0001104659-05-054475 Sample Contracts

RECOVERY PROPERTY PURCHASE AND SALE AGREEMENT between PG&E ENERGY RECOVERY FUNDING LLC Issuer and PACIFIC GAS AND ELECTRIC COMPANY Seller Dated as of November 9, 2005
Recovery Property Purchase and Sale Agreement • November 10th, 2005 • PG&E Energy Recovery Funding LLC • Asset-backed securities • California

RECOVERY PROPERTY PURCHASE AND SALE AGREEMENT dated as of November 9, 2005, between PG&E ENERGY RECOVERY FUNDING LLC, a Delaware limited liability company (the “Issuer”), and PACIFIC GAS AND ELECTRIC COMPANY, a California corporation, as Seller (the “Seller”).

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PG&E ENERGY RECOVERY FUNDING LLC, Issuer and DEUTSCHE BANK NATIONAL TRUST COMPANY Trustee
Indenture • November 10th, 2005 • PG&E Energy Recovery Funding LLC • Asset-backed securities • California

INDENTURE dated as of November 9, 2005, between PG&E ENERGY RECOVERY FUNDING LLC, a Delaware limited liability company, as issuer, and DEUTSCHE BANK NATIONAL TRUST COMPANY, a national banking association, as trustee.

FIRST AMENDMENT TO RECOVERY PROPERTY SERVICING AGREEMENT
Recovery Property Servicing Agreement • November 10th, 2005 • PG&E Energy Recovery Funding LLC • Asset-backed securities • California

THIS FIRST AMENDMENT TO RECOVERY PROPERTY SERVICING AGREEMENT (this “Amendment”) is entered into as of November 9, 2005, by and between PG&E Energy Recovery Funding LLC, a Delaware limited liability company (the “Issuer”), and Pacific Gas and Electric Company, a California corporation (the “Servicer”).

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