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

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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) 

Peter J. Benvenutti (#60566) 

(pbenvenutti@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) 

MOTION PURSUANT TO FED. R. BANKR. P. 

4001(d) TO APPROVE STIPULATION 

BETWEEN DEBTORS AND MICHAEL S. 

DANKO AND MARY S. DANKO FOR 

MODIFICTION OF AUTOMATIC STAY 

Objection Deadline: October 25, 2019 

 4:00 pm (Pacific Time) 

No hearing requested absent timely objection. If 

timely objection is filed, hearing reserved for:

Date: November 13, 2019 

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

Place: United States Bankruptcy Court 

 Courtroom 17, 16th Floor 

 San Francisco, CA 94102 

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# 4132 Filed: 10/04/19 Entered: 10/04/19 13:21:27 Page 1 of

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

PG&E Corporation and Pacific Gas and Electric Company (the “Utility”), as 

debtors and debtors in possession (each, a “Debtor,” and collectively, the “Debtors”) in the abovecaptioned chapter 11 cases (the “Chapter 11 Cases”), hereby submit this Motion (the “Motion”), 

pursuant to section 362(d) of title 11 of the United States Code (the “Bankruptcy Code”), Rule 

4001(d) of the Federal Rules of Bankruptcy Procedure (the “Bankruptcy Rules”), and Rules 4001-

1 and 9014-1(b)(3) of the Bankruptcy Local Rules for the United States Bankruptcy Court for the 

Northern District of California (the “Bankruptcy Local Rules”), for approval of an agreement 

between the Utility and Michael S. Danko and Mary S. Danko, individually and as trustees of the 

Michael and Mary Danko Living Trust dated July 27, 2007 (collectively, the “Dankos,” and, 

together with the Utility, the “Parties”), as embodied in the Stipulation Between Debtors and 

Michael S. Danko and Mary S. Danko for Modification of the Automatic Stay (the “Stipulation”), 

a true copy of which is attached as Exhibit A, by issuance of an order in the form attached hereto 

as Exhibit B (the “Proposed Order”). In support of the Motion, the Debtors submit the 

Declaration of Jana Contreras (the “Contreras Declaration”) and the Declaration of Joseph Echols 

(the “Echols Declaration”), both filed contemporaneously herewith. 

Case: 19-30088 Doc# 4132 Filed: 10/04/19 Entered: 10/04/19 13:21:27 Page 2 of

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

MEMORANDUM OF POINTS AND AUTHORITIES 

I. JURISDICTION 

The Court has jurisdiction to consider this matter pursuant to 28 U.S.C. §§ 157 and 

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

Order 24 (N.D. Cal.), and Bankruptcy Local Rule 5011-1(a). This is a core proceeding pursuant to 

28 U.S.C. § 157(b). Venue is proper in this Court pursuant to 28 U.S.C. §§ 1408 and 1409. 

II. BACKGROUND 

On January 29, 2019 (the “Petition Date”), the Debtors commenced these Chapter 

11 Cases. The Debtors continue to operate their businesses and manage their properties as debtors 

in possession pursuant to sections 1107(a) and 1108 of the Bankruptcy Code. The Chapter 11 Cases 

are being jointly administered for procedural purposes only pursuant to Bankruptcy Rule 1015(b). 

On February 12, 2019, the United States Trustee (the “U.S. Trustee”) appointed an 

Official Committee of Unsecured Creditors (the “Creditors Committee”). On February 15, 2019, 

the U.S. Trustee appointed an Official Committee of Tort Claimants (the “Tort Claimants 

Committee,” and, together with the Creditors Committee, the “Committees”). 

Additional information regarding the circumstances leading to the commencement 

of the Chapter 11 Cases and information regarding the Debtors’ businesses and capital structure is 

set forth in the Amended Declaration of Jason P. Wells in Support of the First Day Motions and 

Related Relief [Docket No. 263]. 

III. THE STIPULATION 

Since on or around April 30, 2003, the Dankos have been the owners in fee simple of 

the residential real property identified as San Mateo County Assessor’s Parcel Numbers 068-205-050 

and 068-205-040 (together, the “Property”). 

