PART I

PG&E Corporation is a “public utility holding company” as defined under the Public Utility Holding Company Act of 2005 and is subject to regulatory oversight by the FERC.  PG&E Corporation and its subsidiaries are exempt from all requirements of the Public Utility Holding Company Act of 2005 other than the obligation to provide access to their books and records to the FERC and the CPUC for ratemaking purposes.

The California Public Utilities Commission

The CPUC consists of five members appointed by the Governor of California and confirmed by the California State Senate for staggered six-year terms.  The CPUC has jurisdiction over the rates and terms and conditions of service for the Utility's electricity and natural gas distribution operations, electricity generation, and natural gas transmission and storage services.  The CPUC also has jurisdiction over the Utility's issuances of securities, dispositions of utility assets and facilities, energy purchases on behalf of the Utility's electricity and natural gas retail customers, rates of return, rates of depreciation, oversight of nuclear decommissioning, and aspects of the siting of facilities used in providing electric and natural gas utility service.

The CPUC enforces state laws and regulations that set forth safety requirements pertaining to the design, construction, testing, operation, and maintenance of utility gas and electric facilities.   The CPUC can impose penalties of up to $50,000 per day, per violation, for violations that occurred after January 1, 2012.  (The statutory maximum penalty for violations that occurred before January 1, 2012 is $20,000 per violation.)  The CPUC has wide discretion to determine the amount of penalties based on the totality of the circumstances, including such factors as the gravity of the violations; the type of harm caused by the violations and the number of persons affected; and the good faith of the entity charged in attempting to achieve compliance, after notification of a violation. The CPUC also is required to consider the appropriateness of the amount of the penalty to the size of the entity charged.  

As discussed above, i n April 2015, the CPUC concluded its three investigati ve enforcement actions against the Utility by imposing penalties totaling $1.6 billion. (For more information about the Penalty Decision , see Item 1.A. Risk Factors and Note 13 of the Notes to the Consolidated Financial Statements in Item 8. below.) The CPUC is also conducting investigative enforcement proceedings relating to the Utility’s natural gas distribution facilities record-keeping practices and the Utility’s potential violations of the CPUC’s ex parte communication rules.  (See “Enforcement and Litigation Matters” in MD&A for more information.) Further, in August 2015, the CPUC began an investigation into whether the organizational culture and governance of PG&E Corporation and the Utility prioritize safety and adequately direct resources to promote accountability and achieve safety goals and standards. (For more information, see “ Regulatory Matters ” in MD&A.)

The CPUC has adopted separate gas and electric safety enforcement programs that authorize the SED to issue citations and impose fines for violations of certain regulations.   Under both the gas and electric programs, the SED is required to impose the maximum statutory penalty o f $50,000 for each separate violation and has the discretion to impose daily fines for continuing violations.  During 2016, the CPUC is expected to develop and implement improvements and refinements to the electric and gas safety citation programs, including steps to reconcile the differences between the two programs.

The California State Legislature also directs the CPUC to implement state laws and policies, such as the laws relating to increasing renewable energy resources, the development and widespread deployment of distributed generation and self-generation resources, the reduction of GHG emissions, the development of energy storage technologies and facilities, and the development of a state-wide electric vehicle charging infrastructure.  T he CPUC is responsible for approving funding and administration of state-mandated public purpose programs such as energy efficiency and other customer programs.  The CPUC also conducts audits and reviews of the Utility’s accounting, performance and compliance with regulatory guidelines .

T he CPUC has imposed various conditions that govern the relationship between the Utility and PG&E Corporation and other affiliates, including financial conditions that require PG&E Corporation’s Board of Directors to give first priority to the capital requirements of the Utility, as determined to be necessary and prudent to meet the Utility's obligation to serve or to operate the Utility in a prudent and efficient manner. (For more information, see “Liquidity and Financial Resources” in MD&A and Item 1A. Risk Factors.)  

The Federal Energy Regulatory Commission and the California Independent System Operator

The FERC has jurisdiction over the Utility's electricity transmission revenue requirements and rates, the licensing of substantially all of the Utility's hydroelectric generation facilities, and the interstate sale and transportation of natural gas. The FERC regulates the interconnections of the Utility’s transmission systems with other electric systems and generation facilities, the tariffs and conditions of service of regional transmission organizations and the terms and rates of wholesale electricity sales.  The FERC also is charged with adopting and enforcing mandatory standards governing the reliability of the nation’s electricity transmission grid, including standards to protect the nation’s bulk power system against potential disruptions from cyber and physical security breaches. The FERC has authority to impose fines of up to $1 million per day for violation of certain federal statutes and regulations.

The CAISO is the FERC-approved regional transmission organization for the Utility’s service territory.  The CAISO controls the operation of the electricity transmission system in California and provides open access transmission service on a non - discriminatory basis.  The CAISO also is responsible for planning transmission system additions, ensuring the maintenance of adequate reserves of generation capacity, and ensuring that the reliability of the transmission system is maintained.

The Nuclear Regulatory Commission

The NRC oversees the licensing, construction, operation and decommissioning of nuclear facilities, including the Utility’s two nuclear generating units at Diablo Canyon and the Utility’s retired nuclear generating unit at Humboldt Bay.  (See “Electric ity Resources” below.)  NRC regulations require extensive monitoring and review of the safety, radiological, seismic, environmental, and security aspects of these facilities.  In the event of non-compliance, the NRC has the authority to impose fines or to force a shutdown of a nuclear plant, or both.  NRC safety and security requirements have, in the past, necessitated substantial capital expenditures at Diablo Canyon, and substantial capital expenditures could be required in the future.   For more information about Diablo Canyon, see “Regulatory Matters – Diablo Canyon” in MD&A and Item 1.A Risk Factors below.)

Other Regulation

The CEC is the state's primary energy policy and planning agency.  The CEC is responsible for licensing all thermal power plants over 50 MW within California.  The CEC also is responsible for forecasts of future energy needs used by the CPUC in determining the adequacy of the utilities' electricity procurement plans.

The CARB is the state agency charged with setting and monitoring GHG and other emission limits.  The CARB also is responsible for adopting and enforcing regulations to implement state law requirements to gradually reduce GHG emissions in California.  (See “Environmental Regulation — Air Quality and Climate Change” below.)

In addition, the Utility obtains permits, authorizations, and licenses in connection with the construction and operation of the Utility's generation facilities, electricity transmission lines, natural gas transportation pipelines, and gas compressor station facilities.  The Utility also periodically obtains permits, authorizations, and licenses in connection with distribution of electricity and natural gas that grant the Utility rights to occupy and/or use public property for the operation of the Utility's business and to conduct certain related operations.  The Utility has franchise agreements with approximately 300 cities and counties that permit the Utility to install, operate, and maintain the Utility's electric and natural gas facilities in the public streets and highway s.  In exchange for the right to use public streets and highway s, the Utility pays annual fees to the cities and counties.  In most cases, the Utility’s franchise agreements are for an indeterminate term, with no expiration date.

Ratemaking Mechanisms

The Utility’s rates for electricity and natural gas utility services are set at levels that are intended to allow the Utility to recover its costs of providing service including a return on invested capital (“cost-of-service ratemaking”).  Before setting rates, the CPUC and the FERC conduct proceedings to determine the annual amount that the Utility will be authorized to collect from its customers (“revenue requirements”).  The Utility’s revenue requirements consist primarily of a base amount set to enable the Utility to recover its reasonable operating expenses ( e.g., maintenance, administration and general expenses) and capital costs ( e.g., depreciation, tax, and financing expenses).  In addition, the CPUC authorizes the Utility to collect revenues to recover costs that it is allowed to “pass-through” to customers (referred to as “Utility Revenues and Costs that did not Impact Earnings” in MD&A) , including its costs to procure electricity, natural gas and nuclear fuel, to administer public purpose and customer programs, and to decommission its nuclear facilities.

