17;62:8;

 65:18;91:4;92:21,21

parties (12)

 11:19;12:13;16:11;

 24:14;26:25;27:23;

 28:1,22,24;47:2;53:10;

 66:10

party (8)

 5:21;7:9;38:10;

 39:14;41:1;45:8;57:20;

 64:1

past (22)

 49:15,15,22;50:16;

 54:14;58:17;72:12,15,

 15;73:12;74:5,11,11,

 15,20,24;75:2;80:14;

 84:18;86:2;96:1;97:14

patient (1)

 14:14

Patrick (2)

 72:14;73:12

pay (4)

 12:2;41:21;49:13;

 52:13

paying (2)

 49:12;53:7

payment (4)

 61:4,5;89:25;92:17

payments (9)

 48:17;52:7,9;61:4;

 62:16,22,23;91:15;

 92:17

pays (1)

 28:17

penalty (2)

 13:22;16:12

pending (3)

 52:7;59:8,21

people (18)

 5:21,22;8:2;9:1,8,9;

 17:14;29:10;31:3;45:1;

 53:17;55:22;67:7;

 68:10;74:9;79:22;82:7;

 96:18

percent (5)

 14:7;20:22;43:8,15,

 19

percentage (1)

 39:6

perfectly (1)

 77:1

performed (1)

 32:16

period (1)

 5:4

permutations (1)

 97:5

person (5)

 12:22,23;21:19,23;

 28:15

personal (2)

 21:23;38:1

personnel (1)

 36:21

persuaded (1)

 41:23

PG&E (28)

 3:4;6:21,22;7:4;

 9:19;11:3,5;13:9,20,

 23;14:3;21:24,25;22:2,

 5,7,9,11;26:13,13;30:3,

 3;33:17,22;35:18;

 36:14,20;37:19

PG&E's (2)

 22:11;32:25

ph (1)

 50:14

phase (1)

 16:4

phonetic (1)

 46:13

pick (2)

 64:5;97:14

piece (4)

 4:6,7;17:3;66:13

pieces (2)

 4:5;32:10

pipeline (1)

 45:5

place (4)

Min-U-Script® eScribers, LLC | (973) 406-2250

operations@escribers.net | www.escribers.net

(9) needs - place Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 108

of 114
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 8, 2019

 21:20;26:5;29:5;

 62:2

plaintiff (2)

 26:12,14

plaintiff's (1)

 30:1

plan (25)

 7:14;11:24;12:8;

 28:17;40:13,13;41:5,

 21;53:16,19;58:20;

 67:10;68:19;69:9;70:4;

 71:20;73:13;75:8;

 76:22;77:2;82:7,8;

 84:2,4;87:14

plans (1)

 68:13

plants (1)

 73:18

pleading (1)

 14:14

plus (2)

 11:7,9

PM (1)

 98:4

point (34)

 12:10,13,24;22:1;

 23:17;24:1,7;27:21;

 28:14,20;31:23,25;

 35:9;36:14;37:8;39:15,

 16;41:2;43:17;49:3,17,

 18;50:20;53:9;54:14;

 59:14,19;61:19;62:11;

 74:24;80:1;91:18;

 93:23;97:22

points (1)

 60:15

pole (2)

 29:11,25

policies (6)

 5:17;6:23;8:17;9:4;

 31:13;33:3

policy (4)

 7:15;9:12,23;26:13

political (1)

 58:6

politicians (1)

 38:25

portions (1)

 49:19

position (3)

 8:9;62:5;92:6

positions (1)

 25:21

possession (1)

 36:23

post-petition (1)

 73:17

pot (7)

 12:15;15:23,25;

 18:19;39:1;40:10;

 41:19

potential (2)

 70:10;80:11

potentially (2)

 23:6;61:18

pots (6)

 5:16,17;12:1,14;

 19:12;38:25

potted (1)

 73:18

pound (1)

 14:20

power (3)

 7:2;74:19;80:25

practical (2)

 39:13;91:10

practice (1)

 44:24

precedent (2)

 23:13,16

predicts (2)

 13:24;75:2

preference (2)

 70:18,20

preferred (1)

 52:13

premature (1)

 27:24

prepare (1)

 54:18

prepared (5)

 65:10;66:17;70:6;

 72:8,10

presentation (1)

 14:15

presented (1)

 73:14

preserve (2)

 40:15,16

preserving (1)

 29:15

presumably (1)

 54:20

presume (1)

 57:20

pretty (4)

 61:20;74:19;84:9;

 85:22

prevent (1)

 18:5

primary (2)

 21:9;58:12

principal (1)

 44:13

prior (5)

 36:19;40:13;54:20;

 74:17;89:4

privilege (5)

 79:12,13;81:4,5;91:5

privileged (4)

 37:2;57:20;66:18;

 72:12

privileges (1)

 89:17

probably (5)

 4:15;23:18;26:21;

 88:25;97:22

probation (1)

