December 19, 2016 Advice Letter 4853-E and 4853-E-A. Advice Letter 4853-E and 4853-E-A are effective as of December 15, 2016 per Resolution E-4811.

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1 STATE OF CALIFORNIA PUBLIC UTILITIES COMMISSION 505 VAN NESS AVENUE SAN FRANCISCO, CA Edmund G. Brown Jr., Governor December 19, 2016 Advice Letter 4853-E and 4853-E-A Erik Jacobson Director, Regulatory Relations Pacific Gas and Electric Company 77 Beale Street, Mail Code B10C P.O. Box San Francisco, CA Subject: Master Agreement with the Peninsula Corridor Joint Powers Board Regarding the Peninsula Corridor Electrification Project in Accordance with G.O. 96-B, Section and Supplemental Filing Dear Mr. Jacobson: Advice Letter 4853-E and 4853-E-A are effective as of December 15, 2016 per Resolution E Sincerely, Edward Randolph Director, Energy Division

2 Erik Jacobson Director Regulatory Relations Pacific Gas and Electric Company 77 Beale St., Mail Code B10C P.O. Box San Francisco, CA Fax: June 10, 2016 Advice 4853-E (Pacific Gas and Electric Company ID U 39 E) Public Utilities Commission of the State of California Subject: Master Agreement With the Peninsula Corridor Joint Powers Board Regarding the Peninsula Corridor Electrification Project In Accordance with General Order 96-B, Section Purpose Pacific Gas and Electric Company (PG&E or Company) has entered into a Master Agreement with the Peninsula Corridor Joint Powers Board (JPB or Caltrain) for work related to the design and extension of electric transmission facilities to two JPB traction power substations to provide power for the Caltrain Modernization Program (Electrification Project). Individual scopes of work will be addressed in Supplements that will set forth the particular scope of work, the authorized dollar amount, and various milestones and deliverables. PG&E requests approval under Section of General Order (G.O.) 96-B, and Section 5.3 (8) of the Energy Industry Rules for the Master Agreement, for Supplement No. 1 and for future Supplements with JPB. 1 Background JPB has begun an Electrification Project to replace its existing diesel service with electrified service from the 4th and King station in San Francisco to the Tamian station in San Jose. Among other things, the Electrification Project is intended to promote faster and more frequent service, reduce emissions of air pollutants, and reduce noise and vibration. The Project will interconnect two new JPB traction power substations with the PG&E transmission system. One JPB traction power substation will be in San Jose, near PG&E s FMC Substation. The other JPB traction power substation will be in South San 1 A copy of the Master Agreement is attached as Attachment 1 and a copy of Supplement No. 1 is attached as Attachment 2.

3 Advice 4853-E June 10, 2016 Francisco, just north of PG&E s East Grand Substation. Each traction power substation will have two 115 kv connections into the 115 kv bus at the nearby PG&E substation. These traction power substations will power Caltrain between San Francisco and San Jose. JPB initially requested an in-service date for the San Jose substation in September 2018, so that JPB could begin testing its electrified system in the South Bay area. JPB also initially requested an in-service date of March 2019 for the South San Francisco substation. 2 In January 2015, JPB submitted a standard form Application for Service 3 to PG&E for the Electrification Project, requesting that PG&E begin preliminary work. The Application for Service provided, among other things, that JPB would pay PG&E for all work PG&E performed and all costs PG&E incurred for the Application for Service. PG&E began preliminary engineering work for the design of the electric interconnections of JPB s facilities. However, JPB asked PG&E to stop work until a new contract were signed, so work was temporarily halted. As part of the new Master Agreement JPB wants PG&E to bill JPB for work performed, instead of JPB providing advances to PG&E prior to PG&E performing work. The Master Agreement, signed on April 29, 2016, covers the overall relationship between PG&E and JPB with respect to preliminary engineering, engineering, design, environmental, land and other studies and activities by PG&E, or by any contractor, consultant or subcontractor retained by PG&E, as may be necessary for PG&E to perform work in connection with or to further the Electrification Project. The Master Agreement does not, however, apply to relocation of existing PG&E facilities that are within or cross Caltrain s existing rail corridor. Supplement 1 under the Master Agreement, also signed on April 29, 2016, authorizes an amount not-to-exceed $900,000 for PG&E to conduct preliminary engineering and design for the interconnection of JPB s two proposed traction power stations as part of the Electrification Project. 4 2 PG&E and JPB are in discussions regarding an updated schedule for electrification. By 2026, the California High Speed Rail Authority plans to interconnect its new high speed rail system into the Caltrain system near Gilroy. Additional trains will be operating on the tracks from San Francisco down to Gilroy. To power the trains in the Gilroy area, the high speed rail project will construct a new traction power substation in that area. The location of that substation has not yet been finalized. 3 Form , Application for Service --- Commercial/Industrial Development. 4 PG&E and JPB are presently in negotiations regarding Supplement 2 regarding the design, engineering, procurement and construction of the interties between PG&E s substations and the new traction power substations, which interties will be built by JPB and deeded to PG&E, and Supplement 3, regarding the design and engineering for upgrades to PG&E s FMC and East Grand Substations.

