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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 GRANTING THE SEVENTH 

OMNIBUS MOTION OF THE UTILITY 

PURSUANT TO 11 U.S.C § 365(a), FED. R. 

BANKR. P. 6006, AND B.L.R. 6006-1 FOR 

AN ORDER APPROVING ASSUMPTION 

OF CERTAIN REAL PROPERTY LEASES 

[Relates to Dkt. No. 4390] 

Hearing Date: November 19, 2019 

Hearing Time:10:00 a.m. (Pacific Time) 

Place: United States Bankruptcy Court 

 Courtroom 17, 16th Floor 

 San Francisco, CA 94102 

Objection Deadline: November 5, 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# 4600 Filed: 11/07/19 Entered: 11/07/19 17:38:50 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 Seventh Omnibus Motion of the 

Utility Pursuant to 11 U.S.C. § 365(a), Fed. R. Bankr. P. 6006, and B.L.R. 6006-1 for an Order 

Approving Assumption of Certain Real Property Leases filed by the Debtors on October 22, 2019 [Dkt. 

No. 4390] (the “Motion”). 

RELIEF REQUESTED IN THE MOTION 

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

Property Leases1, (ii) authorizing the Utility to make Cure Payments totaling $6,806.26 in connection 

with the Real Property Leases, (iii) following such payments and the removal of the Liens asserted on 

the underlying properties associated with the Real Property Leases, barring the lessors from asserting 

that any default exists under the Real Property Leases, and (iv) granting related relief. A schedule of 

the Real Property Leases (including the details of all counterparties, amendments and assignments), 

along with any Cure Payments to be made in connection with the assumption was attached as 

Exhibit B to the Motion. 

A proposed order (the “Proposed Order”) was attached as Exhibit A to the Motion. 

The order being submitted is different from the Proposed Order attached to the Motion in that the 

reference to a hearing being held has been deleted, and that Row 1 of Schedule 1 has been corrected to 

reflect that Enerland, LLC was not a party to the Purchase and Sale Agreement dated November 9, 

2007, as amended on January 15, 2008. A redline comparison of the Proposed Order and the order 

being submitted is attached hereto as Exhibit A. 

1

 Capitalized terms used but not otherwise defined herein shall have the meaning ascribed to them in 

the Motion. 

Case: 19-30088 Doc# 4600 Filed: 11/07/19 Entered: 11/07/19 17:38:50 Page 2 of

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

NOTICE AND SERVICE 

A Notice of Hearing on Seventh Omnibus Motion of the Utility Pursuant to 11 U.S.C. 

§ 365(a), Fed. R. Bankr. P. 6006, and B.L.R. 6006-1 for an Order Approving Assumption of Certain 

Real Property Leases was filed concurrently with the Motion on October 22, 2019 [Dkt. No. 4392] (the 

“Notice of Hearing”). The Motion, its supporting declaration of Andrew K. Williams, and the Notice 

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

October 25, 2019 [Dkt. No. 4484]. The deadline to file responses or oppositions to the Motion has 

passed, and no responses or oppositions have been filed with the Court or received by counsel for the 

Debtors. 

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 has been filed with respect to the Motion. 

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

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

the form attached to the Motion, granting the Motion as set forth therein. 

Dated: November 7, 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# 4600 Filed: 11/07/19 Entered: 11/07/19 17:38:50 Page 3 of

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