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UNITED STATES BANKRUPTCY COURT

NORTHERN DISTRICT OF CALIFORNIA

(SAN FRANCISCO DIVISION)

In re: Case No. 19-30088

PG&E Corporation, Chapter 11

San Francisco, California

January 29, 2019

1:30 p.m.

Debtor.

 /

PACIFIC GAS and ELECTRIC Case No. 19-30089

COMPANY,

Debtor.

 /

TRANSCRIPT OF PROCEEDINGS

EXPEDITED HEARING

BEFORE THE HONORABLE DENNIS MONTALI

UNITED STATES BANKRUPTCY JUDGE

APPEARANCES:

For the Debtors: KELLER & BENVENUTTI LLP

BY: TOBIAS S. KELLER, ESQ.

650 California Street, Suite 1900

San Francisco, California 94108

-andWEIL GOTSHAL & MANGES, LLP

BY: STEPHEN KAROTKIN, ESQ.

 TED TSEKERIDES, ESQ.

767 Fifth Avenue

New York, New York 10153

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APPEARANCES (CONTINUED):

For JP Morgan Chase: STROOK and STROOK and LAVAN LLP

BY: KRISTOPHER M. HANSEN, ESQ.

2029 Century Park East, 18th Floor

Los Angeles, California 90067

For the U.S. Trustee: OFFICE OF THE U.S. TRUSTEE

BY: LYNETTE KELLY, ESQ.

450 Golden Gate Avenue

San Francisco, California 94102

For the Department of MARC SACKS, ESQ.

Justice: (Appearing Telephonically)

Court Recorder: JANE GALVANI

UNITED STATES BANKRUPTCY COURT

450 Golden Gate Avenue

San Francisco, California 94102

Transcription Service: Jo McCall

Electronic Court

Recording/Transcribing

2868 E. Clifton Court

Gilbert, Arizona 85295

Telephone: (480)361-3790

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P R O C E E D I N G S

January 29, 2019 1:30 p.m.

--—oOo—--

COURTROOM DEPUTY: All rise. The court is now in

session, The Honorable Dennis Montali presiding.

THE COURT: Good afternoon everyone. Please be

seated. Welcome to the San Francisco Bankruptcy Court. 

ALL COUNSEL: Thank you.

THE COURT: I’m going to call on counsel to

appear, and then I’ve got some opening comments for

everybody. So, Mr. Keller, you have a chair, right?

MR. KELLER: Yes, I do.

THE COURT: Okay. Well, thank you all for coming. 

I’m sorry we’re squeezed, but we’re squeezed, and for those

of you in the overflow courtroom or elsewhere, I hope you

can hear me. We’ll try to make it all work this afternoon.

If you don’t know, I’m Judge Dennis Montali. 

I’ll be presiding over the proceedings. I’m going to

introduce the court staff and a few other people, and then

make some preliminary announcements that hopefully will be

helpful for everyone.

My immediate staff here, over here and the chair

over there and the desk over there is my Law Clerk, Ms.

Peggy Brister. In front of me on my left is Ms. Lorena

Parada; she’s my Courtroom Deputy. To my right is Ms. Jane

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Galvani; she’s my judicial assistant. In the back

somewhere is Mr. Mark Busby. Where are you Mark? I can’t

see you. There is he is. Mr. Busby is the chief deputy

clerk, and he’s sort of the head of the operation around

here, and he’s going to take care of everything, except the

air conditioning. (Laughter.)

Somewhere is Ms. Madelyn Choi. Ms. Choi is again

a senior member of our court staff, but she’s double duty

here as sort of the media liaison person. Next to her is

Ms. La-Tia Sanders-Terrado; she’s again a member –- a

senior member of the court staff, coordinator of a lot of

different things and helpful on most everything she needs

to do. 

Most of the people that I just introduced from my

staff are really people that you’ll just know of; you’re

not going to be face to face with them. Ms. Parada, my

Courtroom Deputy, will be in touch with counsel at various

times for scheduling matters, but generally I follow the

rule that a number of judges do. They do not expose their

Law Clerks or their other staff to the responsibilities,

vis-a-vis the members of the Bar. Nothing personal; it’s

just the way we run our operation. 

I want to repeat again something that I made

clear this morning. Keep in mind for me and for most of

you, by my calculation, we’ve got –- haven’t even had 14

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hours to absorb what was filed just after midnight, and a

combination of reasons are such that I simply had to decide

to limit this hearing to the procedures that I outlined in

the matter that hopefully you’re all aware of. Its purpose

and my purpose is to schedule what’s going to come next,

maybe as early as tomorrow or the next day or soon after

that. I am not, as I said in the order, I’m not going to

make rulings; I’m not going to sustain positions or

overrule them or, frankly, as much as I’m trying to absorb

everything quickly, I’m not even going to listen to

arguments about why something should come out one way or

the other, and except for the counsel whom I’m going to

call upon to comment back and forth with me on scheduling,

I’m not going to have an opportunity to or invite comments

from the public. 

I feel very strongly that the public in a high

vis case or even a low vis case should be given an

opportunity to have their day in court, and I will not deny

them that, but I have to deny it today. And I’ll try to

explain a little more about that. Very shortly, I will

have hearings where I will allow and encourage members of

the public or lawyers who are not perhaps representing

anyone other than their own individual clients who want to

be heard on something, but it simply won’t work today for a

variety of reasons.

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Again, this should be obvious to experienced

counsel, but today I’m going to use the podium when we have

long hearings or regular type hearings. In my courtroom, I

prefer a more casual thing, and I invite counsel to remain

at the table as long as they’re near a microphone. But

today, because of the number of people, the way we’re

projecting this both in another courtroom and in another

room downstairs, I’m going to ask whenever counsel appear,

he or she appears at the center podium, and that you –- the

speaker speak and identify his or her name, not every time

you say something, but if you come to the podium and

prepare to be heard, please identify yourself if you leave

and come back for some other reason. Once again, it’s not

that –- I’ll do my best to get to know lawyers that I don’t

know, who are from out of the area, but for our electronic

record, we have to keep that clear. 

I want to comment on the record again for some of

you who are not familiar with our procedure, particularly

non-lawyers or lawyers who are not familiar with us here,

it’s the obvious, but we do not permit recording in any

fashion of our court procedures. That means if you’re

recording on a cell phone or a tape recorder or an Ipad or

a laptop, that is prohibited, and if you’re found doing

that, you’ll be asked to leave the courtroom. The upside

is –- and again, I don’t know how familiar you are with

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this –- everything we say on this record and in any record,

during any time I preside, unless there’s a sealed hearing

or an off-the-record hearing, will be picked up on our

electronic record and for virtually nothing in cost, if you

are a PACER account holder –- and again, the lawyers are

familiar with that –- you can download each day the

unofficial transcript of our proceedings. 