4 Advice 4853-E June 10, 2016 Discussion The Master Agreement, signed on April 29, 2016, is intended to govern the overall relationship between PG&E and Caltrain. This is a negotiated agreement between the parties, and is not a standard form agreement. The highlights of the Master Agreement are as follows: Section 1 provides an overview of the Project, as set forth in the Background section above. Section 2 provides an overview of the scope of work to be covered by the Master Agreement, explaining that it will cover work performed by PG&E in connection with or to further the Electrification Project, but does not apply to the relocation of existing PG&E facilities within or across JPB s existing rail corridor. Section 2 further provides that so-called Buy America provisions do not apply to any work performed under the Master Agreement unless expressly stated in an applicable supplement. Section 3 provides that work to be performed under the Master Agreement will be described in individual supplements. It also indicates that individual supplements shall not require CPUC approval, unless the CPUC indicates otherwise when ruling on this Advice filing. PG&E proposes instead to make informational filings of various supplements, either separately or as a group, as requested by the Commission. Section 4 provides that PG&E will charge JPB based on actual costs using PG&E s fully loaded costs. PG&E will provide a proposed budget for each defined scope of work, but the budgets and estimates that PG&E provides to JPB shall not be binding on PG&E. Section 5 establishes a methodology for PG&E to provide notice to JPB if PG&E anticipates the cost to complete the scope of work will exceed the authorized amount from JPB, and under various other circumstances. Section 5 also provides that PG&E may cease work if JPB does not increase the authorized amount before PG&E reaches 90% of the authorized amount. Section 6 addresses loads and the breaker and a half configuration. Section 7 provides that JPB is responsible for addressing and analyzing environmental impacts, including the preparation of an addendum to JPB s existing Environmental Impact Report. Section 8 provides that the parties will develop preliminary cost allocations and will consult with the California Independent System Operator as needed. Final cost allocation will be subject to approval by the Commission and by the Federal

5 Advice 4853-E June 10, 2016 Energy Regulatory Commission and the rules in effect at the time of reimbursement (if the preliminary cost allocation is not the final cost allocation). Section 8 further provides that JPB will be responsible for (a) all costs incurred by PG&E if the work is not completed as a result of a cancellation, significant delay or modification of some or all of the Electrification Project, (b) any incremental costs due to Buy America requirements and (c) any incremental costs due to a work stoppage from the insufficiency of an authorized amount. Section 13 addresses billing procedure and payment, based on actual costs. Section 14 provides that if JPB becomes aware that funding will not be available, or has reasonable grounds to believe that funding may not be available to pay for work performed by PG&E then JPB is to provide PG&E with an Inadequate Funding Notice. Most of the remaining sections of the Master Agreement contain relatively standard provisions, including a provision about the Master Agreement being subject to CPUC approval. The List of Contracts and Deviations for electric service has been revised to reflect the agreements; the affected tariff sheets are listed in Attachment 3. This filing will not affect any rate change, cause the withdrawal of service, or conflict with any rate schedule or rule. Safety The actual work performed under these agreements (design and pre-engineering) presents no specific safety risks to the public or employees. All designs and specifications produced will conform to all current and applicable Commission, industry and Company safety requirements. Protests Anyone wishing to protest this filing may do so by letter sent via U.S. mail, facsimile or , no later than June 30, 2016 which is 20 days after the date of this filing. Protests must be submitted to: CPUC Energy Division ED Tariff Unit 505 Van Ness Avenue, 4 th Floor San Francisco, California Facsimile: (415) EDTariffUnit@cpuc.ca.gov