The Utility’s rate of return on electric transmission assets is determined in the FERC TO proceedings.  The authorized rate of return on all other assets is set in the CPUC’s cost of capital proceeding.  Other than its electric transmission and certain gas transmission and storage revenues, the Utility’s base revenues are “decoupled” from its sales volume.  Regulatory balancing accounts, or revenue adjustment mechanisms, ensure that the Utility will fully collect its authorized base revenue requirements.  The Utility’s earnings primarily depend on its ability to manage its base operating and capital costs (referred to as “Utility Revenues and Costs that Impact ed Earnings” in MD&A) within its authorized base revenue requirements.

Both gas and electric rates vary depending on seasons mostly due to the influence of weather.  Gas service rates generally increase during the winter months (October through March) to account for the gas peak due to heating while electricity rates increase during summer (June – September) because of higher summer costs, driven by air conditioning loads.

During 2015, the CPUC continued to implement state law requirements to reform residential electric rates to more closely reflect the utilities’ actual costs of service, reduce cross-subsidization among customer rate classes, implement new rules and rates for net energy metering (which currently allow certain self-generating customers to receive bill credits for surplus power at the full retail rate) , and allow customers to have greater control over their energy use.  (See “Legislative and Regulatory Initiatives” in MD&A for additional information on specific CPUC proceedings . )

From time to time, the CPUC may use incentive ratemaking mechanisms that provide the Utility an opportunity to earn some additional revenues.  For example, the Utility has earned incentives for the successful implementation of energy efficiency programs.  (See “Results of Operations” in MD&A.)   These mechanisms can also create financial risk.   For a discussion of the re-opened proceeding to review incentive revenues awarded for the 2006-2008 energy efficiency cycle, see “Rehearing of CPUC Decisions Approving Energy Efficiency Incentive Awards” in Note 13 of the Notes to the Consolidated Financial Statements in Item 8. below.

Base Revenues

General Rate Cases

The GRC is the primary proceeding in which the CPUC determines the amount of base revenue requirements that the Utility is authorized to collect from customers to recover the Utility’s anticipated costs, including return on rate base, related to its electricity distribution, natural gas distribution , and Utility owned electricity generation operations.  The CPUC generally conducts a GRC every three years.  The CPUC approves the annual revenue requirements for the first year (or “test year”) of the GRC period and typically authorizes the Utility to receive annual increases (known as “attrition rate adjustments”) in revenue requirements for the subsequent years of the GRC period.  Attrition rate adjustments are generally provided for cost increases related to increases in invested capital and inflation .  Parties in the Utility's GRC include the ORA and TURN, who generally represent the overall interests of residential customers, as well as a myriad of other intervenors who represent residential and other customer interests.

For more information about the Utility’s current GRC proceeding, see “ Regulatory Matters −2017 General Rate Case” in MD&A.

Natural Gas Transmission and Storage Rate Cases

The CPUC determines the Utility’s authorized revenue requirements and rates for its natural gas transmission and storage services in the GT&S rate case.  In its 2015 GT&S rate case, the Utility has request ed that the CPUC approve a total annual revenue requirement of $1.2 63 billion for the Utility’s anticipated costs of providing natural gas transmission and storage services for 2 015.  The Utility also requested revenue increases of $83 million in 2016 and $142 million in 2017. See “ Regulatory Matters – 2015 Gas Transmission and Storage Rate Case” in MD&A for additional information.

Cost of Capital Proceedings

The CPUC periodically conducts a cost of capital proceeding to authorize the Utility's capital structure and rates of return for its electric generation, electric and natural gas distribution, and natural gas transmission and storage rate base.  The CPUC has authorized the Utility’s capital structure through 2017, consisting of 52% common equity, 47% long-term debt, and 1% preferred stock.  The CPUC also set the authorized ROE at 10.40%.  The CPUC also adopted an adjustment mechanism to allow the Utility’s capital structure and ROE to be adjusted if the utility bond index changes by certain thresholds on an annual basis.  During 2015, the adjustment mechanism was not triggered so the Utility’s authorized ROE will remain at 10.40% for 2016.  On February 12, 2016, a proposed decision was issued, that, if approved by the CPUC, will preclude the Utility from using the mechanism before its next cost of capital application.   As a result, if the proposed decision is approved, the Utility’s capital structure and ROE will not be adjusted for 2017.   The CPUC will review the Utility’s capital st ructure and ROE for 2018 in the Utility’s next cost of capital proceeding.  The Utility is required to file its 2018 cost of capital application by April 20, 2017 .

Electricity Transmission Owner Rate Cases

The FERC determines the amount of authorized revenue requirement s , including the rate of return on electric transmission assets, that the Utility may collect in rates in the TO rate case.  The Utility generally files a TO rate case every year.  The FERC typically authorizes the Utility to charge new rates based on the requested revenue requirement, subject to refund, before the FERC has issued a final decision.  These FERC-approved rates are included : 1) by the CPUC in the Utility's retail electric rates and are collected from retail electric customers ; and 2) by the CAISO in its Transmission Access Charges to wholesale customers .  (See “ Regulatory Matters – FERC TO Rate Cases” in MD&A.)  The Utility also recovers a portion of its revenue requirements for its wholesale electric transmission costs through charges collected under specific contracts with wholesale transmission customers that the Utility entered into before the CAISO began its operations.  These wholesale customers are charged individualized rates based on the terms of their contracts.

Revenues to Recover Energy Procurement and Other Pass-Through Costs

Electricity Procurement Costs

California investor-owned electric utilities are responsible for procuring electricity required to meet bundled customer demand, plus applicable reserve margins, that are not satisfied from their own generation facilities and existing electricity contracts.  The utilities are responsible for scheduling and bidding electric generation resources, including electricity procured from third parties or the wholesale market, to meet customer demand according to which resources are the least expensive (i.e., using the principles of “least-cost dispatch”).  In addition, the utilities are required to obtain CPUC approval of their procurement plans based on long-term demand forecasts.  T he CPUC has approved the Utility’s procurement plan covering 2012 through 202 4 .

California law allows electric utilities to recover the costs incurred in compliance with their CPUC-approved electricity procurement plans without further after-the-fact reasonableness review by the CPUC .  The CPUC may disallow c osts associated with electricity purchases if the costs were not incurred in compliance with the CPUC-approved plan or if the CPUC determines that the utility failed to follow the principles of least-cost dispatch. 

The Utility recovers its electricity procurement costs annually primarily through the energy resource recovery account .  (See Note 3 of the Notes to the Consolidated Financial Statements in Item 8.) Each year, the CPUC reviews the Utility’s forecasted procurement costs related to power purchase agreements, derivative instruments, GHG emissions costs, and generation fuel expense, and approves a forecasted revenue requirement.  The CPUC may adjust the Utility’s retail electricity rates more frequently if the forecasted aggregate over-collections or under-collections in the energy resource recovery account exceed 5% of its prior year electricity procurement and utility-owned generation revenues.  The CPUC performs an annual compliance review of the transactions recorded in the energy resource recovery account.

The CPUC has approved various power purchase agreements that the Utility has entered into with third parties in accordance with the Utility’s CPUC-approved procurement plan, to meet mandatory renewable energy targets , and to comply with resource adequacy requirements.  For additional information, s ee “Electric Utility Operations – Electricity Resources” below as well as Note 13 of the Notes to the Consolidated Financial Statements in Item 8.

