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28 Weil, Gotshal & Manges LLP 767 Fifth Avenue New York, NY 10153-0119

WEIL, GOTSHAL & MANGES LLP 

Stephen Karotkin (pro hac vice) 

(stephen.karotkin@weil.com) 

Ray C. Schrock, P.C. (pro hac vice) 

(ray.schrock@weil.com) 

Jessica Liou (pro hac vice) 

(jessica.liou@weil.com) 

Matthew Goren (pro hac vice) 

(matthew.goren@weil.com)| 

767 Fifth Avenue 

New York, NY 10153-0119 

Tel: 212 310 8000 

Fax: 212 310 8007 

KELLER & BENVENUTTI LLP 

Tobias S. Keller (#151445) 

(tkeller@kellerbenvenutti.com) 

Jane Kim (#298192) 

(jkim@kellerbenvenutti.com) 

650 California Street, Suite 1900 

San Francisco, CA 94108 

Tel: 415 496 6723 

Fax: 650 636 9251 

Attorneys for Debtors 

and Debtors in Possession 

UNITED STATES BANKRUPTCY COURT 

NORTHERN DISTRICT OF CALIFORNIA 

SAN FRANCISCO DIVISION 

 

In re: 

PG&E CORPORATION,

 - and - 

PACIFIC GAS AND ELECTRIC 

COMPANY,

Case No. 19-30088 (DM)

Chapter 11 

(Lead Case) (Jointly Administered) 

REQUEST FOR ENTRY OF ORDER BY 

DEFAULT ON CPSI AGREEMENT 

ASSUMPTION MOTION 

[Re: Dkt No. 3176] 

Date: August 14, 2019 

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

Place: United States Bankruptcy Court 

 Courtroom 17, 16th Floor 

 San Francisco, CA 94102 

Objection Deadline: August 7, 2019 

 4:00 p.m. (Pacific Time) 

Debtors.

 Affects PG&E Corporation 

 Affects Pacific Gas and Electric Company 

 Affects both Debtors 

* All papers shall be filed in the Lead Case, 

No. 19-30088 (DM). 

Case: 19-30088 Doc# 3520 Filed: 08/12/19 Entered: 08/12/19 17:45:47 Page 1 of

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28 Weil, Gotshal & Manges LLP 767 Fifth Avenue New York, NY 10153-0119

REQUEST FOR ENTRY OF ORDER BY DEFAULT 

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

“Utility”), as debtors and debtors in possession (collectively, “PG&E” or the “Debtors”) in the abovecaptioned chapter 11 cases (the “Chapter 11 Cases”), hereby request, pursuant to Rule 9014-1(b)(4) of 

the Bankruptcy Local Rules for the United States District Court for the Northern District of California, 

as made applicable to these Chapter 11 Cases by the Second Amended Order Implementing Certain 

Notice and Case Management Procedures entered on May 14, 2019 [Dkt No. 1996] (“Case 

Management Order”), that the Court enter an order by default on the Second Omnibus Motion of the 

Debtors Pursuant to 11 U.S.C § 365(a), Fed. R. Bankr. P. 6006, and B.L.R. 6006-1 (i) Approving the 

Utility’s Assumption of Contracts in Connection with the Community Pipeline Safety Initiative and (ii) 

Granting Related Relief [Dkt No. 3176] (the “Motion”). 

RELIEF REQUESTED IN THE MOTION 

The Motion seeks entry of an order (i) approving the Utility’s assumption of certain 

agreements entered into with landowners in connection with the Community Pipeline Safety Initiative 

(the “CPSI”), which agreements provide the Utility necessary access to land on which the Utility’s gas 

transmission pipelines are located to carry out critical vegetation removal and other clearing projects that 

ensure the Utility and emergency services providers can access the Utility’s gas transmission pipelines 

(collectively, the “CPSI Agreements”) and (ii) granting related relief. A proposed order (the “Original 

Proposed Order”) was attached as an exhibit to the Motion. 

NOTICE AND SERVICE 

A Notice of Hearing on Second Omnibus Motion of the Debtors Pursuant to 11 U.S.C 

§ 365(a), Fed. R. Bankr. P. 6006, and B.L.R. 6006-1 (i) Approving the Utility’s Assumption of Contracts 

in Connection with the Community Pipeline Safety Initiative and (ii) Granting Related Relief (“CPSI 

Agreement Assumption Motion”) was filed concurrently with the Motion on July 24, 2019 [Dkt. 

No. 3181] (the “Notice of Hearing”). The Motion, its supporting declaration of Joe Echols, the related 

motion to file redacted documents and its own separate supporting declaration of Joe Echols, and the 

Notice of Hearing were served as described in the Certificate of Service of Alain B. Francoeur filed on 

Case: 19-30088 Doc# 3520 Filed: 08/12/19 Entered: 08/12/19 17:45:47 Page 2 of

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28 Weil, Gotshal & Manges LLP 767 Fifth Avenue New York, NY 10153-0119

August 12, 2019 [Dkt. No. 3519]1. 

The deadline to file responses or oppositions to the Motion has passed, and no oppositions 

have been filed with the Court or received by counsel for the Debtors. The Official Committee of 

Unsecured Creditors filed the Statement of the Official Committee of Unsecured Creditors in Support of 

the Second Omnibus Motion of the Debtors Pursuant to 11 U.S.C § 365(a), Fed. R. Bankr. P. 6006, and 

B.L.R. 6006-1 (i) Approving the Utility’s Assumption of Contracts in Connection with the Community 

Pipeline Safety Initiative and (ii) Granting Related Relief on August 6, 2019 [Dkt. No. 3384] (the “UCC 

Supporting Statement”) expressing its support of the Motion. Changes have been made to the Original 

Proposed Order to amend the monetary compensation for a single CPSI counterparty to reflect the prior 

agreement between the Debtors and that party. A revised form of proposed order (the “Revised 

Proposed Order”) reflecting this agreement is attached hereto as Exhibit A. A redline comparison of 

the Original Proposed Order and the Revised Proposed Order is attached hereto as Exhibit B. 

DECLARATION OF NO RESPONSE RECEIVED 

The undersigned hereby declares, pursuant to 28 U.S.C. § 1746, under penalty of perjury, 

that: 

1. I am an attorney with the firm of Keller & Benvenutti LLP, co-counsel for the 

Debtors. 

2. I have reviewed the Court’s docket in the Chapter 11 Cases and have determined 

that no response or opposition other than the UCC Supporting Statement has been filed with respect to 

the Motion. 

3. This declaration was executed in San Francisco, California. 

/ / / 

/ / / 

1

 An unredacted version of this Certificate of Service was filed as a sealed document [Dkt. No. 3510]. 

Case: 19-30088 Doc# 3520 Filed: 08/12/19 Entered: 08/12/19 17:45:47 Page 3 of

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28 Weil, Gotshal & Manges LLP 767 Fifth Avenue New York, NY 10153-0119

WHEREFORE, the Debtors hereby request entry of the Revised Proposed Order substantially in 

the form attached hereto as Exhibit A, granting the Motion as set forth therein. 

Dated: August 12, 2019 

WEIL, GOTSHAL & MANGES LLP 

 KELLER & BENVENUTTI LLP 

/s/ Thomas B. Rupp 

 Thomas B. Rupp 

Attorneys for Debtors and Debtors in Possession

Case: 19-30088 Doc# 3520 Filed: 08/12/19 Entered: 08/12/19 17:45:47 Page 4 of

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