So even today, even my comments now and your

comments, those of you who are going to be participating,

with luck, by the end of the day, will be loaded onto our

public docket and when you go on our public docket on PACER

and you go to the date of the hearing, such as today,

January 29th, you should see a little logo that you click on

and that will allow you to have an unofficial audio

transcript of the hearing. Of course if you want an

official record, you need to comply with our procedures for

obtaining an official transcript. That normally takes a

little more time and it certainly involves an increased

cost, but if there’s going to be any appeals or matters

called to the attention of other courts, that will be

necessary to have the official transcript.

I’m going to ask now that the principal lawyers

for the Debtor, and I’ll say “Debtors;” I want to get a

clarification from counsel when you make your opening

comments, but in reviewing the docket, I see Mr. Keller

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locally and counsel from New York, the Weil Gotshal firm,

as appearing for both Debtors, I was not aware that there

would be counsel for both Debtors rather than separate

counsel. Again, it’s not my business today to speculate on

that, but what I would like to do is have the principal

counsel appearing for the firm identify him or herself and

introduce the principal lawyers who are going to be

participating. 

I see, I think, someone from the United States

Trustee’s Office, and I’ll ask that that person do the

same, identify him or herself. I don’t know yet if there

are any formal Committees, so I’ll pass on that. If there

were an official committee of any kind appointed by the

United States Trustee, I would ask for representatives of

that Committee to just identify themselves. 

I want to repeat again what I said; I don’t mean

to be discourteous or to cut off people who want to be

heard otherwise, but I just cannot fit into the time frame

we’re dealing with for a variety of reasons anything other

than what I’ve said a couple of time already. We’re going

to deal with scheduling today and that’s all. 

On the subject on scheduling, I will simply

advise counsel that in the past for cases of this 

magnitude –- as many of you know, I presided over the

earlier PG&E case –- but in other cases of some size also,

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I have done and will do in this case, designate specific

days or times on my calendar for all the hearings that will

be coming before us, leaving aside extraordinarily lengthy

scheduled trial type hearings, but regular hearings will

not be on my regular monthly or weekly calendars, and in

the course of discussing scheduling with you all, I will

ask your views on how you want to do it. It’s my sense

that until this case settles down a little bit and I have a

better sense and some of you have as better sense of who

the lawyer participants are going to be, that we will set

aside blocks of time –- and again, I’ll measure it in days

if that’s appropriate, and it will be there on our

calendar. I follow an open calendar procedure which means

parties wanting to appear in this case, either on a motion

for relief from stay or an adversary proceeding or a motion

or opposing a motion, will have it come up on what I’ll

call the “designated PG&E calendar.” I will look to

counsel to give me suggestions on what would be the

sensible frequency of having that calendar, twice a month,

three times a month, once a week. You know, you don’t get

five days a week every week. (Laughter.)

And I will for openers have a designated time

where we’ll take all the matters that are PG&E related. In

time, it might be appropriate to sort them out. Again,

I’ll make a statement for the benefit of perhaps not so

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familiar counsel that if you file something that you want

the Court to hear that’s PG&E related, and you go on what

is called my open calendar and you just pick a date, and it

happens to be the date we’re doing Chapter 13, you won’t

get heard, and you have to be mindful of my dedication of

our calendar to whatever number of days and times it must

be for PG&E purposes. Again, we’ll take it from there.

The last subject I want to cover before I turn

this over to the participating counsel is, I wasn’t

kidding; these papers were filed for all of us except the

lawyers that filed it, minutes into this new day, and guess

what, some of us still try to sleep, and some of us come to

work. I don’t think Mr. Keller ever sleeps, this week, and

I didn’t even get caught up with the documents, and by my

count, there are 17 different matters that the Debtors are

asking me to act on. And I simply wouldn’t and couldn’t

act on them in this kind of a time frame because in

addition to trying to do all the preparations that we’ve

been doing with the staff and everyone else in the short

time to get to this hearing, I simply cannot get through

any of those 17 motions. I know from my own experience

some of them are almost no brainers, but some of them are

big ticket items. 

And so what I’m going to ask for when I call on

counsel is suggestions on how and when I should hear them. 

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Let me give you a preview and then let you be prepared to

respond to that. The documents that were submitted by Mr.

Keller’s office were very helpful and well organized, but

there was some mixing up of topics, and in my thinking, in

looking at those various motions, and again, I’ll repeat, a

number of motions that the Debtors have filed do not call

for action today. So guess what? I’m not going to talk

about them today. But the 17, by my count, do. So there

are, by my count, six motions that PG&E wants –- and again,

I’m going to say PG&E meaning the Debtors –- want me to act

on. I’ll call one of them the joint administration motion,

another one the motion dealing with the creditor matrix,

another one dealing with the motion to extend the time to

file the schedules. 

One of my favorites is the next one, the request

to file oversized briefs; what if I deny that? (Laughter.) 

The next is to designate the responsible individual for the

Debtors, and the next one is to shorten time. Well, the

motion to shorten time for today’s hearing is essentially

moot because I acted on my own and issued the order. But

in my mind, those five are almost routine and almost

automatically responded to or granted, unless someone

believes they shouldn’t be.

Then the next category, there are six, as I read,

and I’m going to give shorthand names that seem to be

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operational in some respect, mostly for the Utility, but

perhaps for the parent company, and they impact entities

that are in contract or in relationships with the Debtors. 

My shorthand six names are the Exchange Operator, the

Operational Integrity Motion, the Lien Claimants Motion,

the Taxes Motion, the Customer Programs, and last but not

least, the Employee Wages. And I think those should be

treated or lumped together in terms of how I should focus

on them and will do later.

Then a couple others are maybe routine, maybe

not, the Cash Management Motion, and the motion that I just

call Insurance. Again, the lawyers who are putting this

altogether, they know what I’m referring to. Because I

haven’t studied them, I can’t really comment or think about

them yet, and they may be as uncontroversial as some of the

first ones. Then the Claims Agent Motion, I lumped it in

separately, not for any other reason that it’s a topic

that’s unique to significant sized bankruptcies, and I’m

mindful of a typical Claims Agent Motion, and again, how

many times do I have to tell you, I just haven’t had a

chance to study that.

And then the final one, or two together, the DIP

Motion, which of course I would consider a big ticket item,

and the related motion to seal. Again, for those of you

unfamiliar with our procedure, parties such as the Debtors

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here have the right to ask permission to seal documents. 