Natural Gas Procurement and Transportation Costs

The Utility sets the natural gas procurement rate for small commercial and residential customers (referred to as “core” customers) monthly, based on the forecasted costs of natural gas, core pipeline capacity and storage costs.  The Utility recovers the cost of gas purchased on behalf of core customers as well as the cost of derivative instruments through its retail gas rates that are subject to limits as set forth in its core procurement incentive mechanism, described below .  The Utility reflects the difference between actual natural gas purchase costs and forecasted natural gas purchase costs in several natural gas balancing accounts, with under-collections and over-collections taken into account in subsequent monthly rate change s.  The Utility recovers the cost of gas used in generation facilities as a cost of electricity that is recovered annually through retail electricity rates.

The core procurement incentive mechanism protects the Utility against after-the-fact reasonableness reviews of its gas procurement costs.  Under the core procurement incentive mechanism , the Utility’s natural gas purchase costs for a fixed 12-month period are compared to an aggregate market-based benchmark based on a weighted average of published monthly and daily natural gas price indices at the points where the Utility typically purchases natural gas.  Costs that fall within a tolerance band, which is 99% to 102% of the commodity benchmark, are considered reasonable and are fully recovered in customers’ rates.  One-half of the costs above 102% of the benchmark are recoverable in customers’ rates, and the Utility's customers receive in their rates 80% of any savings resulting from the Utility’s cost of natural gas that is less than 99% of the benchmark.  The Utility retains the remaining amount of savings as incentive revenues, subject to a cap equal to 1.5% of total natural gas commodity costs.  While this mechanism remains in place, changes in the price of natural gas, consistent with the market-based benchmark, are not expected to materially impact net income.

The Utility incurs transportation costs under various agreements with interstate and Canadian third-party transportation service providers.  These providers transport natural gas from the points at which the Utility takes delivery of natural gas (typically in Canada, the U.S. Rocky Mountains, and the southwestern United States) to the points at which the Utility's natural gas transportation system begins.   These agreements are governed by FERC-approved tariffs that detail rates, rules, and terms of service for the provision of natural gas transportation services to the Utility on interstate and Canadian pipelines.  The FERC approves the United States tariffs that shippers , including the Utility, pay for pipeline service , and the applicable Canadian tariffs are approved by the Alberta Utilities Commission and the National Energy Board.  The transportation costs the Utility incurs under these agreements are recovered through CPUC-approved rates as core natural gas procurement costs or as a cost of electricity.

Costs Associated with Public Purpose and Customer Programs

The CPUC authorizes the Utility to recover the costs of various public purpose and other customer programs through the collection of rates from most Utility customers.   These programs relate to energy efficiency, demand response, distributed generation, energy research and development, and other matters.   Additionally, the CPUC has authorized the Utility to provide a discount rate for low-income customers, known as California Alternate Rates for Energy (“CARE”), which is subsidized by the Utility’s other customers.

Nuclear Decommissioning Costs

The Utility's nuclear power facilities consist of two units at Diablo Canyon and the retired facility at Humboldt Bay.  Nuclear decommissioning requires the safe removal of nuclear facilities from service and the reduction of residual radioactivity to a level that permits termination of the NRC license and release of the property for unrestricted use.  Nuclear decommissioning costs are collected in advance through rates and are held in nuclear decommissioning trusts to be used for the eventual decommissioning of each nuclear unit.  The Utility files an application with the CPUC every three years requesting approval of the Utility’s updated estimated decommissioning costs and any rate change necessary to fully fund the nuclear decommissioning trusts to the levels needed to decommission the Utility’s nuclear plants.

Electric Utility Operations

The Utility generates electricity and provides electricity transmission and distribution services throughout its service territory in northern and central California to residential, commercial, industrial, and agricultural customers.  The Utility provides “bundled” services (i.e., electricity, transmission and distribution services) to most customers in its service territory.  Customers also can obtain electricity from alternative providers such as municipalities or CCAs, as well as from self-generation resources, such as rooftop solar installations.

As required by California law, on July 1, 2015, the Utility filed its proposed electric distribution resources plan for approval by the CPUC. The Utility’s plan identifies optimal locations on its electric distribution system for deployment of distributed energy resources.  The Utility’s proposal is designed to allow energy technologies to be interconnected with each other and integrated into the larger grid while continuing to provide customers with safe, reliable and affordable electric service.  The Utility envisions a future electric grid, titled the Grid of Things™, that would allow customers to choose new advanced energy supply technologies and services to meet their needs consistent with safe, reliable and affordable electric service.  The CPUC also is considering the Utility’s request for approval of the phased deployment of an electric vehicle charging infrastructure in response to the CPUC’s December 2014 decision adopting a policy to expand the California utilities’ role in developing an EV charging infrastructure to support California’s climate goals.  (For more information, see “ Legislative and Regulatory Initiatives” in MD&A.)

Electricity Resources

The Utility is required to maintain generating capacity adequate to meet its customers’ demand for electricity (“load”), including peak demand and planning and operating reserves, deliverable to the locations and at times as may be necessary to provide reliable electric service.  The Utility is required to dispatch, or schedule all of the electricity resources within its portfolio in the most cost-effective way .

The following table shows the percentage of the Utility’s total deliveries of electricity to customers in 201 5 represented by each major electricity resource, and further discussed below.

(1) This amount excludes electricity provided to direct access customers and CCAs who procure their own supplies of electricity.

(2) Mainly comprised of net   CAISO open market purchases.

(3) Non-renewable sources, including nuclear, large hydroelectric, and fossil fuel-fired are offset by transmission and distribution related system losses.

Renewable Energy Resources .  California law established a “renewable portfolio standard” (referred to as “RPS”) that requires load-serving entities, such as the Utility, to gradually increase the amount of renewable energy they deliver to their customers .  I n October 2015, the California Governor signed SB 350 , the Clean Energy and Pollution Reduction Act of 2015 which, effective January 1, 2016, increases the amount of renewable energy that must be delivered by most load-serving entities, including the Utility, to their customers from 33% of their total annual retail sales by the end of the 2017-2020 compliance period to 50% of their total annual retail sales by the end of the 2028- 2030 compliance period and in each compliance period thereafter.  SB 350 establishes increasing interim renewable energy targets for the periods between 2020 and 2030 but also provides compliance flexibility and waiver mechanisms, including increased flexibility to apply excess renewable energy procurement in one compliance period to future compliance periods.  The Utility will incur additional costs to procure renewable energy to meet the new renewable energy targets which the Utility expects will continue to be recoverable from customers as “pass-through” costs. The Utility also may be subject to penalties for failure to meet the higher targets.  The CPUC has stated its intent to propose a decision in late 2016 implementing SB 350’s provisions requiring higher RPS targets and other changes made by the statute to the RPS rules.  

Renewable generation resources, for purposes of the RPS requirements , include bioenergy such as biogas and biomass, certain hydroelectric facilities (30 MW or less), wind, solar, and geothermal energy.  During 2015, 29.5 % of the Utility’s energy deliveries were from renewable energy sources, exceeding the annual RPS target of 23.3%.  Approximately 2 5 % of the renewable energy delivered to the Utility’s customers was purchased from non-QF third parties.   Additional renewable resources were provided by QFs (3. 0 %), the Utility’s small hydroelectric facilities (0. 7 %), and the Utility’s solar facilities (0. 4 %).

The total 2015 renewable deliveries shown above were comprised of the following:

Energy Storage.  As required by California law, the CPUC has established initial energy storage procurement targets to be achieved by each load-serving entity, such as the Utility.  The Utility must hold Requests for Offers (RFOs) to meet biennial targets and procure 580 MW of energy storage which must be operational by the end of 2024.  The Utility’s 2014-2015 energy storage procurement target was 80.5 MW.  The Utility initiated its RFO on December 1, 2014 to obtain at least 74 MW o f transmission and distribution connected energy storage, signed contracts for 75 MW, and submitted those contracts for CPUC approval on the CP UC’s December 1, 2015 deadline.  The Utility met its remaining 6.5 MW customer-connected target by funding energy storage under the CPUC-mandated Self Generation Incentive Program. On January 1, 2016, the Utility reported its compliance with its 2014-2015 obligations to the CPUC.  The Utility must file its 2016-2017 plan for procuring 120 MW of energy storage, consisting of 105 MW of transmission and distribution energy storage and 15 MW of customer-connected storage, by March 1, 2016.  A CPUC decision on the Utility’s plan is expected before the December 1, 2016 deadline for the Utility to issue its second energy storage RFO.  The Utility continues to participate in the CPUC proceeding to refine California’s energy storage program, which is considering potentially higher targets and expanded energy storage use cases.