The Utility has at all times since February 14, 1947 owned an easement that gives it 

the right to excavate for, install, replace, maintain, and use an underground gas transmission pipeline 

within a 7.5 foot-wide strip of land located along the northern boundary line of the Property (the 

“Easement”). The Utility constructed a 24-inch diameter, high-pressure natural gas transmission 

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

pipeline within the Easement (the “Pipeline”), and the Utility continues to operate and maintain the 

Pipeline to transport natural gas to serve its customers. 

The Dankos have caused or permitted to be erected or constructed, and have 

maintained, a shed and a chicken coop on the Easement (collectively, the “Structures”). The Property 

also contains certain trees that the Dankos have caused or permitted to be planted and grow and 

maintained on the land subject to the Easement (the “Incompatible Trees”). Due to various factors, 

such as their size, species, and distance to the pipeline, the Incompatible Trees interfere with the 

Utility’s use of the land subject to the Easement in ways including, but not limited to, potentially 

damaging the Utility’s underground pipe and pipeline, impeding maintenance crews, and interfering 

with inspections required by regulatory authorities. Since late 2015, the Utility has attempted to work 

with the Dankos to obtain their cooperation to remove the Structures and the Incompatible Trees, 

without success. 

On or about October 19, 2018, the Dankos filed a complaint against the Debtors for 

trespass, nuisance, injunctive relief, and declaratory relief (the “Complaint”) in the Superior Court of 

California, County of San Mateo (the “Superior Court”), Case No. 18-CIV-05681 (the “San Mateo 

Action”). On or about December 10, 2018, the Debtors filed an answer to the Complaint and the 

Utility filed a cross-complaint (the “Cross-Complaint”) seeking declaratory and injunctive relief 

relating to the Utility’s enforcement of its easement across the Property. 

A case management conference was scheduled for February 28, 2019 (the “Case 

Management Conference”). On January 31, 2019, the Debtors filed a Notice of Stay of Proceedings

in the San Mateo Action based on these Chapter 11 Cases. On February 13, 2019, the Debtors filed a 

Case Management Conference Statement in the San Mateo Action, noting that the automatic stay 

applied only to the Complaint and requesting that the Superior Court consider and determine whether 

a stay of the Cross-Complaint also was appropriate. Without ruling regarding the automatic stay, the 

Superior Court took the Case Management Conference off calendar. 

The Debtors have determined that the continuation of the San Mateo Action is in the 

best interests of their estates. Accordingly, the Stipulation provides that the automatic stay shall be 

modified to permit the Dankos to litigate the Complaint against the Debtors in the Superior Court and 

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to defend themselves against the Cross-Complaint. Furthermore, to the extent applicable, the 

Stipulation modifies the automatic stay to permit the Utility to continue to litigate the Cross-Complaint 

and the Debtors to defend themselves against the Complaint. The Stipulation does not permit, and the 

automatic stay itself shall remain in effect with respect to, the enforcement by the Dankos of any 

judgment they may obtain in their favor in the San Mateo Action. 

IV. BASIS FOR RELIEF REQUESTED 

Limited relief from the automatic stay as provided in the Stipulation is appropriate 

under section 362 of the Bankruptcy Code. Section 362(d)(1) authorizes a court to modify or terminate 

the stay for “cause.” The definition of “cause” for purposes of granting relief from stay “has no clear 

definition and is determined on a case-by-case basis.” Christensen v. Tucson Estates, Inc. (In re 

Tucson Estates, Inc.), 912 F.2d 1162, 1166 (9th Cir. 1990) (citation omitted). In determining whether 

such cause exists to permit an action to proceed in a non-bankruptcy forum, courts analyze the twelve 

factors set forth in In re Curtis, 40 B.R. 795 (Bankr. D. Utah 1984); see also In re Roger, 539 B.R. 