The documents are sealed when they ask permission to seal. 

We don’t invite people to file documents on the public

record and then ask to seal them. But when I have an

opportunity to consider the request and consider any

opposition to the motion to seal, if I’m satisfied, I will

then grant the motion, and that will leave the document

that has been tendered under seal and cannot be examined by

the public or parties in interest unless there’s a proper

procedure. So here’s my thinking on this, and again, I

will move to a different approach if I’m persuaded that I

should. 

I know from my own experience lawyers who file

first-day motions -- I know them well -- and expect them to

be granted instantly. I don’t do it that way, and these

motions were filed as I told you 14 hours ago, and I’m not

going to act on them instantly. And so my tentative

thinking is to schedule a hearing perhaps two days from now

on Thursday, and I would give any party who wants to be

heard the opportunity to just simply file an objection

prior to the hearing on the following categories, the

Administrative Motion, the Cash Management Motions –-

excuse me –- the Administrative Style Motions, the Cash

Management Motions, the Insurance Motion and the Claims

Agent Motion. And if I have no objections at the hearing

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that I would have on Thursday, I would grant them without a

whole lot of discussion, unless I have any independent

question that I would ask.

For the remaining ones, and in particular, what I

call the Operational Motions and the DIP Motion, which of

course is for financing, and the Motion to Seal, I would

require a party who objects, no later than the early

morning of the hearing to file a written objection so that

at least I and the Debtors’ counsel can have a heads up on

that, and then at the hearing, I would either listen to

arguments and rule, or I would continue the matter if it

was necessary for further hearing or take the matter under

submission, or deal with it in some way. Now that is my

way of kind of compromising the process that has to happen

quickly and early in a case of this magnitude, at the same

time, giving parties who are brand new to the case or those

who haven’t even had a chance to prepare for this case. 

Again, there may be somebody who is at the dentist this

morning until this afternoon to find out that he or she had

to represent a client’s interest in an important matter in

this case. And I am not prepared to shortcut at least a

little bit, you know, make due process mean something

rather than just sign a bunch of orders. 

So that’s a very long way of saying how I am

inclined to deal with these various motions and the other

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motions. The Debtors identified at least three in their

binder of papers, but said they are not for purposes of

today’s hearing, so I’ll just assume that Debtors’ counsel

will be setting those on some sort of a schedule. And of

course, there already is an adversary proceeding on file,

and there may be others. Those will just come on before me

on the regular schedule. 

So with that, I guess I’m ready to listen for a

while, and I’ll call on the principal Debtors’ counsel to

first introduce him or herself and co-counsel, and then

I’ll hear from the U.S. Trustee, and as I say, if there is

a formal Committee in place, I’ll call on that entity and

then I will hear what people have to say about my proposed

scheduling for dealing with these matters. I’ve warned

everybody that I’m going to be required to conclude this

hearing by 3:30, so we’ve got plenty of time. Mr. Keller,

do you have the nod here as local counsel?

MR. KELLER: Yes, Your Honor.

THE COURT: You’re a multi-person player here.

MR. KELLER: I am the front end of a very big and

impressive team. 

THE COURT: I couldn’t agree more.

MR. KELLER: Your Honor, my name is Tobias

Keller. I’m with Keller and Benvenutti. We’re local

counsel to both, as Your Honor noted, PG&E Corporation and

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Pacific Gas and Electric Company. In the courtroom with us

today is general counsel with PG&E, Janet Loduca.

MS. LODUCA: Good afternoon, Your Honor.

THE COURT: Good afternoon. Thank you for coming.

I don’t need –- I mean I’d like you to identify them, but I

don’t need the waves. I don’t know her, but I will try to

be polite, but we would like to move forward, or it’ll be

3:30 before we’re finished.

(Laughter.)

MR. KELLER: Jason Wells who’s also identified as

designated responsible individual. He’s our CFO. With me

in the courtroom today are two law firms who have been

assisting the Debtors through this complex endeavor. We

have filed a pro hac vice application for the District

Court –-

THE COURT: Let me make a statement about that. 

We are about in the 19th Century on how that works, and it’s

a slow process, and so I will take any lawyer’s word that

he or she has submitted the process for a pro hac vice. So

you know, we don’t have the ability to handle your money

for those things, and pro hac vice applications have to get

processed by the District Court Clerk’s Office. We

unfortunately have to do it the old fashioned way in paper

once we get the payment. So it might be days before a

particular lawyer is cleared through that way, but you’re

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clear once you are on the deck here. And we do thank you

for all the pro hac vice fees that come in to our

beleaguered fiscal program here, thanks to the shutdown.

(Laughter.)

MR. KELLER: We are familiar with the process. We

have filed them in the District Court, and they should be

making their way down to Your Honor in due course.

THE COURT: Well, there will be lots more.

MR. KELLER: Okay. In the courtroom today with us

from Weil Gotshal is lead Debtors’ counsel, Steve Karotkin. 

He will be addressing the –-

MR. KAROTKIN: Good afternoon, Your Honor.

THE COURT: Good afternoon. Thank you.

MR. KELLER: Also, Jessica Liou, Matt Goren, Ray

Schrock, Ted Tsekerides, and Stuart Goldring.

THE COURT: Thank you. Welcome.

MR. KELLER: Also with us today from the law firm

of Cravath Swaine & Moore, are Paul Zumbro --

MR. ZUMBRO: Good afternoon, Your Honor.

THE COURT: Good afternoon, Mr. Zumbro.

MR. KELLER: –- and Kevin Orsini.

THE COURT: Good afternoon, Mr. Orsini.

MR. ORSINI: Good afternoon, Your Honor,

MR. KELLER: Your Honor, if I understood the order

of proceedings, I think I will stop at that point. At the

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point in which Your Honor is interested in having some

conversation about how we handle scheduling –-

THE COURT: Sure. I just wanted to make sure I

get the players who are likely to be heard today. Again,

it will sound like I’m excluding people who I don’t want to

hear from, but if the U.S. Trustee is going to take a

position here, I need input, and if there are any official

committees. So is there someone from the U.S. Trustee?

MR. KELLER: Your Honor, before I cede the podium,

the point that I was going to make is before we get to the

scheduling, it might be helpful to take a brief break just

so that we can collect comments and then be more efficient.

THE COURT: Okay. Sure. Oh, someone I recognize. 

Ms. Kelly.

MS. KELLY: Good afternoon, Your Honor, Lynette

Kelly on behalf of the U.S. Trustee. Your Honor, as far as

the Committees Your Honor mentioned, of course, the U.S.