Owned Generation Facilities.  At December 31, 201 5 , the Utility owned the following generation facilities, all located in California, listed by energy source and further described below:

(1 ) The Utility's Diablo Canyon power plant consists of two nuclear power reactor units, Units 1 and 2.  The NRC operating licenses expire in 2024 and 2025, respectively.  (See “Diablo Canyon Nuclear Power Plant ” in . MD&A and Item 1A. Risk Factors.)

(2) The Utility’s hydroelectric system consists of 107 generating units at 67 powerhouses. All of the Utility’s powerhouses are licensed by the FERC (except for two small powerhouses not subject to FERC licensing requirements), with license terms between 30 and 50 years.

(3) The Utility’s larger operational photovoltaic facilities include the Five Points solar station (15 MW), the Westside solar station (15 MW), the Stroud solar station (20 MW), the Huron solar station (20 MW), the Cantua solar station (20 MW), the Giffen solar station (10 MW), the Gates solar station (20 MW), the West Gates solar station (10 MW) and the Guernsey solar station (20 MW). All of these facilities are located in Fresno County, except for the Guernsey solar station, which is located in Kings County.

Generation Resources from Third Parties.  The Utility has entered into various agreements to purchase power and electric capacity, including agreements for renewable energy resources, in accordance with its CPUC-approved procurement plan.  (See “Ratemaking Mechanisms” above.)  For more information regarding the Utility’s power purchase agreements, see Note 1 3 of the Notes to the Consolidated Financial Statements in Item 8.

Electricity Transmission  

At December   31, 201 5 , the Utility owned approximately 18, 4 00 circuit miles of interconnected transmission lines operating at voltages ranging from 60 kV to 500 kV.  The Utility also opera ted 91 electric transmission substations with a capacity of approximately 63,400 MVA.  The Utility’s electric transmission system is interconnected with electric power systems in the Western Electricity Coordinating Co uncil, which includes many western states, Alberta and British Columbia, and parts of Mexico.

In 2013, the Utility, MidAmerican Transmission, LLC, and Citizens Energy Corporation were selected by the CAISO to jointly develop a new 230-kV transmission line to address the growing power demand in Fresno, Madera and Kings counties area.  The 70-mile line will connect the Utility-owned and -operated Gates and Gregg substations.  The new line will help reduce the number and duration of power outages, improve voltage in the area, support economic development, and bolster efforts to integrate clean, renewable energy onto the grid.  The transmission line is expected to commence operations by 2022, and could come online earlier.

Throughout 201 5 , the Utility upgraded several critical substations and re-conductored a number of transmission lines to improve maintenance and system flexibility, reliability and safety.  The Utility expects to undertake various additional transmission projects over the next several years to upgrade and expand the capacity of its transmission system to accommodate system load growth, secure access to renewable generation resources, replace aging or obsolete equipment and improve system reliability.  The Utility also has taken steps to improve the physical security of its transmission substations and equipment.

Electricity Distribution

The Utility's electricity distribution network consists of a pproximately 142,000 circuit miles of distribution lines (of which approximately 20% are underground and approximately 80% are overhead), 58 transmission switching substations, and 603 distribution substations, with a capacity of approximately 31,400 MVA.  The Utility’s distribution network interconnects with its transmission system, primarily at switching and distribution substations, where equipment reduces the high-voltage transmissio n voltages to lower voltages, ranging from 44 kV to 2.4 kV, suitable for distribution to the Utility’s customers.

These distribution substations serve as the central hubs for the Utility’s electric distribution network.  Emanating from each substation are primary and secondary distribution lines connected to local transformers and switching equipment that link distribution lines and provide delivery to end-users.  In some cases, the Utility sells electricity from its distribution facilities to entities, such as municipal and other utilities, that resell the electricity.  In 2015 the Utility commenced operations in a new electric distribution control center facilit y in Rocklin , California, and expects to complete an additional facility in Concord, California, in 2016.  These control centers form a key part of the Utility’s efforts to create a smarter, more resilient grid.

In 2015, the Utility continued to deploy its Fault Location, Isolation, and Service Restoration circuit technology which involves the rapid operation of s mart s witches to reduce the duration of customer outages.   Another 83 circuits were outfitted with this equipment, bringing the total deployment to 700 of the Utility ’s 3200 distribution circuits.   The Utility also installed o r replaced 20 distribution substation transformer banks to improve reliability and provide capacity to accommodate growing demand.   The Utility pl ans to continue performing work to improve the reliability and safety of its electricity distribution operations in 2016 .  

Electricity Operating Statistics

The following table shows certain of the Utility’s operating statistics from 201 3 to 201 5 for electricity sold or delivered, including the classification of revenues by type of service.   No single customer of the Utility accounted for 10% or more of consolidated revenues for electricity sold in 2015, 2014 and 2013.

(1) These amounts include electricity provided to direct access customers and CCAs who procure their own supplies of electricity.

(2) This activity is primarily related to a remittance of revenue to the Department of Water Resources (“DWR”) (the Utility acts as a billing and collection agent on behalf of the DWR), partially offset by other miscellaneous revenue items.

(3) These amounts represent revenues authorized to be billed. 

Natural Gas Utility Operations  

The Utility provides natural gas transportation services to “core” customers (i.e., small commercial and residential customers) and to “non-core” customers (i.e., industrial, large commercial, and natural gas-fired electric generation facilities) that are connected to the Utility’s gas system in its service territory.   Core customers can purchase natural gas procurement service (i.e. , natural gas supply) from either the Utility or non-utility third-party gas procurement service providers (referred to as core transport agents).   When core customers purchase gas supply from a core transport agent, the Utility continues to provide gas delivery, metering and billing services to customers.     When the Utility provides both transportation and procurement services, the Utility refers to the combined service as “bundled” natural gas service.   Currently, more th an 91% o f core customers, representing n early 80% of the annual core market demand, receive bundled natural gas service from the Utility.

The Utility does not provide procurement service to non-core customers, who must purchase their gas supplies from third-party suppliers.  The Utility offers backbone gas transmission, gas delivery (local transmission and distribution), and gas storage services as separate and distinct services to its non-core customers.   Access to the Utility's backbone gas transmission system is available for all natural gas marketers and shippers, as well as non-core customers.   The Utility also delivers gas to off-system customers ( i.e ., outside of the Utility’s service territory) and to third-party natural gas storage customers.

Natural Gas Supplies

The Utility can receive natural gas from all the major natural gas basins in western North America, including basins in western Canada, the Rocky Mountains, and the southwestern United States.  The Utility also is supplied by natural gas fields in California.  The Utility purchases natural gas to serve its core customers directly from producers and marketers in both Canada and the United States.  The contract lengths and natural gas sources of the Utility’s portfolio of natural gas purchase contracts have fluctuated generally based on market conditions.  During 201 5 , the Utility purchased appr oximately 307,100 MMcf o f natural gas (net of the sale of excess supply of gas).  Substantially all this natural gas was purchased under contracts with a term of one year or less.  The Utility’s largest individual supplier represented approximately 17 % of the total natural gas volume the Utility purchased during 201 5 .