6 Advice 4853-E June 10, 2016 Copies of protests also should be mailed to the attention of the Director, Energy Division, Room 4004, at the address shown above. The protest shall also be sent to PG&E either via or U.S. mail (and by facsimile, if possible) at the address shown below on the same date it is mailed or delivered to the Commission: Erik Jacobson Director, Regulatory Relations c/o Megan Lawson Pacific Gas and Electric Company 77 Beale Street, Mail Code B10C P.O. Box San Francisco, California Facsimile: (415) PGETariffs@pge.com Any person (including individuals, groups, or organizations) may protest or respond to an advice letter (General Order 96-B, Section 7.4). The protest shall contain the following information: specification of the advice letter protested; grounds for the protest; supporting factual information or legal argument; name, telephone number, postal address, and (where appropriate) address of the protestant; and statement that the protest was sent to the utility no later than the day on which the protest was submitted to the reviewing Industry Division (General Order 96-B, Section 3.11). Effective Date PG&E requests that the Commission issue a Resolution approving this Tier 3 advice filing effective June 10, Notice In accordance with General Order 96-B, Section IV, a copy of this advice letter is being sent electronically and via U.S. mail to parties shown on the attached list. Address changes to the General Order 96-B service list should be directed to PG&E at address PGETariffs@pge.com. For changes to any other service list, please contact the Commission s Process Office at (415) or at Process_Office@cpuc.ca.gov. Send all electronic approvals to PGETariffs@pge.com. Advice letter filings can also be accessed electronically at: /S/ Erik Jacobson Director, Regulatory Relations

7 Advice 4853-E June 10, 2016 Attachments Attachment 1: Master Agreement Between Peninsula Corridor Joint Powers Board and Pacific Gas and Electric Company Attachment 2: Supplement No. 1 Under Master Agreement Attachment 3: PG&E Tariff (Electric) List of Contracts and Deviations cc: Dave Couch, Caltrain Zhenlin Guan, Caltrain Julie A. Sherman, Hanson Bridgett LLP Joan Cassman, Hanson Bridgett LLP

8 CALIFORNIA PUBLIC UTILITIES COMMISSION ADVICE LETTER FILING SUMMARY ENERGY UTILITY MUST BE COMPLETED BY UTILITY (Attach additional pages as needed) Company name/cpuc Utility No. Pacific Gas and Electric Company (ID U39 G) Utility type: Contact Person: Yvonne Yang ELC GAS Phone #: (415) PLC HEAT WATER and EXPLANATION OF UTILITY TYPE ELC = Electric GAS = Gas PLC = Pipeline HEAT = Heat WATER = Water (Date Filed/ Received Stamp by CPUC) Advice Letter (AL) #: 4853-E Tier: 3 Subject of AL: Master Agreement With the Peninsula Corridor Joint Powers Board Regarding the Peninsula Corridor Electrification Project In Accordance with General Order 96-B, Section Keywords (choose from CPUC listing): Agreements, Contracts AL filing type: Monthly Quarterly Annual One-Time Other If AL filed in compliance with a Commission order, indicate relevant Decision/Resolution #: N/A Does AL replace a withdrawn or rejected AL? If so, identify the prior AL: No Summarize differences between the AL and the prior withdrawn or rejected AL: N/A Is AL requesting confidential treatment? If so, what information is the utility seeking confidential treatment for: No Confidential information will be made available to those who have executed a nondisclosure agreement: N/A Name(s) and contact information of the person(s) who will provide the nondisclosure agreement and access to the confidential information: Resolution Required? Yes No Requested effective date: June 10, 2016 No. of tariff sheets: 3 Estimated system annual revenue effect (%): N/A Estimated system average rate effect (%): N/A When rates are affected by AL, include attachment in AL showing average rate effects on customer classes (residential, small commercial, large C/I, agricultural, lighting). Tariff schedules affected: List of Contracts and Deviations Service affected and changes proposed: N/A Pending advice letters that revise the same tariff sheets: N/A Protests, dispositions, and all other correspondence regarding this AL are due no later than 20 days after the date of this filing, unless otherwise authorized by the Commission, and shall be sent to: California Public Utilities Commission Pacific Gas and Electric Company Energy Division EDTariffUnit 505 Van Ness Ave., 4 th Flr. San Francisco, CA EDTariffUnit@cpuc.ca.gov Attn: Erik Jacobson Director, Regulatory Relations c/o Megan Lawson 77 Beale Street, Mail Code B10C P.O. Box San Francisco, CA PGETariffs@pge.com

