Pacific Gas & Electric (PCG)

This table summarizes the principal components of compensation paid to the Chief Executive Officers, the Chairman of the Board, and other officers, including the other most highly compensated executive officers of PG&E Corporation and Pacific Gas and Electric Company during the past year.

*

The principal positions shown are as of December 31, 2005.

(a)

Mr. Darbee served as President and Chief Executive Officer of PG&E Corporation through December 31, 2005. Effective January 1, 2006, he was elected Chairman of the Board, Chief Executive Officer, and President of PG&E Corporation and Chairman of the Board of Pacific Gas and Electric Company.

(b)

Mr. Smith served as Senior Vice President of PG&E Corporation and President and Chief Executive Officer of Pacific Gas and Electric Company through December 31, 2005.

(c)

Mr. King was elected Senior Vice President of PG&E Corporation and President and Chief Executive Officer of Pacific Gas and Electric Company effective January 1, 2006.

(d)

Mr. Glynn served as Chairman of the Board of PG&E Corporation and Pacific Gas and Electric Company through December 31, 2005.

(1)

Represents payments received or deferred in 2006, 2005, and 2004 for achievement of corporate and organizational objectives in 2005, 2004, and 2003, respectively, under the Short-Term Incentive Plan.

(2)

Amounts reported consist of (i) reportable officer benefits, including perquisite allowances (Mr. Darbee $35,000 in 2005, Mr. Smith $25,000 in 2005, and Mr. Glynn $35,000 in each of 2005, 2004, and 2003), amounts for non-business related travel (Mr. Glynn $8,048 in 2005, $60,221 in 2004, and $62,998 in 2003), and, for 2005, commute services (Mr. Darbee $134,177, Mr. Smith $122,761, and Mr. Glynn $110,954), (ii) payments of related taxes, and (iii) for 2003, the cost of annuities and associated tax restoration payments to replace existing retirement benefits. The annuities will not change the amount and timing of after-tax benefits that would have been provided upon retirement under existing arrangements. Amounts reported for 2005 include benefits that did not previously require disclosure.

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(3)

As of the end of the year, the aggregate number of shares or units of restricted stock held by each named officer, and the value using the year-end closing price of a share of PG&E Corporation common stock of $37.12, were: Mr. Darbee 58,532 (with a value of $2,172,708), Mr. Johns 21,227 (with a value of $787,946), Mr. Worthington 36,414 (with a value of $1,351,688), Mr. Smith 64,734 (with a value of $2,402,926), Mr. King 38,299 (with a value of $1,421,659), and Mr. Glynn 113,261 (with a value of $4,204,248). The restrictions lapse in annual increments of up to 25 percent on the first business day of each of the four years following the grant, subject to the recipient's continued employment. For the grant made in 2003, 20 percent of each year's increment is subject to forfeiture if PG&E Corporation fails to be in the top quartile of the comparator group as measured by relative annual total shareholder return at the end of the prior year. With respect to the 2003 grant to Mr. Glynn, 25 percent of each year's increment is subject to forfeiture if PG&E Corporation fails to be in the top quartile of the comparator group as measured by total shareholder return at the end of the prior year, and an additional 25 percent is subject to forfeiture if PG&E Corporation fails to be in the top half of the comparator group. PG&E Corporation's 2005 performance was in the top half but not the top quartile of its comparator group. Therefore, the shares subject to the top quartile performance requirement were cancelled in 2006. The shares of restricted stock have the same dividend rights as unrestricted shares of PG&E Corporation common stock.

(4)

Represents (i) payments received or deferred for achievement of corporate performance objectives over 3-year rolling periods under the Performance Unit Plan, and (ii) vested common stock equivalents called Special Incentive Stock Ownership Premiums (SISOPs) earned by officers under the Executive Stock Ownership Program and additional common stock equivalents reflecting dividends accrued on those SISOPs.

(5)

Amounts reported for 2005 consist of: (i) contributions to defined contribution retirement plans (Mr. Darbee $6,375, Mr. Johns $7,374, Mr. Worthington $3,562, Mr. Smith $9,322, Mr. King $9,450, and Mr. Glynn $9,450), (ii) contributions received or deferred under excess benefit arrangements associated with defined contribution retirement plans (Mr. Darbee $31,875, Mr. Johns $14,001, Mr. Worthington $17,812, Mr. Smith $27,128, Mr. King $16,200, and Mr. Glynn $39,600), (iii) above-market interest on deferred compensation (Mr. Darbee $289, Mr. Johns $4, Mr. Worthington $356, Mr. Smith $163, Mr. King $104, and Mr. Glynn $1,966), (iv) amounts received pursuant to separation agreements (Mr. Smith $2,835,000), and (v) sale of vacation (Mr. Johns $14,615, Mr. Worthington $13,702, Mr. Smith $133,941, and Mr. Glynn $150,923).

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Option/SAR Grants in 2005