Natural Gas System Assets

The Utility owns and operates an integrated natural gas transmission, storage, and distribution system that includes most of northern and central California.  At December 31, 201 5 , the Utility’s natural gas system consisted of approximately 42, 800 miles of distribution pipelines, over 6, 7 00 miles of backbone and local transmission pipelines, and various storage facilities.  The Utility owns and operates eight natural gas compressor stations on its backbone transmission system and one small station on its local transmission system that are used to move gas through the Utility’s pipelines.  The Utility’s backbone transmission system, composed primarily of Lines 300, 400, and 401, is used to transport gas from the Utility’s interconnection with interstate pipelines, other local distribution companies, and California gas fields to the Utility’s local transmission and distribution systems.

The Utility has firm transportation agreements for delivery of natural gas from western Canada to the United States-Canada border with TransCanada NOVA Gas Transmission,   Ltd. and TransCanada Foothills Pipe Lines   Ltd., B.C. System.  These companies’ pipeline systems connect at the border to the pipeline system owned by Gas Transmission Northwest, LLC, which provides natural gas transportation services to a point of interconnection with the Utility’s natural gas transportation system on the Oregon-California border near Malin, Oregon.  The Utility also has firm transportation agreements with Ruby Pipeline, LLC to transport this gas from the U.S Rocky Mountains to the interconnection point with the Utility’s natural gas transportation system in the area of Malin, Oregon, at the California border, and firm transportation agreements with Transwestern Pipeline Company, LLC and El Paso Natural Gas Company to transport this natural gas from supply points in the U.S. Southwest to interconnection points with the Utility's natural gas transportation system in the area of California near Topock, Arizona.  The Utility also has a transportation agreement with Kern River Gas Transmission Company to transport gas from the U.S. Rocky Mountains to the interconnection point with the Utility’s natural gas system in the area of Daggett, California.  For more information regarding the Utility’s natural gas transportation agreements, see Note 1 3 of the Notes to the Consolidated Financial Statements in Item 8.

The Utility owns and operates three underground natural gas storage fields and has a 25% interest in a fourth storage field, all of which are connected to the Utility’s transmission system.   The Utility owns and operates compressors and other facilities at these storage fields that are used to inject gas into the fields for storage and later withdrawal.   In addition, four independent storage operators are interconnected to the Utility's northern California transmission system.

During 201 5 , the Utility conducted an annual system-wide review of its transmission pipeline class location designations .  The Utility also continued work to install 217 automatic and remote control shut-off valves on its gas transmission system , as specified in the eleventh of twelve safety recommendations made by the NTSB following its investigation of the San Bruno accident.  As of December 31, 2015, the Utility had installed 235 automatic and remote control shut-off valves , and the NTSB closed that recommendation .  The final safety recommendation, considered open and acceptable by the NTSB, involves hydrostatic testing nearly 1,000 miles of the Utility’s gas transmission system.   The Utility has completed the majority of this task and currently plans to complete the task for the remaining approximately 100 of pipelines (involving primarily short pipeline segments that include tie-in pieces, fittings or smaller diameter off-takes from the larger transmission pipelines) during 2018.   Also, as part of the Utility’s distribution integrity management program, the Utility completed approximately 23,500 sewer inspections during 2015 to identify and correct conflicts between gas and waste water facilities.

Natural Gas Operating Statistics

The following table shows the Utility's operating statistics from 201 3 through 201 5 (excluding subsidiaries) for natural gas, including the classification of revenues by type of service. No single customer of the Utility accounted for 10% or more of consolidated revenues for bundled gas sales in 2015, 2014 and 2013.

Competition

Competition in the Electricity Industry

California law allows qualifying non-residential electric customers of investor-owned electric utilities to purchase electricity from energy service providers rather than from the utilities up to certain annual and overall GWh limits that have been specified for each utility.   T his arrangement is known as “direct access.”     In addition, California law permits cities, counties, and certain other public agencies that have qualified to become a “community choice aggregator” (or “CCA”) to generate and/or purchase electricity for their local residents and businesses.   By law, a CCA can procure electricity for all of its residents who do not affirmatively elect to continue to receive electricity from a utility.

The Utility continues to provide transmission, distribution, metering, and billing services to direct access customers, although these customers can choose to obtain metering and billing services from their energy service provider.  The CCA customers continue to obtain transmission, distribution, metering, and billing services from the Utility.  In addition to collecting charges for transmission, distribution, metering, and billing services that it provides, the Utility is able to collect charges to recover the generation-related costs that the Utility incurred on behalf of direct access and CCA customers while they were the Utility’s customers. The Utility remains the electricity provider of last r esort for these customers.

In some circumstances, governmental entities such as cities and irrigation districts, which have authority under the state constitution or state statute to provide retail electric service, may seek to acquire the Utility’s distribution facilities, either under a consensual transaction or via eminent domain.

The Utility is also impacted by the increasing viability of distributed generation and energy storage.  The levels of self-generation of electricity by customers (primarily solar installations) and the use of customer net energy metering, which allows self-generating customers to receive bill credits at the full retail rate, are increasing.

The Utility also competes for the opportunity to develop and construct certain types of electric transmission facilities within, or interconnected to, its service territory through a competitive bidding process managed by the CAISO.

Competition in the Natural Gas Industry

The Utility primarily competes with other natural gas pipeline companies for customers transporting natural gas into the southern California market on the basis of transportation rates, access to competitively priced supplies of natural gas, and the quality and reliability of transportation services.  The Utility also competes for storage services with other third-party storage providers, primarily in northern California.

Environmental Regulation

The Utility’s operations are subject to extensive federal, state and local laws and requirements relating to the protection of the environment and the safety and health of the Utility's personnel and the public.  These laws and requirements relate to a broad range of activities, including the remediation of hazardous and radioactive substances; the discharge of pollutants into the air, water, and soil; the reporting and reduction of carbon dio xide (CO ­ 2 ) and other GHG emissions; the transportation, handling, storage and disposal of spent nuclear fuel; and the environmental impacts of land use, including endangered species and habitat protection. The penalties for violation of these laws and requirements can be severe and may include significant fines, damages, and criminal or civil sanctions.  These laws and requirements also may require the Utility, under certain circumstances, to interrupt or curtail operations.  (See Item 1A. Risk Factors.)  Generally, the Utility recovers most of the costs of complying with environmental laws and regulations in the Utility's rates, subject to reasonableness review.  Environmental costs associated with the clean-up of most sites that contain hazardous substances are subject to a special ratemaking mechanism described in Note 1 3 : Contingencies—Environmental Remediation Contingencies, of the Notes to the Consolidated Financial Statements in Item 8.

Hazardous Waste Compliance and Remediation

The Utility's facilities are subject to the requirements of the federal Resource Conservation and Recovery Act and the Comprehensive Environmental Response, Compensation and Liability Act of 1980 as amended.  The Utility is also subject to the regulations adopted by the EPA, the federal agency responsible for implementing the federal environmental laws.  The Utility also must comply with environmental laws and regulations adopted by the State of California and various state and local agencies.  These federal and state laws impose strict liability for the release of a hazardous substance on the (1) owner or operator of the site where the release occurred, (2) on companies that disposed of, or arranged for the disposal of, the hazardous substances, and (3) in some cases, their corporate successors.  Under the Comprehensive Environmental Response, Compensation and Liability Act , these persons (known as “potentially responsible parties”) may be jointly and severally liable for the costs of cleaning up the hazardous substances, paying for the harm caused to natural resources, and paying for the costs of required health studies.

The Utility has a comprehensive program in place to comply with these federal, state, and local laws and regulations.  Under federal and California laws, the Utility may be responsible for remediation of hazardous substances even if it did not deposit those substances on the site.  The Utility’s remediation activities are overseen by the California Department of Toxic Substances Control, several California regional water quality control boards, and various other federal, state, and local agencies.  The Utility has incurred significant environmental remediation liabilities associated with former manufactured gas plant sites, power plant sites, gas gathering sites, sites where natural gas compressor stations are located, and sites used by the Utility for the storage, recycling, or disposal of potentially hazardous substances.  Groundwater at the Utility’s Hinkley and Topock natural gas compressor stations contains hexavalent chromium as a result of the Utility’s past operating practices.  The Utility is responsible for remediating this groundwater contamination and for abating the effects of the contamination on the environment.