 66:24

problem (12)

 12:23;13:20;16:19;

 20:14;29:6;37:7;41:22;

 51:12;64:21;66:1;81:2,

 7

problematic (1)

 23:6

problems (2)

 17:22,23

problem's (2)

 15:4;66:2

Procedure (4)

 24:16;25:9,24;47:18

procedures (1)

 78:13

proceeding (15)

 24:1,13;25:17,18,19;

 27:1;28:1;29:2,3;

 31:25;34:22,23,24;

 35:2,24

proceedings (2)

 75:12;98:4

process (7)

 14:22;28:8;29:14;

 35:25;62:2;64:2;68:25

produce (25)

 6:15,18;8:11,12;9:6;

 22:19;25:8;27:9;34:18,

 20;35:11;40:2;42:7;

 45:21,22;55:1;56:5;

 57:7;61:9,18;65:4;

 89:2;90:18,20,22

produced (2)

 14:1;83:13

produces (1)

 34:17

product (13)

 9:7,16,25;10:20;

 18:16;20:7;21:5;26:14;

 34:2,2;35:18;39:9;44:1

production (1)

 42:7

productive (1)

 77:13

professionals (1)

 19:19

progress (1)

 35:13

project (1)

 91:7

proper (1)

 53:8

proposed (2)

 74:16;94:4

prospective (19)

 68:12,13,16;69:1,8;

 70:2,3,4;71:9,13,16,17;

 76:19;81:17;82:1,1;

 84:20,24,25

protective (11)

 59:9,15,16,17,22;

 60:4,5;93:3,4,6,18

provide (7)

 38:20;43:1;44:1;

 45:20;56:19;59:5;

 66:18

provided (1)

 68:21

provision (1)

 96:20

provisions (1)

 97:1

public (4)

 19:1;69:4;84:22;

 97:12

publicity (1)

 96:14

PUC (12)

 11:4,5;13:14,23;

 14:24;18:24;49:8;

 50:21;51:17;67:19;

 74:2;80:16

PUC's (1)

 16:21

punish (1)

 46:11

purpose (7)

 64:3;66:3;77:7,12;

 81:6,15,16

purposes (1)

 68:13

pursue (6)

 9:3;11:2,20;14:16;

 53:5;54:3

pursued (1)

 7:24

Push (1)

 40:8

put (11)

 16:18;29:5;34:11;

 39:6;42:21;61:8;66:25;

 84:6;95:11,22;96:18

putting (1)

 61:21

Q

question's (1)

 49:2

quick (1)

 20:14

quickly (1)

 53:18

quite (1)

 60:19

quoting (1)

 73:11

R

raise (1)

 58:11

raised (1)

 58:6

raising (1)

 58:13

rather (12)

 5:6;20:5;34:25;

 42:21;51:21;52:14;

 75:7;79:3;86:16;89:4;

 95:3;97:22

ratification (2)

 57:13;84:8

ratifications (3)

 57:11,12;84:8

reach (1)

 46:12

reached (1)

 63:24

read (4)

 7:20,21;44:12;82:15

reading (2)

 45:17;46:2

reads (1)

 83:2

ready (2)

 52:9;96:24

really (19)

 4:21;5:2,10;32:6;

 33:8;34:6;41:2;55:8;

 57:14;60:17;62:13;

 70:8;75:6;77:19;79:2;

 82:4;88:21;91:9;93:7

realm (1)

 58:6

reason (20)

 5:15;11:3,14,15;

 14:18;15:12,12,17,19;

 17:13;18:22;34:11;

 41:23;58:24;77:9,9;

 81:17;90:19,22;94:12

reasons (6)

 8:23;10:19;12:17;

 18:10;20:5;82:3

Recess (1)

 46:16

recognized (1)

 21:9

recollection (1)

 35:21

recommendations (3)

 35:19;73:22;87:7

recommended (2)

 58:7;74:11

record (3)

 38:14,16;46:15

recorded (1)

 35:22

records (7)

 13:10;50:15;54:19,

 25;74:4;78:1;80:13

record's (1)

 47:4

recover (2)

 48:21;49:16

recoveries (1)

Min-U-Script® eScribers, LLC | (973) 406-2250

operations@escribers.net | www.escribers.net

(10) plaintiff - recoveries Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 109

of 114
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 8, 2019

 14:17

recovery (1)

 15:5

refer (3)

 4:7;36:15;63:17

referenced (1)

 11:7

referring (1)

 8:10

refers (2)

 76:25;83:9

regard (1)

 19:10

reinvent (1)

 4:18

relate (3)

 45:23;82:23;89:9

related (8)

 3:19;4:8,10;17:24;

 50:12;60:16;66:6;

 67:21

relating (2)

 72:6;77:16

relationship (2)

 63:2,3

relationships (1)

 6:9

relevance (4)

 77:23;82:4,5;92:22

relevant (12)

 34:22;41:3;50:16;

