As filed with the Securities and Exchange Commission on June 16, 1999
Registration No. 333-33657-99
=================================================================
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 1 TO
FORM S-8
REGISTRATION STATEMENT
Under
THE SECURITIES ACT OF 1933
PG&E CORPORATION
(Exact name of registrant as specified in its charter)
California 94-3234914
(State or other jurisdiction (I.R.S. Employer Identification No.)
of incorporation or organization)
One Market, Spear Street Tower, Suite 2400
San Francisco, California 94105
(Address of principal executive offices) (zip code)
PG&E GAS TRANSMISSION, TEXAS CORPORATION SAVINGS FUND PLAN
(Full title of the Plan)
Gary P. Encinas, Esq.
One Market, Spear Tower
Suite 400
San Francisco, California 94105
(Name and address of agent for service)
Telephone number, including area code, of agent for service:
(415) 817-8201
<PAGE>
The PG&E Gas Transmission, Texas Corporation Savings Fund Plan
has been merged into the PG&E Corporation Retirement Savings Plan
effective May 1, 1999. This Post-Effective Amendment No. 1 to
Registration Statement No. 333-33657 is being filed solely to
deregister 982,952 unsold shares of PG&E Corporation common
stock, and an indeterminate amount of corresponding plan
interests, previously registered for offer and sale to the
participants in the PG&E Gas Transmission, Texas Corporation
Savings Fund Plan.
<PAGE>
SIGNATURES
The Registrant. Pursuant to the requirements of the
Securities Act of 1933, the registrant certifies that it has
reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this Post-
effective Amendment No. 1 to Registration Statement No. 333-33657
to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City and County of San Francisco, State of
California, on the 15th day of June, 1999.
PG&E CORPORATION
(Registrant)
GARY P. ENCINAS
By ---------------------------
Gary P. Encinas
Attorney-in-Fact
Pursuant to the requirements of the Securities Act of 1933,
this Post-effective Amendment No. 1 to Registration Statement No.
333-33657 has been signed by the following persons in the
capacities indicated and on the dates indicated.
Signatures Title Date
A. Principal Executive
Officer
*ROBERT D. GLYNN, JR. Chairman of the June 15, 1999
Board, President,
and Chief
Executive Officer
B. Principal Financial
Officer
**MICHAEL E. RESCOE Senior Vice President
and Chief Financial June 15, 1999
Officer
C. Controller or
Principal Accounting
Officer
*CHRISTOPHER P. JOHNS Vice President
and Controller June 15, 1999
D. Directors June 15, 1999
*ROBERT D. GLYNN, JR. )
*RICHARD A. CLARKE )
*H. M. CONGER )
*MARY S. METZ )
<PAGE>
*JOHN C. SAWHILL )
*WILLIAM S. DAVILA )
*REBECCA Q. MORGAN )
*DAVID A. COULTER )Directors
*C. LEE COX )
*RICHARD B. MADDEN )
*BARRY LAWSON WILLIAMS )
*DAVID M. LAWRENCE )
*CARL E. REICHARDT )
GARY P. ENCINAS
* By ------------------------------
(Gary P. Encinas,
Attorney-in-Fact Pursuant to Securities and Exchange
Commission Rule 478, and Powers of Attorney filed as
Exhibit 24.1 to Registration Statement No. 333-33657)
GARY P. ENCINAS
** By ------------------------------
(Gary P. Encinas,
Attorney-in-Fact Pursuant to Power of Attorney filed as
Exhibit 24 to this Post-Effective Amendment No. 1)
The Plan. Pursuant to the requirements of the Securities
Act of 1933, the administrator of the Plan listed below has duly
caused this registration statement to be signed on its behalf by
the undersigned, thereunto duly authorized, in the City and
County of San Francisco, State of California, on the 15th day of
June, 1999.
PG&E CORPORATION RETIREMENT SAVINGS PLAN
AS SUCCEESOR TO THE PG&E GAS
TRANSMISSION, TEXAS CORPORATION SAVINGS
FUND PLAN
By BRUCE R. WORTHINGTON
----------------------
Bruce R. Worthington
Chairman, Employee Benefit Committee
<PAGE>
EXHIBIT INDEX
Exhibit No. Description
24 Power of Attorney of Michael E. Rescoe,
Senior Vice President and Chief Financial
Officer of PG&E Corporation
POWER OF ATTORNEY EXHIBIT 24
MICHAEL E. RESCOE, the undersigned, Senior Vice
President, Chief Financial Officer, and Treasurer of PG&E
Corporation, hereby constitutes and appoints LESLIE H.
EVERETT, LINDA Y.H. CHENG, WONDY S. LEE, ERIC MONTIZAMBERT,
GARY P. ENCINAS, JOHN E. FORD, and KATHLEEN HAYES, and each
of them, as his attorneys in fact with full power of
substitution to sign and file with the Securities and
Exchange Commission in his capacity as Senior Vice
President, Chief Financial Officer, and Treasurer (principal
financial officer) of said corporation one or more post-
effective amendments to the Registration Statement on Form S-
8 relating to the PG&E Gas Transmission, Texas Corporation
Savings Fund Plan (No. 333-33657) and any and all other
filings or documents related thereto, and hereby ratifies
all that said attorneys in fact or any of them may do or
cause to be done by virtue hereof.
IN WITNESS WHEREOF, I have signed these presents this
21st day of April 1999.
MICHAEL E. RESCOE
-----------------
Michael E. Rescoe