9 Advice 4853-E June 10, 2016 Attachment 1 Master Agreement between Peninsula Corridor Joint Powers Board and Pacific Gas and Electric Company

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32 Advice 4853-E June 10, 2016 Attachment 2 Supplement No. 1 Under Master Agreement

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36 Cal P.U.C. Sheet No. Title of Sheet ATTACHMENT 3 Advice 4853-E Cancelling Cal P.U.C. Sheet No E LIST OF CONTRACTS AND DEVIATIONS (Continued) Sheet E ELECTRIC TABLE OF CONTENTS Sheet E ELECTRIC TABLE OF CONTENTS MAPS, CONTRACTS AND DEVIATIONS Sheet E E E Page 1 of 1

37 Pacific Gas and Electric Company San Francisco, California U 39 Revised Cal. P.U.C. Sheet No E Cancelling Revised Cal. P.U.C. Sheet No E LIST OF CONTRACTS AND DEVIATIONS Sheet 11 (Continued) Name and Location of Customer PG&E Installation Reference No. Type or Class of Service Execution and Expiration Dates Commission Authorization Number and Date Schedule or Rule No. Most Comparable Regular Tariff Contract Difference GOLDEN GATE REGION (Cont d.) Counties and Cities City of San Bruno Sweeney Bridge Coml/Ind Years*2 G.O.96-A,X.B Rule 15 Sec. E.7 Monthly Cost of Ownership Charge City and County of San Francisco San Francisco Municipal Railway City and County of San Francisco City and County of San Francisco Hetch-Hetchy City and County of San Francisco City and County of San Francisco Supplemental Power City and County of San Francisco Riverbank Army Ammunition Plant Developers/Subdividers Arvada Freemont Developers 700 Welch Road Palo Alto Peninsula Corridor Joint Power Board (JPB or Caltrain) San Francisco, San Jose Trans & Exch & Coml Coml Coml Street Lights General Service Res Special Rate Amending Previous Agreements --- Rule 2 Monthly Cost of Ownership Charge Res Res. E G.O.96-B, Advice 3682 (pending) Supplemental G.O.96-A,X.B Coml/Ind General Power Service Res. G GO 96-B, Sec Amending Agreement dated LS-1 LS-2 Rule 23 Wheeling Customer Supplies Energy Standard Services Service Agreement --- Special Rate Rule 15.2 Cost of Ownership Charge -- Service Agreement, Transmission and Payment Process (N) I I (N) *1 to *4 See last page of Electric Contracts and Deviations Section for explanation of footnotes. (Continued) Advice Letter No: 4853-E Issued by Date Filed June 10, 2016 Decision No. Steven Malnight Effective December 15, 2016 Senior Vice President Resolution No. 11C11 Regulatory Affairs

38 Pacific Gas and Electric Company San Francisco, California U 39 Revised Cal. P.U.C. Sheet No E Cancelling Revised Cal. P.U.C. Sheet No E ELECTRIC TABLE OF CONTENTS Sheet 1 TABLE OF CONTENTS SCHEDULE TITLE OF SHEET CAL P.U.C. SHEET NO. Title Page E Rate Schedules ,36750,36751,36581,36601,36583,35088,31541,36584-E Preliminary Statements ,32706,35423,35049,34357,34358,35454,35630-E Rules ,35401,35765-E Maps, Contracts and Deviations E Sample Forms ,32429,35766,35301,32504,35767,35796,36052,36053,32437,32508,32439-E (T) (T) (Continued) Advice Letter No: 4853-E Issued by Date Filed June 10, 2016 Decision No. Steven Malnight Effective Senior Vice President Resolution No. 1P9 Regulatory Affairs