 54:4;58:23;69:9,17,19;

 82:11;83:2,6;89:14

rely (1)

 82:7

remaining (1)

 46:10

Remember (3)

 17:19;18:1;43:8

remove (1)

 78:7

reorganization (1)

 58:18

reorganize (1)

 58:9

reorganized (1)

 58:15

repair (1)

 5:22

repairmen (2)

 8:1;9:8

repeat (1)

 84:23

repeated (2)

 73:17;82:25

rephrase (1)

 18:18

replace (2)

 87:11,13

replaced (2)

 74:15;86:12

replacing (1)

 86:15

report (20)

 14:2;55:25;57:19;

 64:23;65:3,9,9,17,19,

 22;66:3,15,17;69:12;

 73:5;74:20;84:21;

 86:10;87:9;88:2

reported (1)

 17:25

reports (40)

 6:5;11:5;13:20;

 18:16;33:7;42:12;43:3,

 7;55:20,20;56:5,11,15,

 23;57:4,7;58:17;61:24;

 65:25;66:7;70:6;72:8,

 10,15,19,21,23,25,25;

 73:2,6;74:1;79:13;

 83:25;85:14,16,16;

 87:7,25;89:9

representation (1)

 84:10

representative (1)

 6:19

representing (1)

 19:10

represents (1)

 18:25

request (22)

 19:15;20:18;31:8;

 32:2;43:23;44:8,17;

 45:6,7,12,13,16;46:2;

 49:3;54:3;57:4;59:3;

 63:12,25;67:15,20;

 88:20

requester (2)

 65:11,16

requesting (2)

 29:20;45:8

requests (18)

 4:7,9;20:20,22;31:6;

 33:21;35:14;44:17;

 60:18;61:21;64:8;67:5,

 17;82:16,20,23;83:16;

 92:12

requires (1)

 25:16

resistance (1)

 84:19

resolution (5)

 5:19;12:2,5,9;57:13

resolve (3)

 27:3;53:18;92:23

resolved (7)

 24:4;27:15;43:9,16,

 19;53:13;89:19

resources (1)

 64:6

respect (24)

 20:23,24;28:2;42:3;

 43:3;44:20;45:21,24;

 56:5;57:6;58:6;60:15;

 61:21;62:2,24;65:4;

 66:8;67:13;70:10;

 83:10;88:10;92:4,6;

 94:15

respectfully (1)

 74:8

respond (3)

 20:4,9;41:16

responding (1)

 46:2

response (2)

 27:9;56:1

responsibility (4)

 7:9;22:6;44:13;

 80:15

responsible (2)

 22:8,9

restate (2)

 3:13;4:16

restates (1)

 94:8

restaurant (1)

 21:25

retention (1)

 96:19

retentions (1)

 95:23

review (8)

 5:5;48:15;51:16;

 75:2;76:1;82:24;91:5;

 92:8

reviewed (2)

 79:12,13

reviewing (3)

 68:25;76:21;86:18

revised (1)

 47:15

Richard (2)

 3:15;20:8

right (91)

 3:5,20,24;5:14;7:10;

 8:5,18;10:15;11:20,25,

 25;12:19,20;14:10,25;

 15:5,6,17;17:10;18:14;

 20:21;21:3;22:3;24:7;

 27:3,22;28:4,9,12,13;

 30:4,23;31:10;32:7,11,

 12,23;33:5,13,14,24;

 36:17;37:13,13,21;

 38:23;39:8,17;43:17,

 20;47:17,21;48:5;51:9,

 13;52:5,10;54:11;55:8;

 56:2,24;57:10,21,22;

 63:11,23;64:16,22;

 66:3;68:20,23;69:5,7;

 71:10;75:8;78:14;

 79:14;84:22;85:8;

 89:12;90:6;91:19,19;

 92:1,17;93:20,20,22;

 95:25;96:6;97:8

risk (10)

 9:1,8;13:20,25;14:4;

 16:13,16;17:1;18:12;

 71:19

road (2)

 27:4;47:11

role (1)

 85:23

roomful (1)

 96:18

round (1)

 64:11

Rule (3)

 24:20;25:16;32:1

Rules (3)

 24:15;25:9,24

run (1)

 52:4

S

Sacramento (2)

 67:1;68:10

safe (3)

 73:20,22;87:8

safety (49)

 13:10;42:9;48:16;

 50:24;51:1,18;54:5;

 56:4,7,10,11,15;57:5,6,

 8,18;58:11,14,15,18;

 64:17,24;65:4,6,10,22;

 66:17,25;67:3,8,13,18,

 21;68:13;69:19;74:10;

 80:14;83:10,17,21;

 84:1,10,15,16,24;88:2,

 14;90:12;92:25

same (30)

 4:10;5:9;14:8;16:17;

 18:8,9;19:12;22:23;

 24:8;28:4;29:1,11;

 34:21;42:8;48:1;50:16;