Trustee will be sending out packets, solicitation packets,

to creditors and also setting a formation meeting.

THE COURT: Well, that’s normal, yeah, I

understand. So you don’t have a Committee that’s surfaced

and identified itself, at least informally yet.

MS. KELLY: Not at the moment. So that remains to

be seen. As the Court mentioned, this was only filed in

the early hours of this morning, so anyone wishing to

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contact the U.S. Trustee’s Office may reach out to me, and

in the meantime, we will be proceeding as usual to solicit

interest from creditors and –-

THE COURT: But I take it, Ms. Kelly, you are in a

position, if not today, shortly, to comment if necessary on

any of these other motions that have been brought.

MS. KELLY: Yes, Your Honor. We are looking at

the motions now, so we’re prepared to proceed on the

schedule Your Honor sets.

THE COURT: Well, but I want you to respond also

if the Debtors’ representatives, you know, don’t like my

schedule. I’ll make a decision, but I want to hear both

sides, and I guess there’s no other side except to the

extent that an individual or a lawyer representing some

smaller group but not an official group doesn’t like

something. But again, it’s just the scheduling issue, and

I’m scheduling it, I hope, principally in response to the

Debtors’ motions.

MS. KELLY: Yes, Your Honor. 

THE COURT: Okay.

MS. KELLY: The U.S. Trustee is likely to have

some positions on the substance of the matters and we’ll

present those on the schedule that is set today.

THE COURT: Well, the point I was trying to make,

and I guess you got the message, it’s on a very compressed

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time, but if, under my time, if we come to what I call

Operational Motion No. 3, and you think it’s an outrage or

a miscarriage of justice, you won’t have had time to file a

25-page brief, but you certainly will have time to express

yourself and to say why, and I’ll listen to your arguments,

and if I’m able to make a ruling, I’ll make a ruling. If I

need more help, I will do that. Okay?

MS. KELLY: Yes, Your Honor. And just to be

clear, the U.S. Trustee may have some positions within the

particular motions. For example, Your Honor may set a

motion to be heard in two days. There may be certain parts

of it that we might argue should be left until a later

time, so we want to reserve the right to make that part of

our objection, if we make one.

THE COURT: Of course. And if time permits

between now and whenever, I hope you’ll have an opportunity

to talk to the Debtors’ representatives and see if there’s

any way to, you know, parse out the non-controversial

portions and reserve the contentious or controversial ones.

MS. KELLY: Certainly, Your Honor. Yes. Thank

you. 

THE COURT: Okay. So Mr. Keller, you asked to

take a break. I’m not sure we want to take too much of a

break. You’re talking about just take a pause or literally

old fashioned convenience break, because we have so many

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people in two different rooms.

MR. KELLER: Just five minutes, Your Honor, to

collect the various attorneys. That would be helpful, Your

Honor.

THE COURT: Okay. I will go off the record and

leave the bench, and that means they’re all free to talk

and yell at me and say whatever you want, and I’ll be back

in about five minutes and we’ll proceed from there. Thank

you very much.

(Whereupon, a recess is taken at 1:59 p.m., and the

court is reconvened at 2:07 p.m.)

THE COURT: Please be seated. I’ll try to stay

closer to the microphone. I’ve been warned that I was

going out of focus here for a moment, but I’ll do my best. 

All right. Who’s up?

MR. KAROTKIN: Good afternoon, Your Honor, Stephen

Karotkin, Weil Gotshal & Manges for the Debtors, and we

certainly appreciate your seeing us this afternoon.

THE COURT: My pleasure. I wouldn’t think of

turning you away. (Laughter) I have nothing else to do this

afternoon.

MR. KAROTKIN: Neither do we, for that matter. I

just want to make sure that we understand what you’re

suggesting, and I think that you neglected to mention one

of the motions, which was the NOL.

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THE COURT: Oh. You know, I think I just gave it

a different name, because I counted them. But what –- no,

you think I left it off, but I put it back on. 

MR. KAROTKIN: Okay.

THE COURT: I think I have that down on sort of

what I call the Operational category. This not a perfect

calculation, but –-

MR. KAROTKIN: Okay. All right.

THE COURT: I mean it’s the one –- is that the one

where you want to get a ruling to limit the –-

MR. KAROTKIN: The trading.

THE COURT: –- the trading, yeah.

MR. KAROTKIN: Yes, sir.

THE COURT: Okay. Yeah, I thought –- well, I got

it.

MR. KAROTKIN: Okay. Thank you. So just to make

sure we understand what you’re suggesting, is that you

would –- your proposal was to hear everything on Thursday

just with different objections.

THE COURT: Well, let’s take a simple one. I mean

if somebody has an objection to joint administration or to

an oversized brief –- well, maybe I’d sustain the objection

to the oversized brief –- (Laughter), but we don’t need

anything more than somebody to say it and somebody to say

it on the other side and go. But if somebody has a

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substantive objection to what I think is more substantive

or operational, I mean let’s take the elephant in the room. 

If somebody wants to object to the DIP motion, I mean I

can’t –- I’ve got to give them an opportunity, I think, to

act, so I was just trying to break the universe down into

the typical administrative, the things that affect real

people, like employees, and I don’t know enough about some

of the other terminology, but in reading just the

descriptions, they seem to be like that. That’s what I had

in mind.

MR. KAROTKIN: But at the very least, everything

would be heard by Thursday.

THE COURT: Yes, sir.

MR. KAROTKIN: Okay. I think with two exceptions, 

that would be acceptable to the Debtors, and the two we’re

concerned about, Your Honor, is the Cash Management Motion

because it’s vitally important for the Cash Management

System to remain in place and to continue to operate

because we’re afraid the banks won’t honor checks or they

won’t continue to process all of the funds and revenues

that come through the system, and I think that even as you

indicated, that’s a fairly straightforward motion. So

perhaps what might be acceptable to you, Your Honor, would

be to enter a bridge order approving that until Thursday’s

hearing.

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THE COURT: Okay. Go ahead. Ms. Kelly, you’ve

approved a lot of cash management orders that are somewhat

smaller in scope. It’s certainly standard stuff, though,

right?

MS. KELLY: Well, Your Honor, we do have certain

issues with the cash management order such as the –- using

certain depositories that are not the authorized

depositories. There are issues in there about departure

from the investment rules under the Code. There are

substantive issues in there that the U.S. Trustee needs to

speak to counsel about and perhaps object to and be heard

on. So –-

THE COURT: But a bridge order would maintain –-

would allow the daily things to go forward, right?

MR. KAROTKIN: Yes.

THE COURT: Yeah, okay. Again, that sounds okay

to me. And what’s the other one?