For more information about environmental remediation liabilities, see Note 1 3 of the Notes to the Consolidated Financial Statements in Item 8.

Air Quality and Climate Change

The Utility's electricity generation plants, natural gas pipeline operations, fleet, and fuel storage tanks are subject to numerous air pollution control laws, including the federal Clean Air Act, as well as state and local statutes.  These laws and regulations cover, among other pollutants, those contributing to the formation of ground-level ozone, CO 2 , sulfur dioxide (SO 2 ), mono-nitrogen oxide (NO x ), particulate matter, and other GHG emissions.

In December 2009, the EPA concluded that GHG emissions contribute to climate change and issued a finding that GHG emissions cause or contribute to air pollution that endangers public health and welfare.   In May 2014, the U.S. Global Change Research Program (a confederation of the research arms of thirteen federal departments and agencies) released its third National Climate Assessment, which stated that the global climate is changing and that impacts related to climate change are already evident in many sectors and are expected to become increasingly disruptive across the nation throughout this century and beyond.

Federal Regulation .  At the federal level, the EPA is charged with implementation and enforcement of the Clean Air Act.  Although there have been several legislative attempts to address climate change through imposition of nationwide regulatory limits on GHG emissions, comprehensive federal legislation has not yet been enacted.  In the absence of federal legislative action, the EPA has used its existing authority under the Clean Air Act to address GHG emissions.

In August 2015, the EPA published final regulations under section 111(b) of the Clean Air Act to control CO 2 emissions from new fo ssil fuel-fired power plants.  While these regulations do not affect the Utility’s existing power plants, the regulations impose emission limitations on fossil fuel-fired power plants constructed after January 8, 2014 and will affect the design, construction, operation and cost of such power plants. 

I n August 2015 , the EPA also published final regulations under section 111(d) of the Clean Air Act to control CO 2 emissions from existing fossil fuel-fired power plants .  These regulations are designed to reduce power plant CO 2 em issions on a national basis by as much as 32% by 2030, compared with 2005 levels.  States must submit final plans to comply with the se regulations by September 2016, but may request an extension to file such plans until September 2018. It is uncertain whether and how these federal regulations will ultimately impact California, since existing state regulation currently requires, among other things, the gradual reduction of state-wide GHG emissions to 1990 levels by 2020.   Following publication of the EPA’s regulations , in October 2015 West Virginia and several other states and parties challenged the EPA’s section 111(d) regulations in the United States Court of Appeals for the District of Columbia Circuit and petitioned the Court to stay the regulations pending review of the appeal on the merits.  The D.C. Circuit denied the request for stay but in February 2016, the United States Supreme Court granted a stay of the section 111(d) regulations pending review of the appeal by the D.C. Circuit.  The Supreme Court’s decision may affect the nature, extent and timing of implementat ion of these regulations.  As described below, the Utility expects all costs and revenues associated with the state-wide, comprehensive cap-and-trade program to be passed through to customers.

State Regulation.  California ’s AB 32, the Global Warming Solutions Act of 2006, provides for the gradual reduction of state-wide GHG emissions to 1990 levels by 2020.  The CARB has approved various regulations to achieve the 2020 target , including GHG emissions reporting and a state-wide, comprehensive cap-and-trade program that sets gradually declining limits (or “caps”) on the amount of GHGs that may be emitted by major GHG emission sources within different sectors of the economy.  The cap - and-trade program’s first compliance period, which began on January 1, 2013, applied to the electricity generation and large industrial sectors.  The next compliance period, which began on January 1, 2015, expanded to include the natural gas and transportation sectors, effectively covering all the economy’s major sectors until 2020.  The Utility’s compliance obligation as a natural gas supplier applies to the GHG emissions attributable to the combustion of natural gas delivered to the Utility’s customers other than natural gas delivery customers that are separately regulated as covered entities and have their own compliance obligation.  During each year of the program, the CARB issues emission allowances (i.e., the rights to emit GHGs) equal to the amount of GHG emissions allowed for that year.  Emitters can obtain allowances from the CARB at quarterly auctions or from third parties or exchanges.  Emitters may also satisfy a portion of their compliance obligation through the purchase of offset credits; e.g., credits for GHG reductions achieved by third parties (such as landowners, livestock owners, and farmers) that occur outside of the emitters’ facilities through CARB-qualified offset projects such as reforestation or biomass projects.  During 2016, CARB and the California Legislature are likely to consider proposals to achieve additional GHG reductions beyond the 2020 target established in AB 32.  The Utility expects all costs and revenues associated with the GHG cap-and-trade program to be passed through to customers.  The California RPS program that requires the utilities to gradually increase the amount of renewable energy delivered to their customers is also expected to help reduce GHG emissions in California.

Climate Change Mitigation and Adaptation Strategies. During 201 5 , the Utility continued its programs to develop strategies to mitigate the impact of the Utility’s operations (including customer energy usage) on the environment and to plan for the actions that it will need to take to adapt to the likely impacts of climate change on the Utility’s future operations.  The Utility regularly reviews the most relevant scientific literature on climate change such as sea level rise, temperature changes, rainfall and runoff patterns, and wildfire risk, to help the Utility identify and evaluate climate change-related risks and develop the necessary adaptation strategies.  The Utility maintains emergency response plans and procedures to address a range of near-term risks, including extreme storms, heat waves and wildfires and uses its risk-assessment process to prioritize infrastructure investments for longer-term risks associated with climate change. The Utility also engages with leaders from business, government, academia, and non-profit organizations to share information and plan for the future.

With respect to electric operations, climate scientists project that, sometime in the next several decades, climate change will lead to increased electricity demand due to more extreme, persistent, and frequent hot weather.  The Utility believes its str ategies to reduce GHG emissions through energy efficiency and demand response programs, infrastructure improvements, and the use of rene wable energy and energy storage are effective strategies for adapting to the expected increase in demand for electricity.  The Utility is making substantial investments to build a more modern and resilient system that can better withstand extreme weather and related emergencies.   The Utility’s vegetation management activities also reduce the risk of wildfire impacts on electric and gas facilities.  Over the long-term, the Utility also faces the risk of higher flooding and inundation potential at coastal and low elevation facilities due to sea level rise combined with high tides, storm runoff and storm surges.

Climate scientists also predict that climate change will result in significant reductions in snowpack in parts of the Sierra Nevada Mountains.  This could, in turn, affect the Utility’s hydroelectric generation.  To plan for this potential change, the Utility is engaging with state and local stakeholders and is also adopting strategies such as maintaining higher winter carryover reservoir storage levels, reducing discretionary reservoir water releases, and collaborating on research and new modeling tools.

With respect to natural gas operations, both safety-related pipeline strength testing and normal pipeline maintenance and operations release the GHG methane into the atmosphere.  The Utility has taken steps to reduce the release of methane by implementing techniques including drafting and cross-compression, which reduce the pressure and volume of natural gas within pipelines prior to venting.   In addition, the Utility continues to achieve reductions in methane emissions by implementing improvements in leak detection and repair, upgrades at metering and regulating stations, and maintenance and replacement of other pipeline materials.