 60:21;61:13;62:1,12;

 63:9;64:9;67:4;74:7;

 76:19;91:8;92:7;94:13;

 97:13,15

SAN (3)

 3:1;11:6;13:14

satisfy (2)

 5:18;82:11

saying (22)

 11:21;23:21,22;

 25:22;30:17;31:4,7;

 42:17,19,24;62:16;

 63:6;65:20;66:15;68:9;

 73:11;75:10,16,19;

 80:24;86:22;87:3

scenario (1)

 26:23

scope (6)

 18:15;32:15;44:2;

 45:2;47:12;64:25

scrap (1)

 94:4

screwed (2)

 26:11;34:6

seated (1)

 46:17

SEC (1)

 18:23

second (19)

 3:25;5:15;9:4;11:3,

 14,15;14:18;15:12,14,

 17,24;40:11;56:3;

 61:22;64:10;82:16,17;

 83:2;92:8

secondly (3)

 18:19;39:5;75:3

seconds (3)

 44:5,8,11

section (1)

 5:8

seeing (1)

 78:2

seek (1)

 78:7

seeking (6)

 3:22;9:21,21;16:6,8;

 28:16

seem (6)

 32:8,10;35:14;54:20;

 71:25;73:10

seems (10)

 11:12;13:1;14:21;

 15:25;33:6;44:14;46:4;

 73:9;84:21;94:13

senior (2)

 61:5;62:23

sense (5)

 60:24;62:6,12;77:12,

 15

sent (2)

 4:3;14:10

sequence (3)

 95:13;96:10;97:14

services (2)

 18:15;32:16

set (3)

 12:25;28:4;95:12

sets (1)

 31:2

settle (1)

 27:8

settlement (2)

 52:8;70:19

settlements (1)

 84:8

several (1)

 8:23

severance (3)

 52:11;61:4;62:23

share (3)

 64:1,3;79:22

shots (1)

 75:6

show (7)

 8:25;9:11;13:20;

 14:1,2;17:14;62:7

showed (1)

 14:3

shows (4)

 9:12,13,25;87:10

sic (2)

Min-U-Script® eScribers, LLC | (973) 406-2250

operations@escribers.net | www.escribers.net

(11) recovery - sic Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 110

of 114
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 8, 2019

 11:7,20

side (8)

 13:2;15:22;17:6;

 25:17;55:16;71:6;

 92:23;97:14

sides (2)

 35:13;94:24

side's (1)

 53:7

sign (1)

 47:14

signed (1)

 52:8

similar (3)

 19:24;63:4,11

similarly (2)

 19:1;52:15

simple (8)

 17:6;25:15;35:17;

 59:20;64:2;72:22;

 74:19;94:9

simply (5)

 19:8;56:15;57:11;

 59:16;64:1

single (1)

 56:9

sit (4)

 11:23;12:13;41:9;

 53:15

site (1)

 10:3

sitting (3)

 33:13;38:24;53:20

situated (2)

 19:1;52:15

situation (1)

 28:25

six (5)

 4:16,25;46:10;48:4;

 53:13

sixth (1)

 53:23

sixth-largest (1)

 86:20

sixty (2)

 59:18,21

size (1)

 45:2

skip (1)

 33:2

SLACK (133)

 3:10,15,15,17,18,21,

 25;4:3,5;20:1,4,8,8,16,

 19;21:2,4,6,14,16,21;

 22:1,4,20,22;23:5,14,

 17;24:5,7,11,19,22,25;

 25:4,6,13,22;26:2,4,17,

 23;27:9,13,17,19,23;

 28:12,19;29:21;30:9,

 12;31:4,7,11,15,17,23;

 32:3,5,12,14,19,23;

 33:5,9,25;34:10,16,20,

 25;35:7,15;36:8,10;

 41:22;42:1,24;43:11,

 14,17,20;44:5,16,20;

 45:14;46:3,7,14,17;

 47:22,24;48:1;51:11;

 59:13,19,22;60:8,10,

 13;62:18,22;63:8,11;

 64:17,19,22;65:12,15;

 66:2,5,10;67:5,16;

 72:6;76:3;90:21,24;

 91:13,16,20;92:1;93:7,

 15,17,21;94:5,11,14,

 17,19;95:1,8

Slack's (1)

 92:14

slow (1)

 12:7

so-and-so (1)

 87:10

solve (2)

 20:14;66:1

solved (1)

 66:2

somebody (5)

 26:9;35:19;37:3;

 78:3;80:17

Somebody's (2)

 38:8;96:19

somehow (3)

 30:18;39:19;90:24

someone (5)

 10:17;53:4;64:23;

 67:1,19

someone's (1)

 48:23

somewhere (4)

 6:14;33:13;35:18;

 44:12

soon (2)

 11:24;12:13

sooner (1)

 97:22

sorry (12)

 24:19;28:19;38:17;

 58:1;60:10;65:15;68:3,

 5,5;83:25;89:23;95:15

sort (5)

