12-02-03 8-K with 10-31-03 MOR attached

SECURITIES AND EXCHANGE COMMISSION


Washington, D.C.  20549


FORM 8-K


CURRENT REPORT


Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report: December 2, 2003



Commission
File
Number

Exact Name of
Registrant
as specified in
its charter


State or other
Jurisdiction of
Incorporation


IRS Employer
  Identification
Number

_____________

_____________

_____________

_____________

1-12609

1-2348

PG&E Corporation

Pacific Gas and
Electric Company

California

California

94-3234914

94-0742640


Pacific Gas and Electric Company
77 Beale Street, P. O. Box 770000
San Francisco, California  94177

PG&E Corporation
One Market, Spear Tower, Suite 2400
San Francisco, California  94105

(Address of principal executive offices) (Zip Code)


Pacific Gas and Electric Company
(415) 973-7000

PG&E Corporation
(415) 267-7000


(Registrant's telephone number, including area code)




Item 9. Regulation FD Disclosure

          The information included in this Current Report on Form 8-K, including portions of the Utility's monthly operating report for the month ended October 31, 2003 filed with the U.S. Bankruptcy Court for the Northern District of California (Bankruptcy Court) attached hereto, is being furnished, not filed, pursuant to Item 9 of Form 8-K.

          On December 1, 2003, the Utility filed its monthly operating report for the month ended October 31, 2003 with the Bankruptcy Court, as required by Section 704(8) of the U.S. Bankruptcy Code and Rule 2015 of the Federal Rules of Bankruptcy Procedure and prepared in accordance with U.S. Trustee Guidelines Region 17.  The Utility's monthly operating report includes an unaudited income statement for the month and an unaudited balance sheet dated as of the end of the month.  These unaudited financial statements are attached to this report.  Although not included in this report, the monthly operating report filed with the Bankruptcy Court also includes a statement of receipts and disbursements, as well as other information.  The preliminary financial statements were prepared using certain assumptions and estimates that are subject to revision.  Any adjustments for these estimates (based upon changes in facts and circumstances, further analysis, and other factors) will be reflected in the financial statements in the period during which such adjustments are made.  These adjustments could have a material impact on reported results in the future.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned thereunto duly authorized.

                                                        

PG&E CORPORATION

                                                       

By:  /s/ BRUCE R. WORTHINGTON

                                                       

                                                                  

                                                        

       BRUCE R. WORTHINGTON

       Senior Vice President and General Counsel

                                                       

                                                       

PACIFIC GAS AND ELECTRIC COMPANY

                                                       

By:  /s/ DINYAR B. MISTRY

                                                       

                                                                        

                                                        

        DINYAR B. MISTRY
        Vice President and Controller

December 2, 2003

PACIFIC GAS AND ELECTRIC COMPANY

U.S. TRUSTEE BALANCE SHEET

AS OF OCTOBER 31, 2003

(in millions, except share amounts)

October, 2003

ASSETS

Current Assets

   

Cash and cash equivalents

$                4,100

Accounts receivable:

   

Customers (net of allowance for doubtful accounts of $59 million)

                  2,000

Related parties

                      34

Regulatory balancing accounts

                     243

Inventories:

Gas stored underground and fuel oil

                     268

Materials and supplies

                     120

Prepaid expenses and other

                      64

Assets from price risk management

                      30

Total current assets

6,859

Property, Plant, and Equipment

Electric

                20,305

Gas

                  8,292

Construction work in progress

                     363

Total property, plant, and equipment (at original cost)

                28,960

Accumulated depreciation and decommissioning

              (12,871)

Net property, plant, and equipment

                16,089

Other Noncurrent Assets

Regulatory assets

                  2,009

Nuclear decommissioning trust funds

                  1,438

Other

                  1,017

Total other noncurrent assets

                  4,464

TOTAL ASSETS

  $              27,412

LIABILITIES AND EQUITY

Liabilities

Accounts payable

  

