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28 Keller & Benvenutti LLP 650 California Street, Suite 1900 San Francisco, CA 94108

EXHIBIT A 

[Proposed] Order

Case: 19-30088 Doc# 3444-1 Filed: 08/07/19 Entered: 08/07/19 16:53:57 Page 1

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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,

Bankruptcy Case

No. 19 -30088 (DM) 

Chapter 11 

(Lead Case) 

(Jointly Administered) 

[PROPOSED] ORDER PURSUANT TO 11 

U.S.C. §§ 105(a) AND 363 AUTHORIZING 

DEBTORS TO PARTICIPATE IN AB-1054 

WILDFIRE FUND 

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).

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

Upon the Motion dated August 7, 2019 [Docket No. __] (the “Motion”),1 of 

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”), pursuant to sections 363 and 105(a) of title 

11 of the United States Code (the “Bankruptcy Code”), for authority to participate in and 

contribute to the Go-Forward Wildfire Fund (as defined in the Motion) upon the Debtors’ 

emergence from these Chapter 11 Cases, in accordance with the terms of Assembly Bill 1054 (the 

“Wildfire Legislation”), all as more fully described in the Motion; and this Court having 

jurisdiction to consider the Motion and the relief requested therein pursuant to 28 U.S.C. §§ 157 

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

Order 24 (N.D. Cal.), and Rule 5011-1(a) of the Bankruptcy Local Rules for the United States 

District Court for the Northern District of California (the “Bankruptcy Local Rules”); and 

consideration of the Motion and the requested relief being a core proceeding pursuant to 28 

U.S.C. § 157(b); and venue being proper before this Court pursuant to 28 U.S.C. §§ 1408 and 

1409; and the Court having found and determined that notice of the Motion as provided to the 

parties listed therein is reasonable and sufficient under the circumstances, and it appearing that no 

other or further notice need be provided; and this Court having reviewed the Motion; and this 

Court having held a hearing on the Motion; and this Court having determined that the legal and 

factual bases set forth in the Motion establish just cause for the relief granted herein; and it 

appearing that the relief requested in the Motion is in the best interests of the Debtors, their 

estates, creditors, shareholders, and all parties in interest and represents a sound exercise of the 

Debtors’ business judgment; and upon all of the proceedings had before this Court and after due 

deliberation and sufficient cause appearing therefor, for the reasons stated on the record at the 

hearing of the Motion, 

IT IS HEREBY ORDERED THAT: 

1. The Motion is granted as provided herein. 

1

 Capitalized terms used but not otherwise herein defined shall have the meanings ascribed to such 

terms in the Motion. 

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

2. The Utility is authorized, but not directed, pursuant to sections 363 and 105(a) 

of the Bankruptcy Code, to participate in the Go-Forward Wildfire Fund and to make any initial and 

annual contributions to the Go-Forward Wildfire Fund as such contributions become due under the 

terms of the Wildfire Legislation; provided, that the Utility’s obligation to participate in and 

contribute to the Go-Forward Wildfire Fund is effective upon the satisfaction of the Conditions to 

Participation and the Debtors’ exit from these Chapter 11 Cases. 

3. For the avoidance of doubt, this Order satisfies the condition to participation 

in the Go-Forward Wildfire Fund set forth in proviso (2) of section 3292(e) of the Wildfire 

Legislation. 

4. The Debtors are authorized, but not directed, to take any and all steps that are 

necessary or appropriate to effectuate the terms of this Order, including the incorporation of this 

Order and the relief granted herein into any proposed chapter 11 plan of reorganization. 

5. This Court shall retain jurisdiction to hear and determine all matters arising 

from or related to the implementation, interpretation, or enforcement of this Order. 

** END OF ORDER ** 

Case: 19-30088 Doc# 3444-1 Filed: 08/07/19 Entered: 08/07/19 16:53:57 Page 4

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