 42:1;44:21;45:15;

 60:18;67:12

sounds (4)

 48:2;59:20,25;75:5

source (1)

 15:23

speak (4)

 3:10;29:23;46:1;

 96:25

SPEAKER (3)

 30:25;76:5;98:2

speaking (1)

 3:8

special (7)

 55:20;72:8;73:2;

 88:1,1,16,23

specialist (1)

 79:24

specific (16)

 18:6;25:11;28:23,23;

 34:12,22,23;45:20;

 65:3;80:10;87:25;88:3;

 89:13,13;92:20;96:25

specifically (6)

 10:11;21:8;23:19;

 62:19;65:24;83:10

specifics (2)

 28:18;29:7

speech (1)

 90:14

spend (1)

 64:5

splaining (1)

 50:14

spot (1)

 21:24

stake (2)

 78:3;80:17

stakeholder (2)

 73:21;85:14

stakeholders (2)

 58:21;74:9

stand (1)

 81:18

standard (5)

 41:18;48:15;75:12,

 14;88:20

standing (2)

 40:14;96:22

start (6)

 6:14;9:19;12:13;

 16:4;23:6;25:19

started (1)

 94:20

starting (2)

 9:20;32:17

state (1)

 59:6

stated (1)

 14:4

statement (3)

 33:10;53:16,20

statements (1)

 66:11

stay (1)

 8:4

Stephen (1)

 68:7

stick (7)

 6:7;8:3;19:25;20:18;

 32:8;40:11;92:14

sticking (2)

 26:9;29:23

still (13)

 11:20;16:24;22:19;

 24:8;28:13;41:23;

 47:22;51:13;64:21;

 74:2;89:18,18;96:15

STIP (8)

 14:1;18:1;49:21;

 55:14,15;69:3,11;

 76:24

stood (2)

 71:11;81:16

stop (1)

 9:24

strength (1)

 58:11

strikes (1)

 55:5

strongly (1)

 64:21

struck (1)

 92:11

stuff (12)

 14:9;19:12;20:12;

 23:3;26:15;41:13;

 54:16;57:20;63:4;

 73:12;86:16;89:19

subject (28)

 11:4;14:9,25;15:24;

 22:16;24:15;38:6;

 46:12;51:1;55:24,25;

 60:21,23;61:25,25;

 62:8;65:19,25;70:7,13;

 74:22;77:2,17,24,25;

 84:18;89:17;92:16

subjects (9)

 51:2,13,15;61:1,3,7,

 9,11,14

submissions (1)

 60:6

submit (1)

 88:8

subparagraphs (1)

 9:16

subsequent (1)

 47:18

subset (1)

 32:24

substantial (1)

 38:3

sued (2)

 21:24;26:13

suffering (1)

 53:18

suggest (2)

 43:6;96:9

suggested (3)

 45:18;64:7;72:6

suggesting (4)

 45:15,17;67:16;92:2

suggestion (2)

 42:1;92:14

suggestions (2)

 27:13;76:13

suing (1)

 37:1

suit (2)

 36:4;53:3

summaries (3)

 32:18;44:1;48:12

summarized (1)

 4:21

summary (2)

 34:8;51:6

superseded (2)

 74:15,21

supplemented (1)

 83:8

supposed (3)

 52:20;78:22;80:9

sure (16)

 21:13;25:9;44:6,9;

 52:18;66:10,19;68:14;

 80:16;89:15;93:21;

 96:3,15,17;97:16,17

surprised (2)

 93:10;97:9

suspect (3)

 67:1,1;92:11

switch (2)

 6:8;38:5

switched (2)

 14:17;83:15

Switching (1)

 46:21

system (2)

 5:22;7:2

T

table (1)

 3:12

tag-teaming (1)

 47:25

tail (1)

 57:14

talk (12)

 37:9;38:15;41:9;

 42:5;45:10,13;46:5,6;

 48:19;49:21;57:17;

 87:14

talked (7)

 47:12;53:11;81:20;

 89:17;93:1;94:8,23

talking (26)

 5:12;21:4;25:6;

 26:24;32:6,17;37:10;

 38:13,15,18,25;55:6,

 17;66:19,22;69:17,24;

 71:8;76:19;78:16;83:8,

 16,23;84:1,3;85:3

talks (4)

 31:8;39:11;87:16,17

tall (2)

 48:24;53:14

taller (1)

 74:22

targeted (1)

 80:10

task (1)

 58:7

TC (1)

 20:5

TCC (10)

Min-U-Script® eScribers, LLC | (973) 406-2250

operations@escribers.net | www.escribers.net

(12) side - TCC Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 111

of 114
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 8, 2019

 4:5,15;25:8,19;

 26:25;28:6,9,25;45:17;

 83:4

TCC's (2)

 3:22;4:12

team (1)

 72:10

telephone (2)

 47:19;53:12

telling (6)