Trade creditors

                     440

Related parties

                     205

Regulatory Balancing Accounts

                      75

Other

                     342

   Accrued taxes

                     611

Rate reduction bonds

                  1,175

Deferred income taxes

                  1,539

Deferred tax credits

                     130

Asset retirement obligations

                  1,205

Pre-petition secured debt

                  2,821

Pre-petition liabilities

                  3,950

Pre-petition financing debt

                  5,643

Preferred Stock With Mandatory Redemption Provisions

                     137

Other liabilities

                  3,598

Total liabilities

                21,871

Stockholders' Equity

Preferred stock without mandatory redemption provisions

Nonredeemable--5% to 6%, outstanding 5,784,825 shares

                     145

Redeemable--4.36% to 7.04%, outstanding 5,973,456 shares

                     149

Common stock, $5 par value, authorized 800,000,000 shares;

issued 321,314,760 shares

                  1,606

Additional paid in capital

                  1,964

Reinvested earnings (Accumulated deficit)

                  1,743

Accumulated other comprehensive loss

                     (66)

Total stockholders' equity

                  5,541

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY

  $             27,412


PACIFIC GAS AND ELECTRIC COMPANY

U.S. TRUSTEE BALANCE SHEET

AS OF OCTOBER 31, 2003

Notes

 

   

1

  

These unaudited financial statements are prepared for the U.S. Trustee and differ from the requirements of generally accepted accounting principles in that they exclude certain financial statements (statements of cash flows, stockholders equity, and other comprehensive income), relevant footnotes and certain reclassifications.

   

2

  

These unaudited financial statements were prepared using certain assumptions and estimates.  These assumptions and estimates are subject to revision.  Further, the amounts shown in this statement, when reported on a quarterly basis, may differ materially due to adjustments in accruals, changes in facts and circumstances, changes in estimates, further analysis, and other factors.

   

3

  

Cash and cash equivalents have been reduced for uncleared checks.  On the balance sheet included with the Utility's Annual Report, Form 10-K and 10-Q, uncleared checks are treated as an accounts payable liability.


PACIFIC GAS AND ELECTRIC COMPANY

U.S. TRUSTEE INCOME STATEMENT

FOR THE MONTH ENDED OCTOBER 31, 2003

AND THE THIRTY-ONE MONTHS ENDED OCTOBER 31, 2003

(in millions)

  Case to date

  Month ended

  thirty-one months

October 31, 2003

ended
October 31, 2003

    

OPERATING REVENUES

  $                910

  

  $             27,216

OPERATING EXPENSES:

Cost of Electric Energy

                   174

          3,900

Cost of Gas

                     80

               3,020

Operating and Maintenance

                  279

                     7,244

Depreciation, Decommissioning, and Amortization

                  100

                   2,895

Total Operating Expenses

                  633

 

                 17,059

OPERATING INCOME (LOSS)

                  277

 

                 10,157

Interest Income (Expense)

                  (70)

                 (2,285)

Professional Fees

               (2)

                      (78)

Other Income and (Expense)

     2

                      8

PRE-TAX INCOME (LOSS)

                   207

 

                   7,802

Income Taxes

                80

                    2,986

EARNINGS (LOSS)

             127

                    4,816

Preferred Dividend Requirement

                        -

                61

Cumulative Effect of Change in Accounting Principle

                        -

                           1

EARNINGS (LOSS) AVAILABLE FOR (ALLOCATED TO) COMMON STOCK

  $               127

 

  $                  4,754


PACIFIC GAS AND ELECTRIC COMPANY

U.S.  TRUSTEE INCOME STATEMENT

FOR THE MONTH ENDED OCTOBER 31, 2003

AND THE THIRTY-ONE MONTHS ENDED OCTOBER 31, 2003

Notes

 

  

1

   

These unaudited financial statements are prepared for the U.S. Trustee and differ from the requirements of generally accepted accounting principles in that they exclude certain financial statements (statements of cash flows, stockholders equity, and other comprehensive income), relevant footnotes and certain reclassifications.

   

2

These unaudited financial statements were prepared using certain assumptions and estimates.  These assumptions and estimates are subject to revision.  Further, the amounts shown in this statement, when reported on a quarterly basis, may differ materially due to adjustments in accruals, changes in facts and circumstances, changes in estimates, further analysis, and other factors.

   

The results for the month of October 2003 are not indicative of future earnings.  Future earnings could differ materially.

   

3

These unaudited financial statements were prepared using certain assumptions and estimates, including the estimated amount payable to the California Department of Water Resources (DWR).  The estimated amount recorded is subject to revision and actual results could differ materially.  Revenues collected on behalf of the DWR and the related costs are not reflected in these unaudited financial statements as Pacific Gas and Electric Company is a collection agent for the DWR.

   

4

Case to date results reflect the entire thirty month period ended October 31, 2003.  The bankruptcy petition date is April 6, 2001.