39 Pacific Gas and Electric Company San Francisco, California U 39 Revised Cal. P.U.C. Sheet No E Cancelling Revised Cal. P.U.C. Sheet No E ELECTRIC TABLE OF CONTENTS Sheet 22 MAPS, CONTRACTS AND DEVIATIONS TITLE OF SHEET CAL P.U.C. SHEET NO. Maps, Contracts and Deviations SERVICE AREA MAPS Boundary Lines E Map A Lassen Municipal Utility District/Surprise Valley E Map B Sacramento Municipal Utility District 4524-E Map C Modesto Irrigation/Turlock Irrigation District 4525-E Map D SoCalEdison E Map E Palo Alto 4672-E Map F Redding E Map G Healdsburg E Map H Lompoc E Map I Gridley E Map J Presidio of Monterey, Monterey County E LIST OF CONTRACTS AND DEVIATIONS 13819, 13794, 21541, 35042,12000,12001,13672,12003,19350,11435, 36755, 20977, 19351, 12006, 21635, 21636, 29591, 34524, 11191, 12010, 11193, 11194, 11195, 12969, 31155, 12012, 29592, 33251, 29670, 13296, 12955, 19353, 12018, 12019, 12020, 12021, 12022, 12023, 30666, 17259, 12026, 13092, 11211, 12027, 12028, 16703, 12030, 12031, 14035, 29593, 12032, 23621, 11219, 12034, 20831, 12036, 11223, 11986, 11987, 35706, 16898, E (T) (Continued) Advice Letter No: 4853-E Issued by Date Filed June 10, 2016 Decision No. Steven Malnight Effective Senior Vice President Resolution No. 22P9 Regulatory Affairs

40 PG&E Gas and Electric Advice Filing List General Order 96-B, Section IV AT&T Division of Ratepayer Advocates Office of Ratepayer Advocates Albion Power Company Don Pickett & Associates, Inc. OnGrid Solar Alcantar & Kahl LLP Douglass & Liddell Pacific Gas and Electric Company Anderson & Poole Downey & Brand Praxair Atlas ReFuel Ellison Schneider & Harris LLP Regulatory & Cogeneration Service, Inc. BART Evaluation + Strategy for Social SCD Energy Solutions Innovation Barkovich & Yap, Inc. G. A. Krause & Assoc. SCE Bartle Wells Associates GenOn Energy Inc. SDG&E and SoCalGas Braun Blaising McLaughlin & Smith, P.C. GenOn Energy, Inc. SPURR Braun Blaising McLaughlin, P.C. Goodin, MacBride, Squeri, Schlotz & San Francisco Water Power and Sewer Ritchie CENERGY POWER Green Charge Networks Seattle City Light CPUC Green Power Institute Sempra Energy (Socal Gas) California Cotton Ginners & Growers Assn Hanna & Morton Sempra Utilities California Energy Commission International Power Technology SoCalGas California Public Utilities Commission Intestate Gas Services, Inc. Southern California Edison Company California State Association of Counties Kelly Group Spark Energy Calpine Ken Bohn Consulting Sun Light & Power Casner, Steve Leviton Manufacturing Co., Inc. Sunshine Design Center for Biological Diversity Linde Tecogen, Inc. City of Palo Alto Los Angeles County Integrated Waste TerraVerde Renewable Partners, LLC Management Task Force City of San Jose Los Angeles Dept of Water & Power Tiger Natural Gas, Inc. Clean Power MRW & Associates TransCanada Clean Power Research Manatt Phelps Phillips Troutman Sanders LLP Coast Economic Consulting Marin Energy Authority Utility Cost Management Commercial Energy McKenna Long & Aldridge LLP Utility Power Solutions Cool Earth Solar, Inc. McKenzie & Associates Utility Specialists County of Tehama - Department of Public Modesto Irrigation District Verizon Works Crossborder Energy Morgan Stanley Water and Energy Consulting Davis Wright Tremaine LLP NLine Energy, Inc. Wellhead Electric Company Day Carter Murphy NRG Solar Western Manufactured Housing Communities Association (WMA) Defense Energy Support Center Nexant, Inc. YEP Energy Dept of General Services ORA

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