 25:23;42:19;44:24;

 47:20;54:14;61:20

tells (2)

 15:6;71:6

temporal (1)

 89:3

ten (1)

 23:18

ten- (1)

 47:19

ten-billion-dollar (1)

 73:17

term (2)

 34:2,8

terms (4)

 15:10;18:6;42:9;

 72:7

test (1)

 66:23

testified (3)

 6:20;40:11;47:1

testimony (2)

 47:3;77:18

testing (1)

 29:10

Thanks (1)

 64:16

That'd (1)

 89:11

theirs (1)

 56:14

theory (1)

 41:1

Therefore (8)

 19:23;22:15,18;

 26:20;35:25;52:22;

 53:2,2

there've (2)

 95:17,18

thinking (4)

 64:7;74:22;75:7;

 93:22

think's (2)

 3:11;21:8

third (10)

 7:9;17:11,12,13;

 18:20;38:10;39:14;

 41:1;47:2;57:19

third- (1)

 5:20

third-party (20)

 3:22;6:10,21,25;9:2,

 22;11:19;15:13;32:19;

 33:1,18;34:3;37:17;

 38:23;42:12,18;43:3;

 44:2;45:21,24

thirty (4)

 44:5,8,11;52:14

though (1)

 16:21

thought (9)

 15:15;36:25,25;

 44:11;70:2;83:15,23;

 89:23,25

three (28)

 5:3;6:17;7:24;9:7;

 31:2;34:15;38:20;

 48:13;49:20;50:15;

 52:1,3,6;57:7;58:7,16;

 61:3;62:24;69:18;

 71:21;72:13;79:7;

 82:20;84:15;91:7,16,

 21;92:16

till (1)

 59:22

times (1)

 34:15

timing (1)

 26:24

timing's (1)

 96:11

today (19)

 3:5;16:3;19:15;20:2;

 26:5;31:5;34:17;35:8,

 22;42:3;50:4;58:19,19,

 21;59:24;65:3;72:17;

 83:8;85:1

today's (2)

 87:5;94:3

together (3)

 56:14;66:25;94:6

told (10)

 12:7,14;29:12;50:13;

 65:21;69:12;81:16;

 87:10,10;93:8

tomorrow (9)

 21:22;34:19;46:9;

 50:18;95:12;96:1,10;

 97:13,25

took (2)

 50:1;90:5

tool (1)

 24:23

top (1)

 58:16

topic (8)

 6:7;49:23;50:11;

 55:6;62:9;65:18;91:8;

 92:21

topical (1)

 5:25

topic-based (1)

 92:3

topic-by-topic (1)

 92:20

topics (15)

 4:16,25;56:21;61:16,

 22,24;62:13;77:16;

 83:15;89:24;91:11;

 92:3,4,16,25

topics' (1)

 91:15

tort (9)

 3:19;18:25;19:20;

 30:7,14,16,17;50:22;

 75:16

tossed (1)

 19:22

total (1)

 15:11

Totally (2)

 17:24;31:25

tote (1)

 29:11

touch (2)

 65:6;93:23

tower (8)

 8:21;13:21;14:3,8;

 23:1;26:10,11;36:16

towers (6)

 14:4,6;36:20;86:11;

 87:11,13

traditional (1)

 41:12

transactions (8)

 6:6;51:21;54:6;56:4,

 6;57:5;84:14;90:11

transcript (1)

 94:9

treating (1)

 45:5

treatment (1)

 67:4

tree (3)

 8:1,7,25

trees (5)

 5:22;7:1;17:20,24;

 18:2

tried (3)

 81:4;87:23;97:14

trimmers (3)

 8:1,7,25

tripped (1)

 21:24

True (3)

 73:23;83:11;88:6

trust (5)

 5:19;12:2,5,9;90:16

trustee (1)

 78:12

truth (1)

 25:20

try (4)

 27:24;66:23;71:1;

 93:25

trying (28)

 8:3,4;10:12;11:10;

 12:1,15;15:7;20:2,12;

 22:24;25:20;33:16,17;

 36:5,24;37:16,17,19;

 56:17;58:9;64:5,8,9;

 66:16;70:9;81:9;88:19;

 97:18

turn (3)

 8:22;39:12;96:13

turned (1)

 94:21

Turning (1)

 8:20

tweaked (1)

 96:20

twelve (1)

 19:6

twenty (1)

 14:6

twenty- (1)

 20:24

twenty-four (2)

 20:24;72:18

two (28)

 3:19;4:5,9;6:18;

 7:25;12:17;13:6;14:1;

 15:25;19:14;23:5;

 27:13;30:9;42:11;50:6;

 51:2;52:2,7;56:8;58:8;

 69:18;71:21;72:4;

 73:15;86:14,17;87:11;

 92:25

twofold (1)

 42:4

two-hour (1)

 94:21

type (10)

 9:15;10:1,6,9,21,22;

