X0203 3 2011-07-05 0 0001355848 PACIFIC ENTERTAINMENT CORP PENT 0001109421 MEADER MICHAEL C/O PACIFIC ENTERTAINMENT CORPORATION 5820 OBERLIN DR., SUITE 203 SAN DIEGO CA 92121 1 1 1 0 President Common Stock, no par value 4391133 I As trustee for The Meader Family Trust dated June 27, 2002 Common Stock, no par value 1500000 I As trustee for Ani Meader Trust Common Stock, no par value 1500000 I As trustee for Mark Meader Trust Common Stock, no par value 1500000 I As trustee for Anthony Mead Qualified Stock Option .40 2009-01-20 2014-01-20 Common Stock 2000000 D Non-Qualified Stock Option .44 2011-04-01 2021-04-01 Common Stock 250000 D Non-Qualified Stock Option .44 2012-04-01 2021-04-01 Common Stock 250000 D Non-Qualified Stock Option .44 2013-04-01 2021-04-01 Common Stock 250000 D Non-Qualified Stock Option .44 2014-04-01 2021-04-01 Common Stock 250000 D This is a joint filing by Michael G. Meader and The Meader Family Trust dated June 27, 2002 (the "Trust"). Mr. Meader shares voting power over shares held by the Trust with co-trustee Suzanne Donayan Meader. As co-trustee of these trusts, Mr. Meader is deemed a beneficial owner of the shares held in the trusts pursuant to Rule 13d-3(d)(1). However, Mr. Meader disclaims ownership of these securities except to the extent of any pecuniary interest therein. On April 1, 2011, the Issuer awarded Mr. Meader an option to purchase up to 1,000,000 shares of its no par value common stock. The option vests as to 250,000 shares on each of the grant date and the first through third anniversaries of the grant date. /s/ Michael G. Meader 2011-07-05