SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

KING THOMAS B

(Last)

(First)

(Middle)

PACIFIC GAS AND ELECTRIC COMPANY

P.O. BOX 770000

(Street)

SAN FRANCISCO

94177

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
08/17/2004

3. Issuer Name and Ticker or Trading Symbol
PG&E CORP [ PCG ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP & Chief of Utility Ops.

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	2,879.35⁽¹⁾	I	Held by Trustee of PG&E Corporation Retirement Savings Plan
Common Stock	57,919.78⁽²⁾⁽³⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option (Right to Buy)	⁽⁴⁾	12/17/2008	Common Stock	50,000	$32	D
Stock Option (Right to Buy)	⁽⁵⁾	01/05/2009	Common Stock	100,000	$30.94	D
Stock Option (Right to Buy)	⁽⁶⁾	01/04/2010	Common Stock	122,700	$19.81	D
Stock Option (Right to Buy)	⁽⁷⁾	01/06/2011	Common Stock	31,066	$12.63	D
Stock Option (Right to Buy)	⁽⁸⁾	08/16/2011	Common Stock	62,133	$16.01	D
Stock Option (Right to Buy)	⁽⁹⁾	01/03/2013	Common Stock	59,475	$14.61	D
Stock Option (Right to Buy)	⁽¹⁰⁾	01/03/2014	Common Stock	60,500	$27.23	D
Stock Option (Right to Buy)	⁽¹¹⁾	08/03/2014	Common Stock	4,650	$28.4	D

Explanation of Responses:

1. Represents the approximate number of shares of PG&E Corporation common stock held for the reporting person in the PG&E Corporation Retirement Savings Plan (RSP). That fund holds units consisting of PG&E Corporation common stock and a small short-term investments component. The number of shares is computed by dividing the value of the units by the daily closing price. Dividends are automatically invested in additional units at the election of the participant. Holdings have been trued up to conform to RSP balance at August 16, 2004.

2. Includes 9,486.78 Special Incentive Stock Ownership Premiums (SISOPs) (phantom stock) awarded pursuant to the PG&E Corporation Executive Stock Ownership Program. SISOPs vest three years after the date of grant subject to accelerated vesting upon certain events. Unvested SISOPs are subject to forfeiture if certain stock ownership targets are not met. Vested SISOPs are automatically payable in an equal number of shares following termination of employment.

3. Includes 40,733 restricted shares granted under the PG&E Corporation Long-Term Incentive Program.

4. The option vested in three installments on December 16, 2000, 2001, and 2002.

5. The option vested in three installments on January 4, 2001, 2002, and 2003.

6. The option vested in three installments on January 3, 2002, 2003, and 2004.

7. The option will vest on January 5, 2005.

8. The option vests in two installments on August 15, 2004, and 2005.

9. The option vests in three installments on January 2, 2005, 2006, and 2007.

10. The option vests in four installments on January 2, 2005, 2006, 2007, and 2008.

11. The option vests in four installments on August 2, 2005, 2006, 2007, and 2008.

Remarks:

	Eric Montizambert, Attorney-in-Fact for Thomas B. King (signed Power of Attorney is attached)	08/18/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.