 31:17;54:2;73:5;88:22

types (9)

 6:17;8:12;31:19;

 52:7,21;56:5;58:7;

 86:17;90:10

typical (3)

 53:19;54:24;86:19

typically (2)

 57:12;88:22

U

UCC (8)

 28:25;63:6,7,12,13,

 16,18,20

ultimate (1)

 78:8

Um-hum (8)

 8:19;13:12;16:10;

 17:21;48:10;59:7;66:9;

 86:13

unassessed (1)

 17:3

unbounded (3)

 60:18;62:8;91:7

uncover (1)

 13:18

uncovered (1)

 87:10

under (6)

 3:25;13:18;23:10;

 51:17;82:16,20

underlying (11)

 21:7,12;22:5,15,17;

 23:9,10,20,23;28:3;

 30:12

unfair (1)

 26:1

unfortunately (1)

 28:9

UNIDENTIFIED (3)

 30:25;76:5;98:2

Uniform (1)

 63:20

unique (1)

 17:23

universe (1)

 15:11

unknown (1)

 16:25

unless (11)

 4:13;21:12;28:16;

 40:23;41:6;47:15;

 49:16;57:6;65:18;88:2;

 96:1

unnecessary (1)

 31:25

unsecured (3)

 19:11;63:9,22

unworkable (1)

 26:1

up (25)

 5:7,7,13,16;19:18;

 20:11;26:11,11;29:13;

 34:6;36:7;38:20;39:1;

 42:21;46:18;49:19;

 52:4;68:10;69:2;70:17,

 24;71:11;80:11;81:16,

 18

upon (1)

 41:11

use (8)

 22:25;33:17,17;34:2;

 75:12;83:5;96:11,15

used (3)

 29:13;33:16;72:7

useful (1)

 94:10

using (5)

 24:18,20,22;48:7;

 56:25

usually (1)

 63:17

utility (3)

 21:20;26:1,20

V

various (2)

 29:9;97:5

vendors (1)

Min-U-Script® eScribers, LLC | (973) 406-2250

operations@escribers.net | www.escribers.net

(13) TCC's - vendors Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 112

of 114
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 8, 2019

 6:10

verify (1)

 63:14

versus (1)

 84:24

vertical (1)

 74:18

viable (1)

 39:13

victim (1)

 49:18

victims (3)

 19:1;39:20;58:8

view (2)

 18:25;61:12

views (1)

 49:12

violation (1)

 13:11

visiting (1)

 89:19

visualize (1)

 17:6

voluminous (1)

 60:19

W

wait (5)

 13:2;21:17;66:21;

 67:25;92:10

waiting (2)

 58:20;86:17

wants (8)

 5:5;20:1;23:3;31:19;

 36:2;37:5;68:2;82:4

warned (1)

 16:13

Washington (1)

 14:10

waste (1)

 49:24

way (22)

 20:2;29:20;30:23;

 32:11;39:2;42:1;48:1;

 54:4;60:9;64:9;72:14;

 77:20;78:21;87:19;

 91:1,8,9;92:7;94:20;

 96:1,21;97:15

ways (2)

 54:9;77:13

way's (1)

 54:4

WEDNESDAY (3)

 3:1;59:25;93:4

week (5)

 53:12;59:23;69:16;

 72:18;93:8

weekly (2)

 53:12;83:6

weeks (5)

 14:11;29:9;52:1,3,6

weigh (1)

 74:10

Weil (2)

 3:15;68:7

well-established (1)

 29:17

Wells (1)

 47:1

well-tested (1)

 23:7

what's (30)

 16:24;18:22;21:25;

 23:3,4;24:18,20;26:21;

 28:7;29:16;30:1,5;

 33:25;34:8;41:22;49:3,

 17;63:2,5;64:21;67:2;

 74:24;77:3;81:2,6,7;

 82:11;85:2,10;89:5

wheel (1)

 4:18

whereby (1)

 7:4

Whereupon (1)

 98:4

white- (1)

 72:7

whole (5)

 32:21,22;64:3;80:1;

 93:19

Who's (6)

 3:5,8,10;26:7;28:7;

 93:16

wider (1)

 74:22

wide-ranging (1)

 54:2

wildfire (73)

 4:9;6:3;42:9;44:7;

 48:16,16;50:24,24;

 51:1,18,19,19;54:5,7,8;

 56:3,4,6,7,10,11,15;

 57:4,5,6,8,18;58:14,15,

 18;64:17,24;65:4,6,10,

 22;66:17,25;67:3,8,13,

 18,21;68:13,18;69:8,

 19;70:11;71:19,20;

 72:7;74:10;76:12,21;

 77:2;79:11;80:14;82:8;

 83:10,11,16,21;84:1,

 10,14,14,15,24;88:2,

 13;90:11,11;92:25

Williams (2)

 52:12;53:1

willing (9)

 42:22;43:1;45:19,20;

 57:3;61:17;65:2,3;