837, 844-45 (C.D. Cal. 2015); In re Howrey LLP, 492 B.R. 19, 24 (Bankr. N.D. Cal. 2013); In re 

Plumberex Specialties Prods., Inc., 311 B.R. 551, 559 (Bankr. C.D. Cal. 2004). The twelve Curtis

factors are: (1) whether the relief will result in partial or complete resolution of issues; (2) the lack of 

any connection with or interference with the bankruptcy case; (3) whether the foreign proceeding 

involves the debtor as a fiduciary; (4) whether a specialized tribunal has been established to hear the 

particular cause of action and whether the tribunal has expertise to hear such cases; (5) whether the 

debtor’s insurance carrier has assumed full financial responsibility for defending the litigation; 

(6) whether the action essentially involves third parties, and the debtor functions only as a bailee or 

conduit for the goods or proceeds in question; (7) whether the litigation in another forum would 

prejudice the interests of other creditors, the creditors’ committee and other interested parties; 

(8) whether the judgment claim arising from the foreign action is subject to equitable subordination; 

(9) whether movant’s success in the foreign proceeding would result in a judicial lien avoidable by the 

debtor under section 522(f); (10) the interests of judicial economy and the expeditious and economical 

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determination of litigation for the parties; (11) whether the foreign proceedings have progressed to a 

point where the parties are prepared for trial; and (12) the impact of the stay and the “balance of hurt.” 

The applicable Curtis factors all weigh heavily in favor of lifting the stay in the San 

Mateo Action. First and foremost, the Utility has a business need—the removal of the Structures and 

the Incompatible Trees—to confirm and protect, as promptly as possible, its rights under the Easement. 

To do so, it must litigate its Cross-Complaint in the San Mateo Action. Allowing the Dankos to litigate 

their Complaint at the same time in the same action will not prejudice the Debtors’ estates or other 

creditors. To the contrary, litigating the entire San Mateo Action will save the estates time and money: 

the Complaint and Cross-Complaint relate to the same underlying issues and would involve the same 

or similar discovery and motion practice. It would be inefficient to litigate only the Utility’s claims 

now and to litigate the Dankos’ claims separately, whether in this Court or the Superior Court. The 

Debtors seek to avoid the time and expense associated with a contested motion for relief from the stay 

which, absent the Stipulation, the Dankos could be expected to bring, asserting not only the foregoing 

grounds, but also that permitting the Utility to prosecute its Cross-Complaint in the San Mateo Action 

while restraining them from litigating their Complaint would be inequitable. For these reasons, the 

Stipulation provides material benefits to the Debtors and their estates at little cost, has been authorized 

by the Debtors in the exercise of their business judgment, and is in the best interest of the Debtors, 

their estates, and their creditors. 

V. NOTICE 

Notice of motions to approve agreements to modify or terminate the automatic stay is 

governed by Bankruptcy Rule 4001(d)(1)(C), Bankruptcy Local Rule 9014-1(b)(3), and the Second 

Amended Order Implementing Certain Notice and Case Management Procedures entered by this 

Court on May 13, 2019 [Docket No. 1996]. 

Bankruptcy Rule 4001(d)(1)(C) specifies that notice of a motion such as this must be 

served on any official committee and on any other entity that the Court directs. Notice here will be 

given much more broadly than as required by that Rule: notice of this Motion will be provided to 

(1) the Office of the United States Trustee for Region 17 (Attn: Andrew R. Vara, Esq. and Timothy 

Laffredi, Esq.); (2) counsel to the Creditors Committee; (3) counsel to Tort Claimants Committee; 

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

(4) the Securities and Exchange Commission; (5) the Internal Revenue Service; (6) the Office of the 

California Attorney General; (7) the California Public Utilities Commission; (8) the Nuclear 

Regulatory Commission; (9) the Federal Energy Regulatory Commission; (10) the Office of the 

United States Attorney for the Northern District of California; (11) counsel for the agent under the 

Debtors’ debtor in possession financing facility; and (12) those persons who have formally appeared 

in these Chapter 11 Cases and requested service pursuant to Bankruptcy Rule 2002, or who, by virtue 

of their counsel being registered electronic filers in this District, automatically receive this and other 

papers through the Court’s ECF system. The Debtor respectfully submits that no further notice is 

required. No previous request for the relief sought herein has been made by the Debtor to this or any 

other court. 

WHEREFORE, the Debtors respectfully request entry of an order granting the relief 

requested herein and such other and further relief as the Court may deem just and appropriate. 

Dated: October 4, 2019 WEIL, GOTSHAL & MANGES LLP 

 KELLER & BENVENUTTI LLP 

 By: /s/ Peter J. Benvenutti 

 Peter J. Benvenutti 

Attorneys for Debtors and Debtors in Possession

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