MR. KAROTKIN: The other one is the Exchange

Operators.

THE COURT: Okay. See, that’s one of those ones

where I don’t know enough about it, and Mr. Keller’s

binders were helpful, but the numbers on the binder don’t

match exactly the numbers on the docket, and I was a little

confused because the dockets of the two Debtors, I think

the numbers are off a little bit. So in my –-

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MR. KAROTKIN: I have it listed as Docket 15 on –-

THE COURT: Well, give me the binder number it is. 

It’s 6; isn’t it, the Exchange Operator Motion?

MR. KAROTKIN: Yes, sir.

THE COURT: Yeah. And what do you want to do

about that?

MR. KAROTKIN: The people with whom we transact

who are reflected in that motion basically supply a very,

very substantial portion of the gas and electricity used to

operate the system, and we really can’t afford to disrupt

that.

THE COURT: We can’t let the Bankruptcy Court

lights go out.

MR. KAROTKIN: Even with the air conditioning the

way it is here, we can’t afford to disrupt that, so we

would –-

THE COURT: This is a negotiating tactic. 

(Laughter.) Turn up the heat and get some more 

reasonable –-

MR. KAROTKIN: Well, you brought it up, sir,

before I could. We would ask again if you could enter a

bridge order for that as well. That would be –- we would

appreciate that.

THE COURT: So a bridge order would mean that the

people that are doing business –- I mean this to me is –- I

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guess I was right by calling it an Operational Motion.

MR. KAROTKIN: Totally.

THE COURT: It’s operational. Well, I think I had

a little recollection from what we call PG&E One. So a

bridge order would mean business as usual. If the U.S.

Trustee or somebody else has some problem, we can zero in

on something.

MR. KAROTKIN: We can raise it on Thursday.

THE COURT: Yeah, okay. Well, I’m certainly –-

Ms. Kelly, are you familiar with that enough to have a

concern?

MS. KELLY: Your Honor, I really can’t comment on

that one at the moment, but if it’s a bridge order until

Thursday, we’ll be prepared by Thursday with our position.

THE COURT: Okay. I will depart from my prior

order by at least looking in the courtroom, and I realize

there are people next-door, but I’ll deal with that. Is

there anyone in the courtroom that would oppose to even a

bridge order for the Cash Management Motion and the

Exchange Operator Motion? Yes, sir. Just come over and be

near a microphone. Thank you. And we need to get your

name.

MR. HANSEN: Yes, Your Honor. Kris Hansen with

Strook and Strook and Lavan on behalf of JP Morgan Chase as

proposed administrative agent with respect to the DIP loan. 

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I just wanted to point out that with respect to cash

management and the Exchange Motion, both of them cross

effectively with the DIP motion because there are requests

from both that deal with the imposition of liens either on

a pari or carved out basis from the DIP liens. So I just,

from a reservation of rights perspective –- obviously

you’ll take that up in the context of the DIP motion, but I

didn’t want it to go without saying. We of course want the

Debtors to continue operations on a business-as-usual

basis, and the agent doesn’t interfere from any

perspective. But –-

THE COURT: Yeah, okay.

MR. HANSEN: –- we just wanted to make the Court

aware of that issue.

THE COURT: Yeah. And again, because I didn’t

have a chance to drill down on the motion, just looking at

the title, I didn’t see something that jumped out as a DIP

loan type thing, except there is a 364 in the title but –-

okay. Well, you’re just reserving your rights. So that’s

fine. Mr. Karotkin, unless somebody wants to complain and

they’re over in the other courtroom, I’ll tell you I’ll

approve the, you know, the bridge provision for the two

that you described. I don’t know that we need a formal

order unless you think we do.

MR. KAROTKIN: I think you can so order it on the

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record.

THE COURT: Yeah.

MR. KAROTKIN: That should be fine.

THE COURT: I mean, again, you’re not familiar

with our procedures, but –-

MR. KAROTKIN: I’m being overruled.

THE COURT: (Laughing) I want to explain something

so you know about our procedures. My Courtroom Deputy

typically does record something on the docket, so –-

MR. KAROTKIN: I’m sorry to interrupt. I think we

would need on the Cash Management Motion something to be

able to deliver to the banks.

THE COURT: A real order to give to a lender?

MR. KAROTKIN: Yes. 

THE COURT: Okay. Well, I’ll finish my speech,

but I’ll give you your order. (Laughter.) When I approve

things that aren’t that critical, I frequently just have my

Courtroom Deputy make it reflected on the docket that it

was ordered or approved and then again, I’m sure you do

that in other courts. So it’s on the public docket and

it’s simply on the audio docket also. So I will orally

approve the bridge order concept for the Cash Management

Motion and the Exchange Operator Motion, but I’ll also

expect you to upload an order today that memorializes the

bridge order for the Cash Management one. That will be

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signed, you know, some time today. I think we’ll probably

get it docketed today, but at least signed. And once it’s

docketed, you’ll get your copy and your counsel on the

Notice of Electronic Filing.

MR. KAROTKIN: Thank you, sir.

THE COURT: Okay.

MR. KAROTKIN: And with that, we’re happy with

your scheduling.

THE COURT: Well, okay. So let’s talk about

scheduling for now and for the future. I’ve said to

others, I don’t punish out of town counsel, so if you’re

here from New York, I’m not going to set hearings at 4:00

o’clock on a Friday –- routinely.

MR. KAROTKIN: We appreciate that, sir.

THE COURT: You know, or maybe some other time on

a Monday morning right after the Super Bowl, but what do

you want –- and again, I’m focusing on you, but I suspect a

number of your brothers and sisters will be carrying some

of the water here too. Am I to assume there is not going

to be separate counsel, at least for now for the Utility?

MR. KAROTKIN: That’s correct. 

THE COURT: Okay.

MR. KAROTKIN: The parent company is a holding

company and its asset is just –-

THE COURT: No, I know. I know it is, but they

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had separate counsel in the prior case, but they went into

bankruptcy –-

MR. KAROTKIN: Back then it was a different

operation.

THE COURT: Well, they weren’t in bankruptcy

either, the parent. That might have made a difference too.

MR. KAROTKIN: Yes.

THE COURT: So when would you like to sort of 

be –- forget –- don’t worry about –- I mean let’s not talk

about two days from now. Let’s talk about two weeks from

now or two months from now, and it’s not in concrete. We

can change it, but I have no way of measuring what –-

particularly with the fire claims, you know, whether we’re

going to have two adversary proceedings –- I mean, two

motions for relief from stay a week or 20 a week or 50 a

week. And so therefore whatever I do, you know, it’s

subject to change. So you tell me.