 71:24

wish (1)

 63:10

within (1)

 53:13

without (4)

 28:17;42:22;55:15;

 58:14

wonder (1)

 52:2

words (20)

 14:24;17:5;21:14;

 26:9;27:7;28:5,8;

 42:21;45:16;49:11;

 52:24;57:19;65:20;

 66:3;73:10;81:25;82:2;

 89:7,7;91:17

work (28)

 9:7,15,25;10:3,20;

 18:15,16;20:7;21:5;

 25:5;26:10,14;32:16;

 34:2,2;35:18;39:9;

 44:1;45:1;46:9;53:21;

 78:22;93:5;94:2,5,14,

 14,14

worked (2)

 5:22;7:1

working (1)

 97:1

works (2)

 41:7;91:1

world (1)

 84:18

worried (4)

 12:15;15:7;97:11,12

worry (1)

 11:9

written (3)

 31:5;38:11;94:9

wrong (8)

 10:17,18;23:3;25:23;

 28:7;33:24;73:16;89:5

wrongdoing (1)

 81:19

wrongful (1)

 84:7

X

XYZ (4)

 10:2,3,3;22:25

Y

year (4)

 16:22;34:19;71:21;

 86:12

years (14)

 5:3;48:13;49:20;

 50:16;69:18,18;71:21,

 22;72:13;79:7;80:15;

 87:11;91:7;93:1

Yep (2)

 40:7;60:2

1

1 (5)

 6:16;8:13,14;44:3;

 83:9

1,400 (1)

 18:2

1.6 (3)

 11:4,20;13:16

1.6-billion-dollar (3)

 13:1;15:3;17:8

10 (15)

 4:8;5:2;48:9;54:20;

 55:6,8;60:15;61:1;

 62:3,3,13;82:16,21;

 83:18,22

10K (1)

 11:7

10Q (3)

 13:23;15:6;16:13

11 (30)

 41:13;49:14;55:18,

 19,19,20;56:5,8;57:1,

 17;61:21,21;64:22;

 68:15;70:1;75:17;77:5,

 6;82:7,8;83:5,16,21;

 84:5,6,13;88:13;89:14;

 91:8;92:7

11:22 (1)

 46:16

11:42 (1)

 46:16

12 (19)

 55:19,21;56:5,8;

 57:1,17;61:21,21;

 64:22;70:1,5;72:10;

 83:16,21;84:5,13;

 89:14;91:9;92:7

12:38 (1)

 98:4

12th (1)

 69:17

13th (1)

 69:17

150 (1)

 18:2

16 (1)

 84:7

17 (1)

 59:3

2

2 (3)

 11:8;13:23;16:13

2.5 (2)

 52:12,14

2004 (38)

 3:21,25;4:17;5:20;

 6:8,11;20:18;23:10;

 24:18,21,22,23;25:10,

 16,25;32:1;34:12;35:8;

 43:21,22,23;44:25;

 45:3,6,12;47:6,14,19;

 62:6;70:14;78:22;80:2,

 9;91:9;92:9,24;94:4,6

2004-plus (1)

 94:7

2014 (1)

 14:2

2015 (1)

 52:7

2016 (1)

 14:5

2017 (4)

 17:19;19:5;89:9,14

2018 (3)

 17:23;89:10,14

2019 (1)

 3:1

22227 (1)

 26:10

24 (5)

 6:16;8:13,14;32:1;

 44:3

25 (15)

 6:16;8:5,12,20,20;

 9:17;18:8;32:4,24;

 42:17,22;43:2,24,25;

 86:12

25-A (1)

 32:7

25-E (1)

 35:10

26 (7)

 4:8;57:10,11,14;

 60:16;61:2;62:3

27/222 (1)

 36:16

3

3 (1)

 62:2

32 (3)

 44:17,17;62:14

341 (3)

 6:19;40:12;46:25

4

4 (12)

 4:8;5:2;48:9;54:11,

 18,24;55:5;60:15;61:1;

 62:2,3,13

5

5 (16)

 4:8;5:2;48:9;54:19,

 24;55:6;60:15;61:1;

 62:3,13;82:15,16,17,

 20;83:18,22

50,000 (2)

 19:1;74:9

7

7 (1)

 52:25

700 (1)

 6:23

Min-U-Script® eScribers, LLC | (973) 406-2250

operations@escribers.net | www.escribers.net

(14) verify - 700 Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 113

of 114
PG&E CORPORATION AND PACIFIC GAS 

AND ELECTRIC COMPANY

Case No. 19-30088

May 8, 2019

8

8 (1)

 3:1

800- (1)

 14:19

8th (5)

 50:1,1;59:8,10,12

Min-U-Script® eScribers, LLC | (973) 406-2250

operations@escribers.net | www.escribers.net

(15) 8 - 8th Case: 19-30088 Doc# 1964 Filed: 05/09/19 Entered: 05/09/19 16:44:36 Page 114

of 114