Emissions Data

PG&E Corporation and the Utility track and report their annual environmental performance results across a broad spectrum of areas.  The Utility reports its GHG emissions to the CARB and the EPA on a mandatory basis. On a voluntary basis, the Utility reports a more comprehensive emissions inventory to The Climate Registry, a non-pro fit organization.  The Utility’s third-party verified voluntary GHG inventory reported to The Climate Registry for 2014 totaled more than 58 milli on metric tonnes of CO ­ 2 equivalent , nearly two-thirds of which came from customer natural gas use.  The following table shows the 201 4 GHG emissions data the Utility reported to the CARB under AB 32 . PG&E Corporation and the Utility publish additional GHG emissions data in their annual Corporate Responsibility and Sustainability Report.

(1) Includes nitrous oxide and methane emissions from the Utility’s generating stations.

(2) Includes compressor stations and storage facilities emitting more than 25,000 metric tonnes of CO 2 equivalent annually.

( 3) Includes emissions from the combustion of natural gas delivered to all entities on the Utility’s distribution system, with the exception of gas delivered to other natural gas local distribution companies. This figure does not represent the Utility’s compliance obligation under AB 32, which will be equivalent to the above reported value less the fuel that is delivered to covered entities , as calculated by the CARB .

The following table shows the Utility’s third-party-verified CO 2 emissions rate associated with the electricity delivered to customers in 201 4 as compared to the national average for electric utilities:

(1) Source: EPA eGRID.

(2) Since the Utility purchases a portion of its electricity from the wholesale market, the Utility is not able to track some of its delivered electricity back to a specific generator.  Therefore, there is some unavoidable uncertainty in the Utility’s emissions rate.

Air Emissions Data for Utility-Owned Generation

In addition to GHG emissions data provided above, the table below sets forth information about the air emissions from the Utility’s owned generation facilities.  The Utility’s owned generation (primarily nuclear and hydroelectric facilities) comprised approximately 36 % of the Utility’s delivered electricity in 201 4 .  PG&E Corporation and the Utility also publish air emissions data in their annual Corporate Responsibility and Sustainability Report.

Water Quality

On May 19, 2014, the EPA issued final regulations to implement the requirements of the federal Clean Water Act that require cooling water intake structures at electric power plants, such as the nuclear generation facilities at Diablo Canyon, to reflect the best technology available to minimize adverse environmental impacts.   Various industry and environmental groups have challenged the federal regulations in proceedings pending in the U.S. Court of Appeals for the Fourth Circuit.  California’s once-through cooling policy discussed below is considered to be at least as stringent as the new federal regulations.  Therefore, California’s implementation process for the state policy will likely continue without any significant change.

At the state level,   in 2010 the California Water Board adopted a policy on once-through cooling that generally requires the installation of cooling towers or other significant measures to reduce the impact on marine life from existing power generation facilities in California by at least 85%.   As required by the policy the California Water Board appointed a committee to evaluate the feasibility and cost of using alternative technologies to achieve compliance at Diablo Canyon.   The committee’s consultant submitted its final report to the California Water Board in September 2014 and the board is not expected to issue a final decision regarding Diablo Canyon’s compliance with the state policy before January 2017 .  If the California Water Board requires the installation of cooling towers that the Utility believes are not technically or economically feasible, the Utility may be forced to cease operations at Diablo Canyon and may incur a material charge.   Even if the Utility is not required to install cooling towers, it could incur significant costs to comply with alternative compliances measures or to make payments to support various environmental mitigation projects. The Utility would seek to recover such costs in rates.  The Utility’s Diablo Canyon operations must be in compliance with the California Water Board’s policy by December 31, 2024.

The final requirements of the federal and state cooling water policies could affect future negotiations between the Central Coast Board and the Utility regarding the status of the 2003 settlement agreement.  (See “Diablo Canyon Power Plant” in Item 3. Legal Proceedings below.)

Nuclear Fuel Disposal

Under the Nuclear Waste Policy Act of 1982, the DOE and electric utilities with commercial nuclear power plants were authorized to enter into contracts under which the DOE would be required to dispose of the utilities’ spent nuclear fuel and high-level radioactive waste by January 1998, in exchange for fees paid by the utilities’ customers.  The DOE has been unable to meet its contractual obligation with the Utility to dispose of nuclear waste from the Utility’s two nuclear generating units at Diablo Canyon and the retired nuclear facility at Humboldt Bay.  As a result, the Utility constructed interim dry cask storage facilities to store its spent fuel onsite at Diablo Canyon and at Humboldt Bay until the DOE fulfills its contractual obligation to take possession of the spent fuel.  The Utility and other nuclear power plant owners sued the DOE to recover the costs that they incurred to construct interim storage facilities for spent nuclear fuel.

In September 2012, the U.S. Department of Justice and the Utility executed a settlement agreement that awarded the Utility $266 million for spent fuel storage costs incurred through December 31, 2010.  The settlement agreement also provided a claims process by which the Utility submits annual requests for reimbursement of its ongoing spent fuel storage costs.  In 2015 , the Utility was awarded an additional $ 21 million for costs incurred between June 1, 2013 and May 31, 2014 .  The claim for the period June 1, 2014 through May 31, 2015 is under review by the DOE.  These proceeds are being refunded to customers through rates.  The settlement agreement, as amended, does not address costs incurred for spent fuel storage beyond 2016 and such costs could be subject to future litigation.  Considerable uncertainty continues to exist regarding when and whether the DOE will meet its contractual obligation to the Utility and other nuclear power plant owners to dispose of spent fuel.

Federal Criminal Indictment

On July 29, 2014, a federal grand jury for the Northern District of California returned a 28-count superseding criminal indictment against the Utility in federal district court that superseded the original indictment that was returned on April 1, 2014.  The superseding indictment charges 27 felony counts alleging that the Utility knowingly and willfully violated minimum safety standards under the Natural Gas Pipeline Safety Act relating to record-keeping, pipeline integrity management, and identification of pipeline threats.  The superseding indictment also includes one felony count charging that the Utility illegally obstructed the NTSB’s investigation into the cause of the San Bruno accident.  On December 23, 2015, the court presiding over the federal criminal proceeding dismissed 15 of the Pipeline Safety Act counts, leaving 13   remaining counts.  The maximum statutory fine for each felony count is $500,000 for total potential fines of $6.5 million.  On December 8, 2015, the court also issued an order granting, in part, the Utility’s request to dismiss the government’s allegations seeking an alternative fine under the Alternative Fines Act.  ( The Alternative Fines Act states, in part: “If any person derives pecuniary gain from the offense, or if the offense results in pecuniary loss to a person other than the defendant, the defendant may be fined not more than the greater of twice the gross gain or twice the gross loss.” )  The court dismissed the government’s allegations regarding the amount of losses, but concluded that it required additional information about how the government would prove its allegations about the amount of the gross gain prior to deciding whether to dismiss those allegations . ( Based on the superseding indictment’s allegation that the Utility derived gross gains of approximately $281 million, the potential maximum alternative fine would be approximately $562 million. )   After considering the additional information submitted by the government, on February 2, 2016, the court issued an order holding that if the government’s allegations about the Utility’s gross gains are considered, they would be considered in a second trial phase that would take place after the trial on the criminal charges. The trial on the criminal charges currently is scheduled to begin March 22, 2016.

The Utility entered a plea of not guilty.     The Utility believes that criminal charges and the alternative fine allegations are not merited and that it did not knowingly and willfully violate minimum safety standards under the Natural Gas Pipeline Safety Act or obstruct the NTSB’s investigation, as alleged in the superseding indictment.  PG&E Corporation and the Utility have not accrued any charges for criminal fines in their Consolidated Financial Statements as such amounts are not considered to be probable.

Litigation Related to the San Bruno Accident and Natural Gas Spending

As of December 31, 2015, there were six purported derivative lawsuits seeking recovery on behalf of PG&E Corporation and the Utility for alleged breaches of fiduciary duty by officers and directors, among other claims.