MR. KAROTKIN: I would suggest at the outset if we

could get two days a month like two weeks apart to start.

THE COURT: Okay. 

MR. KAROTKIN: Every two weeks.

THE COURT: Every two weeks.

MR. KAROTKIN: Yes, sir.

THE COURT: Just block out two days, and what days

would you like?

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MR. KAROTKIN: Tuesdays and Wednesdays. 

(Laughter)

THE COURT: I think we might have to tweak it a

little bit on some Wednesdays, but I don’t know why I can’t

accommodate you, and then –-

MR. KAROTKIN: Your Honor, we’re more than happy

to accommodate your schedule.

THE COURT: Well, look, there are a lot of people

in the room and elsewhere. There’s just one me and my

staff, and we live here. So let me do this. The real

mystery here is when should we start, and, you know, if

your prediction for the cash motion –- I mean the other

first-day motions is good and we get them all pinned down

in two days, maybe we should start somewhere around

February 12th, like the second and the fourth Tuesday and

Wednesday?

MR. KAROTKIN: That sounds good.

THE COURT: And what we’ll do, Ms. Parada, do you

see any –- you know, just based upon our maintaining the

calendars, is there anything –- (the Court and Courtroom

Deputy converse) but the calendar there –- no, but that was

on the other one. Oh, yeah, but I may be passing that off

on someone else. So let’s give them say a tentative, like

the dates for all three months. So February would be 12th

and 26th? No, see, the Chapter 13 is on the –- oh, that’s

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right. He said Wednesday. Excuse me. Okay. So 12-13 and

26-27, right?

COURTROOM DEPUTY: Yes, Your Honor.

THE COURT: And let’s go with –- give me the same

dates on your calendar for March and then April.

COURTROOM DEPUTY: Yes, the 12th and the 13th and

the 26th and 27th.

THE COURT: Oh, the same dates. Of course,

February and March; they always do that. And how about for

April?

COURTROOM DEPUTY: The 9th and the 10th, and 23rd and

24th.

THE COURT: Okay. So Mr. Karotkin, you’re the

point man here. Do those sound right for you?

MR. KAROTKIN: They do, Your Honor, and actually

I’m hopeful as we move into this case, perhaps we can have

fewer hearings.

THE COURT: Well, and again, we don’t need six

lawyers to come out from New York.

MR. KAROTKIN: That’s for sure. 

THE COURT: I invite telephonic appearances for

lots of things. And so I don’t know what your experience

is in other courts. I’m a great fan of telephonic

appearance. We don’t have the ability for too much video,

unless we send you to Santa Rosa. You can go to Santa Rosa

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and we can video you back in here. Okay. Then what we

will post on the Court’s website for calendars is that

those days –- I’ll repeat them –- February 12 and 13, 26,

27; March, the same dates, 12 and 13, and 26 and 27; and

April 9, 10, and –- what did I day –-

MR. KAROTKIN: 23-24.

THE COURT: –- 23-24. Those are going to be

designated PG&E days, and if anybody files a motion,

whether it be an emergency motion or an open calendar

regular motion, counsel should be expected to pick those

dates. Now obviously if somebody wants to be heard

quickly, you know, on February 12th, it might require an

order shortening time. But again, I don’t want to get down

into the details. Experienced lawyers know how to do that,

and inexperienced lawyers will –- we’ll work them over.

(Laughter.)

And then maybe in a couple of hearings, I’ll have

a conversation with you or whoever has got the watch for

moving the dates out. Again, nothing is in concrete, and

if there’s something that has to be heard at some other

time, on an emergency basis, we’ll do it from there. So

now let’s go back to this week. Yeah, Mr. Karotkin, we

should probably reserve the day.

MR. KAROTKIN: Yes, sir.

THE COURT: So my typical day starts with a 9:30

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calendar, but I can make it a little later, and –-

MR. KAROTKIN: 9:30 is fine with us, Your Honor.

THE COURT: Okay. Then what we’ll probably do is

on all of those days we’ll start at 9:30 and we’ll

anticipate a break. Typically I like to break at 12:30 to

1:30, and we have gourmet dining on the second floor in

this building, and if you venture outside, we have gourmet

dining elsewhere. (Laughter) So we will post that those are

the dates and times, and I’ll work with my Courtroom

Deputy. We’ll figure out whether we’re going to pencil in

the specifics, but what you need to understand is that if a

lawyer wants to file a motion for relief from stay or a

motion to compel assumption or rejection or, you know, any

of a gazillion other options, the lawyer will be told that

our rules have dates and times. Pick the date and set it

for hearing, and off you go.

MR. KAROTKIN: Very good.

THE COURT: Okay. All right. So let’s get back

to two days from now. I don’t know, and I don’t pretend to

know how many or what of the motions are going to be at all

controversial. Ms. Kelly expressed some concerns about a

couple of things I can anticipate. DIP motions tend to be

controversial, right? But beyond that, do you have any

clue as to which of these might attract some attention from

your opposition?

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MR. KAROTKIN: I actually do, Your Honor. 

THE COURT: Okay.

MR. KAROTKIN: And first of all, there are various

ad hoc groups that have already formed, and of course, Mr.

Kornberg from the CPUC is here today.

THE COURT: I didn’t see him. Another veteran.

We’re going to have a reunion of the veterans.

MR. KAROTKIN: And I think it’s fair to say 

that –- and I think you noted that the motions to be filed

are fairly conventional, not different from what’s been

filed in other cases. Obviously the numbers are bigger.

THE COURT: A little larger.

MR. KAROTKIN: A lot larger, but again, to be

expected with a company with 24,000 employees, 16 million

customers. So there are reasons for the numbers --

THE COURT: I understand.

MR. KAROTKIN: -- and I think that counsel for

some of the parties who have seen the motions will stand up

here today and say they have reviewed them, and they have

no objection. I think we tried to be extremely careful to

tailor the relief we were seeking to what was needed to

facilitate a smooth transition into Chapter 11 and to

maintain the integrity of the system and make sure that

utility service was being provided to all the customers. 

So I’m confident that you will not see anything in these

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motions unusual, other than the numbers.

THE COURT: Promise? No general releases? No

Indemnity Agreements?

(Laughter.)

MR. KAROTKIN: No indemnity, no general –- and I

will point out –-

THE COURT: No waiver of all attorney’s fee

objections?

MR. KAROTKIN: No, sir. And I will point out,

Your Honor, that there is no request to pay supplemental

pension benefits to retired employees –-

THE COURT: Yeah, I saw that.

MR. KAROTKIN: –- and no request to pay deferred

compensation to retired employees, no keep. As I say, we

tried to be pretty conservative.