Four of the complaints were consolidated as the San Bruno Fire Derivative Cases and are pending in the Superior Court of California, County of San Mateo.  On August 28, 2015, the Superior Court overruled the demurrers filed by PG&E Corporation, the Utility and the individual director and officer defendants seeking to dismiss the San Bruno Fire Derivative Cases , based upon the plaintiffs’ failure to demand action by the Boards of PG&E Corporation and the Utility prior to filing the complaint.  After the ruling, and pursuant to co-petitions for writ of mandate previously filed by PG&E Corporation, the Utility, and the individual defendants, on September 3, 2015, the California Court of Appeal issued an order staying the San Bruno Fire Derivative Cases pending the court’s final determination whether to stay the matter altogether until the resolution of federal criminal proceedings against the Utility.  On September 30, 2015, PG&E Corporation, the Utility, and the individual defendants filed an additional petition for writ of mandate asking the Court of Appeal to review the lower court’s August 28 decision overruling their demurrers.  On October 22, 2015, the Court of Appeal issued a ruling declining to review the August 28 decision.  On December 8, 2015, the Court of Appeal issued a writ of mandate to the Superior Court, ordering the Superior Court to stay all proceedings in the San Bruno Fire Derivative Cases “pending conclusion of the federal criminal proceedings” against the Utility.  The other two derivative actions are entitled Tellardin v. PG&E Corp. et. al. , pending in the Superior Court of California, San Mateo County, and Iron Workers Mid-South Pension Fund v. Johns, et. al ., pending in the United States District Court for the Northern District of California.  PG&E Corporation, and the other defendants have not answered or otherwise responded to the complaints in these actions.  In the Tellardin action, the defendants must answer or respond to the complaint 30 days after the stay in the San Bruno Fire Derivative Cases is lifted.  In the Iron Workers action, the court has not established a deadline by which the defendants must an swer or respond.   Case management conferences have been scheduled in both actions (March 21, 2016 in the Tellardin action and June 3, 2016 in the Iron Workers action), after which PG&E Corporation will have more information about any further proceedings in these actions. 

Investigation of the Butte Fire

In September 2015, a wildfire (known as the “Butte fire”) ignited and spread in Amador and Calaveras Counties in Northern California.  The California Department of Forestry and Fire Protection (“Cal Fire”) is investigating the source of the Butte Fire to determine whether a tree contacted a power line operated by the Utility and was the cause of the fire.  Cal Fire has reported that as a result of the fire there were two deaths and 965 structures, including 571 houses, were damaged or destroyed. Cal Fire’s investigation is expected to conclude in 2016.   

Approximately 27 complaints have been filed against the Utility and its vegetation management contractors in the Superior Court of California in both the County of Calaveras and the County of San Francisco, involving more than 600 individual plaintiffs and their insurance companies. Plaintiffs and the Utility filed petitions with the California Judicial Council to coordinate these cases.  The petitions were assigned to the Calaveras Superior Court for a recommendation to the Judicial Council.  On January 21, 2016, the Calaveras Superior Court issued an order recommending to the Judicial Council that the cases be coordinated in the Superior Court of California, Sacramento County, for all purposes including trial.  Among other factors, the Court found that coordination requires a court with a significant number of judges and complex litigation support personnel, neither of which are present in Calaveras County.  For additional information, see “Enforcement and Litigation Matters” in Note 13: Contingencies and Commitments of the Notes to the Consolidated Financial Statements in Item 8.

Other Enforcement Matters

The Utility also could be required to pay fines, or incur other unrecoverable costs, associated with the CPUC’s pending investigations of the Utility’s natural gas distribution facilities record-keeping practices and the Utility’s potential violations of the CPUC’s ex parte communication rules.  In addition, fines may be imposed, or other regulatory or governmental enforcement action could be taken, with respect to the Utility’s self-reports of noncompliance with natural gas safety regulations, investigations that were commenced after a pipeline explosion in Carmel, California on March 3, 2014, and other enforcement matters. See “Enforcement and Litigation Matters” in Note 13: Contingencies and Commitments of the Notes to the Consolidated Financial Statements in Item 8.

Diablo Canyon Power Plant

The Utility's Diablo Canyon power plant employs a “once-through” cooling water system that is regulated under a Clean Water Act permit issued by the Central Coast Board. This permit allows the Diablo Canyon power plant to discharge the cooling water at a temperature no more than 22 degrees above the temperature of the ambient receiving water, and requires that the beneficial uses of the water be protected.     The beneficial uses of water in this region include industrial water supply, marine and wildlife habitat, shellfish harvesting, and preservation of rare and endangered species.     In January   2000, the Central Coast Board issued a proposed draft cease and desist order alleging that, although the temperature limit has never been exceeded, the Utility's Diablo Canyon power plant's discharge was not protective of beneficial uses.

In October   2000, the Utility and the Central Coast Board reached a tentative settlement under which the Central Coast Board agreed to find that the Utility's discharge of cooling water from the Diablo Canyon power plant protects beneficial uses and that the intake technology reflects the best technology available, as defined in the federal Clean Water Act.     As part of the tentative settlement, the Utility agreed to take measures to preserve certain acreage north of the plant and to fund approximately $6   million in environmental projects and future environmental monitoring related to coastal resources.     On March   21, 2003, the Central Coast Board voted to accept the settlement agreement.     On June   17, 2003, the settlement agreement was executed by the Utility, the Central Coast Board and the California Attorney General's Office.     A condition to the effectiveness of the settlement agreement is that the Central Coast Board renew Diablo Canyon's permit.

At its July   10, 2003 meeting, the Central Coast Board did not renew the permit and continued the permit renewal hearing indefinitely.     Several Central Coast Board members indicated that they no longer supported the settlement agreement, and the Central Coast Board requested a team of independent scientists, as part of a technical working group, to develop additional information on possible mitigation measures for Central Coast Board staff.     In January   2005, the Central Coast Board published the scientists' draft report recommending several such mitigation measures.     If the Central Coast Board adopts the scientists' recommendations, and if the Utility ultimately is required to implement the projects proposed in the draft report, it could incur costs of up to approximately $30   million.     The Utility would seek to recover these costs through rates charged to customers.

The final requirements of the federal and state cooling water policies (discussed above in Item 1. Business under “Environmental Regulation – Water Quality”) could affect future negotiations between the Central Coast Board and the Utility regarding the status of the 2003 settlement agreement.  PG&E Corporation and the Utility believe that the ultimate outcome of this matter will not have a material impact on the Utility’s financial condition or results of operations.  

Venting Incidents in San Benito County

As part of its regular maintenance and inspection practices for its natural gas transmission system, the Utility performs in-line inspections of pipelines using devices called “pigs” that travel through the pipeline to inspect and clean the walls of the pipe.  When in-line inspections are performed, natural gas in the pipeline is released or vented at the pipeline station where the device is removed.  In February 2014, the Utility conducted an in-line inspection of a natural gas transmission pipeline that traverses San Benito County and vented the natural gas at the Utility’s transmission station located in Hollister, which is next to an elementary school.  The Utility vented the natural gas during school hours on three occasions that month.  After being informed of the venting by the local air district, the San Benito County District Attorney notified the Utility in December 2014 that it was contemplating bringing legal action against the Utility for violation of Health and Safety Code section 41700, which prohibits discharges of air contaminants that cause a public nuisance.  The Utility has been in settlement discussions with the district attorney’s office since that time.  On October 28,   2015, the district attorney informed the Utility that it would seek civil penalties in excess of $100,000 but is willing to continue to explore settlement options with the Utility.

(1) Mr. Earley, Mr. Stavropoulos, Ms. Williams, Mr. Simon, Ms. Burt, Ms. Kane, Mr. Park, and Mr. Wells are executive officers of both PG&E Corporation and the Utility.  Mr. Harvey is an executive officer of PG&E Corporation only.  All other listed officers are executive officers of the Utility only.