THE COURT: Well, look, but I think in fairness to

you, you and I –- again, I haven’t met you before, but

you’re not here on your first case, nor am I, and I doubt

we’re going to attract a lot of attention on a motion to

file an oversized brief. However, whether it be, you know, 

a DIP motion or something else, if we have a serious

objection, I am not going to do it on the fly, and so we

might very well have to have a continued hearing or, you

know, something. We might go to Friday. We might do

whatever we have to do, and I want to make sure that the

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opposing counsel of opposing people understand this is a –-

the Court is not a, you know -- what’s the word I want -- I

mean it’s not just set up for you and your clients. We’re

going to make –-

MR. KAROTKIN: Absolutely.

THE COURT: –- it the way we have to do it. And

I didn’t mean to imply that you assumed otherwise. So I

think what we ought to do then is have –- well, I said, my

suggestion would be if somebody shows up on Thursday

morning, they at least would have to have filed an

objection to one of these administrative things or the

other ones I named, and I’ll make sure we’re clear; there

was the administrative, what I call the category of the

administrative ones, the cash management one, the insurance

one, and the claims agent. Anything else, and more

particularly those six categories that I called operational

and the DIP motion and the motion to seal, they have to at

least file –- I said tomorrow right, or did I say Thursday

morning?

MR. KAROTKIN: Thursday morning, Your Honor.

THE COURT: Thursday morning. They have to file a

brief that lays out what it is. Again, I don’t need a 25-

page brief, but I’ve got to have an explanation of why the

objecting party believes that it’s wrong or improper or

whatever and gives you at least a chance orally to respond. 

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Please don’t get a brief at 8:00 o’clock from your opponent

and file a written brief at 11:00 o’clock. I can’t do it

all at once. So should we try it again at 1:30 or do you

want me to try something in the late morning and maybe take

a break if we have to. It’s up to you. You tell me –- you

know better about the –-

MR. KAROTKIN: I think that we will be prepared to

proceed at 9:30 on Thursday morning.

THE COURT: Okay. 9:30. All right. Then that

will be the plan. We will reconvene and invite anyone to

follow the same procedure. Unfortunately, we don’t have

that ability to do otherwise. You should know, we

considered trying to move this whole operation to one of

the big courts upstairs that the District Court operates

in. For other reasons, it was not going to work. So we

we’ll do this again here. If we have overflow, it’ll be in

Judge Blumenstiel’s courtroom next-door on the video, and I

will –- well, I’d like to do one other thing when we start

on Thursday. I’d like the equivalent of an opening

statement from your side.

MR. KAROTKIN: Sure.

THE COURT: Tell me, but tell the audience what is

the –- not the details, but I mean in a short summary, the

game plan that the Debtors can be public about and explain

what they’re up to. You will get your time outside the

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courtroom to deal with them in the press room or the media

or otherwise, and I will also give members of the public or

counsel who are not operating for their own clients or

groups an opportunity just to be heard. It doesn’t have to

be, you know, specifically in response to the motion; it

will just be an opportunity to get stuff off their chests. 

I can’t solve all their problems, but I can listen to them. 

Okay?

MR. KAROTKIN: Sure. My colleague, Mr. Tsekerides

wants to address the adversary proceeding –-

THE COURT: Yes, sir. Oh, I didn’t know there was

any action on the adversary proceeding.

MR. TSEKERIDES: Good afternoon, Your Honor, Ted 

Tsekerides from Weil Gotshal on behalf of the Debtors. At

this point, it’s still a scheduling issue. We had to call

it for today. So this is the adversary proceeding against

FERC.

THE COURT: Yeah, I know you filed it, but I

didn’t –- you didn’t ask for a temporary injunction.

MR. TSEKERIDES: We didn’t ask for a TRO, but we

did file a PI.

THE COURT: Yeah, I know that.

MR. TSEKERIDES: And so we were trying to work out

a schedule this morning, and one of the issues is FERC

issued an order prior to –- pre-petition –- and I’m not a

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FERC lawyer, but from what I understand, under the FERC

rules, they claim that we have to file a notice of rehearing by the 25th of February. Now we don’t think we need

to be there; we think we need to be here.

THE COURT: Doesn’t the Bankruptcy Code give you

any break then?

MR. TSEKERIDES: We think the Bankruptcy Code

under 108 gives us that break but they didn’t seem to agree

with us, so we have some options. We don’t need to discuss

them in detail today, but I did want to mention this. We

may need to file something tomorrow, but I’d like to bring

this up on Thursday if we could, because we either need to

have that PI heard by the 25th or some relief from the Court

finding that 108 gives us some more time to do a more

reasonable schedule.

THE COURT: Well, I mean –- of course, I don’t

know the underlying merits here, but if we have an

adversary proceeding, I tend to follow the strict rules,

like a TRO type of thing, and a preliminary injunction, you

know, we’re dealing with more time. So tell me again when

you think the FERC deadline runs?

MR. TSEKERIDES: Well, from what I understand,

it’s February 25th.

THE COURT: Oh, February, okay.

MR. TSEKERIDES: Yeah. And the Local Rules, from

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what I understand from conferring with counsel, that we

would have on a motion for PI 28 days which would put us

just past the 25th.

THE COURT: Yeah, but I’m also amenable to

shortening those times too, and maybe FERC would be willing

to –- is the deadline for FERC statutory or is it something

that they can play with –-

MR. TSEKERIDES: Well, they say it’s statutory,

but –-

THE COURT: Okay.

MR. TSEKERIDES: –- we don’t have to get into

that. I think 108 still applies; we don’t need to get into

that, but they claim that –-

THE COURT: Well, I think what I would say is that

you need to make a call on whether you need to go by way of

a preliminary injunction if –- or you can try a preliminary

injunction, but you’re going to have to request shortening

time. And again, we –- you know, I’ve got to play by the

rules, and so if they won’t shorten time, well I can be

asked to, but under our Local Rules, you’ve got to ask to

shorten time. They’ve got to tell you why they won’t, and

if it sounds like they’re just shortening it a little bit,

then so be it. Now let me just look back at my schedule. 

So the schedule that we just outlined –-

MR. TSEKERIDES: Right, the dates don’t work

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there.

THE COURT: The days don’t work, right. So you

need to do it some other way. 

MR. SACKS: Your Honor, I don’t know if you can

hear me. This is Marc Sacks from the Department of

Justice. We’re representing FERC in this matter. Can I be

heard briefly?

THE COURT: Yes, sir.

MR. SACKS: Thank you, Your Honor. The deadline

for seeking a hearing from FERC is 30 days. It is

statutory, 16 USC 825(L), subsection (a). And really the

proceeding there is entirely unrelated to what happens in

the adversary proceeding. I don’t want to argue the point

now; we’ll have time to talk about it later, but FERC

issued an order on its own jurisdiction, and if PG&E wants

to challenge that, there’s a statutory procedure for doing

so which would end up in Circuit Court. Nothing this Court

could do in an adversary proceeding, injunction or

otherwise, could change or alter the obligation of PG&E if

they want to, to follow that judicial review process. So

the fact that there really is no urgency or exigent need

for any ruling of this Court before that February 25th

deadline, nothing this Court can do can change the

statutory obligation of PG&E to either make the revision

for a hearing or forego their appellate rights.

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THE COURT: Well, but you heard counsel talk about

108. I mean you’re saying 108 doesn’t work?

MR. SACKS: If they believe 108 gives them more

time, then they have every right to seek that guidance from

the Court or rely upon it themselves. But we can’t opine

as to whether or not 108 tolls or extends the statutory

deadline to a hearing.

THE COURT: Well, I think I’m going to have to let

the Debtor make a call as to how you want to proceed, and

if you believe a TRO would be better, then let’s do it that

way.

MR. TSEKERIDES: And from what I understand, Your

Honor, if we made a motion to shorten time, that’s another

option. We can talk about it with local counsel, but the

motion to shorten time on the preliminary injunction seems

to also be a way to go.

THE COURT: Right.

MR. TSEKERIDES: And I just want to note for the

record, we do disagree with what counsel just said for

FERC. We do think –-

THE COURT: Yeah. The only thing I would just

give you a heads up about is, if we shorten time a few days

and I hear –- you know, I set aside a couple of hours for,

you know, experienced, knowledgeable counsel to argue

something that I’m not every day familiar with, I may not

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be able to make a ruling until your deadline runs anyway,

and so again, I don’t want to give you advice, but I don’t

want to fool you either. I mean if I have to process the

arguments and figure out what to do and, you know,

meanwhile this deadline runs on you –- you know what to do.

MR. TSEKERIDES: Well, we’ll pick dates that fit

that then.

THE COURT: You’ll figure what to do. Okay. 

MR. TSEKERIDES: Okay, thank you, Your Honor.

THE COURT: I’ll just assume something is going to

happen in the adversary proceeding that you filed but has

not been set on in some procedure. You and counsel will

follow our procedure to get it –-

MR. TSEKERIDES: The only point I wanted to make

is, if we did file a motion to shorten time, is that

something that could –- we would like that to be put on, on

Thursday if we could, so that at the end of the day when

you’re doing with the first-day motions on the case in

chief –-

THE COURT: Yeah, if your opponent agrees to it. 

But we could do it by telephone, you know, Monday or

Tuesday or something like that. That’s the kind of thing

that I’m used to just doing quickly on the telephone

without making everybody come.

MR. TSEKERIDES: Okay. That would be great.

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THE COURT: Okay.

MR. TSEKERIDES: Very good. Thank you, Your

Honor.

THE COURT: Okay. 

COURTROOM DEPUTY: Excuse me, Your Honor. Should

the Clerk’s Office issue a summons for a meeting or –-

THE COURT: Oh, okay. Well, yeah, we probably

should. So again, I was just conferring with Ms. Parada,

when an adversary proceeding is filed, we typically have a

summons issued on a regular day. We’ll just have it set on

one of our PG&E dates. But you won’t be dealing with the

deadline for the summons; you’ll be dealing with the

earlier deadline.

MR. TSEKERIDES: Okay. Thank you.

THE COURT: All right. Are we ready to call it a

night?

MR. KAROTKIN: Just one last thing, sir, Stephen

Karotkin again for the Debtors.

THE COURT: Yes, Mr. Karotkin.

MR. KAROTKIN: In order to give appropriate notice

of the hearing for Thursday, is it going to be at 9:30?

THE COURT: Oh, well, that’s what you asked for,

right?

MR. KAROTKIN Yes, I just didn’t –- I just wanted

to confirm for notice purposes so we can let people know.

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THE COURT: Yeah, I’m just thinking for a minute. 

Let me just think about this for a minute. What do you

intend to do as far as notice, except the electronic

notice. I mean who have you given notice to generally

already? You haven’t given notice to the entire creditors’

list.

MR. KAROTKIN: No. No. But we’ve posted the

notice on the website, and we have our own –-

THE COURT: Right. So all you do is –- but you

will also –- it’ll also go electronically, so every

electronic registered user will get it.

MR. KAROTKIN: Yes.

THE COURT: And –- okay. So you’ll post the

notice. You’ll file the notice. It’s just the notice of

continued hearing.

MR. KAROTKIN: And any objection –- is there an

objection deadline for Thursday, a written objection? It’s

up to you, sir.

THE COURT: 5:00 p.m.

MR. KAROTKIN: Well, no. Thursday, the hearing is

in the morning.

THE COURT: You’re right.

MR. KAROTKIN: But we’ll go with objections

afterwards if it’s okay with you.

(Laughter.)

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THE COURT: Well, what if I rule against you? 

Then you might have to object to my hearing. Hmm. Let me

think about that. Well, I mean you tell me, if we have a

hearing on Thursday; that’s the 31st, and we do it at 9:30,

if I tell your opponent to file an objection before the

hearing, that’s not going to give you much break. On the

other hand, I really can’t do much –- I’d have to give 

them –- essentially they have 24 hours to file their

notice, right?

MR. KAROTKIN: May I make a suggestion?

THE COURT: Yeah.

MR. KAROTKIN: How about if we move the hearing to 

10:00 a.m. and objections are due by 8:00 a.m.

THE COURT: (Laughing). Only if I get chambers

copies and get to read them all, right? I’m only kidding. 

Okay. The objections will be –- to be filed electronically

at 8:00 o’clock in the morning, California time, and the

hearing will be at 10:00 o’clock.

MR. KAROTKIN: Very good.

THE COURT: And we’ll take it in the order that

we’ve talked about, and, you know, it might say, does

anybody have any objections and read off the admin list and

if I have any on my own, I’ll let you know. Okay?

MR. KAROTKIN: Thank you, sir.

THE COURT: All right. Thank you everyone for

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your time. I look forward to seeing some of you on

Thursday.

(Whereupon, the proceedings are concluded at 2:40

p.m.)

CERTIFICATE OF TRANSCRIBER

I certify that the foregoing is a correct 

transcript from the digital sound recording of the

proceedings in the above-entitled matter.

DATED: February 1, 2019

By: /s/ Jo McCall 

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