3. Requested Authority

A. Use of Proceeds to Finance TRA Undercollection

i. PG&E's Request

PG&E requests authority under § 816 et seq., to issue up to $2 billion of additional long-term debt to finance a large undercollection in its TRA.⁴ The undercollection is the result of a huge increase in the cost of wholesale electric power in recent months that PG&E has been unable to recover in rates due to the rate freeze established by § 368(a) and D.96-12-077.⁵ PG&E states that since June 2000, its costs for wholesale power have exceeded amounts included in rates by more than $2.8 billion.

PG&E states that there are two reasons why it is prudent to use long-term debt to finance a portion of the TRA undercollection. First, the sheer size of the undercollection makes it difficult for PG&E to obtain sufficient short-term debt to finance the undercollection at a reasonable cost. Second, the use of long-term debt acts as a hedge against the risks inherent in the short-term credit market.

PG&E states that the Commission determines the carrying cost of the TRA undercollection based on the interest rate for prime three-month commercial paper published in Federal Reserve Statistical Release, G-13 ("3-month commercial paper rate"). PG&E states that in order to match as closely as possible the 3-month commercial paper rate, any long-term debt that PG&E uses to finance the TRA undercollection will be either variable-rate debt or fixed-rate debt swapped to floating rate. PG&E recommends that the portion of its TRA undercollection that is financed with long-term debt accrue interest based on the lower of (i) the 3-month commercial paper rate, or (ii) the actual cost of long-term debt issued by PG&E to finance its TRA undercollection.

Finally, PG&E requests that any long-term debt used to finance its TRA undercollection be excluded from PG&E's authorized capital structure.⁶

ii. Discussion

The issuance of long-term debt by a public utility is subject to §§ 817 and 818, which state, in relevant part, as follows:

§ 817: A public utility may issue . . . bonds, notes, and other evidence of indebtedness payable at periods of more than 12 months after the date thereof for any of the following purposes and no other:

(a) Acquisition of property.

(b) Construction, completion, extension, or improvement of its facilities.

(d) Discharge or lawful refunding of its obligations.

(e) Financing the acquisition and installation of electrical and plumbing appliances and agricultural equipment which are sold by other than a public utility, for use within the service area of the public utility.

(f) Reorganization or readjustment of its indebtedness or capitalization upon a merger, consolidation, or other reorganization.

(g) Retirement of or in exchange for one or more outstanding stocks or stock certificates or other evidence of interest or ownership of such public utility, or bonds, notes, or other evidence of indebtedness of such public utility, with or without the payment of cash.

(h) Reimbursement of moneys . . expended from income or from any other money in the treasury of the public utility not secured by or obtained from the issue of stocks or stock certificates or other evidence of interest or ownership, or bonds, notes, or other evidences of indebtedness of the public utility, for any of theaforesaid purposes except maintenance of service and replacements, in cases where the applicant has kept its accounts and vouchers for such expenditures in such manner as to enable the commission to ascertain the amount of money so expended and the purposes for which such expenditure was made.

§ 818: No public utility may issue . . . bonds, notes, or other evidences of indebtedness payable at periods of more than 12 months after the date thereof unless . . . it shall first have secured from the commission an order authorizing the issue, stating the amount thereof and the purposes to which the issue or the proceeds thereof are to be applied, and that, in the opinion of the commission, the money, property, or labor to be procured or paid for by the issue is reasonably required for the purposes specified in the order, and that, except as otherwise permitted in the order . . . such purposes are not, in whole or in part, reasonably chargeable to operating expenses or to income.

We find that PG&E has demonstrated a reasonable need to issue long-term debt to finance the large and growing undercollection in its TRA. We also find that the use of long-term debt to finance the TRA undercollection is consistent with § 817(c), which allows a utility to issue long-term debt for the purpose of maintaining its service. In addition, because of the sheer size of the undercollection, we conclude pursuant to § 818 that the undercollection is not reasonable chargeable to operating expenses or income at this time. Accordingly, we grant PG&E's request for authority to issue $2 billion in long-term debt for the purpose of financing its TRA undercollection. PG&E's authority to issue long-term debt for this purpose shall expire six months after the undercollection is extinguished. Any debt issued by PG&E to finance its TRA undercollection PG&E should have appropriate duration, terms, and conditions so that the debt may be retired six months after the undercollection is extinguished.

We adopt PG&E's recommendation to accrue interest on that portion of its TRA undercollection that is financed with long-term debt based on the lower of (i) the 3-month commercial paper rate, or (ii) the actual cost of long-term debt used by PG&E to finance the TRA undercollection.⁷ As required by General Order 24-B, PG&E shall track the amount and cost of long-term debt that PG&E uses to finance its TRA undercollection.

Finally, we grant PG&E's request to exclude from its authorized capital structure⁸ any long-term debt that PG&E uses to finance its TRA undercollection, including long-term debt issued prior to this decision.

B. Use of Proceeds for Section 817 Purposes

i. PG&E's Request

PG&E requests perpetual authority to use the entire $2 billion of additional long-term debt requested in A.00-10-029 for all but one of the purposes listed in § 817 ("§ 817 purposes"). The one § 817 purpose for which PG&E does not request authority is the purchase of PG&E's stock.⁹ PG&E states that its existing authority to issue long-term debt was exhausted on November 1, 2000, when it issued $680 million in senior secured notes to finance its TRA undercollection. Consequently, PG&E states that it is currently unable to issue long-term debt to finance routine capital requirements.¹⁰

PG&E states that most of the $2 billion will be used initially to finance the TRA undercollection. PG&E estimates that at least 75% of the $2 billion will be used for the TRA undercollection, leaving 25% or less for § 817 purposes. Once the $2 billion is no longer needed to finance the TRA undercollection, PG&E states that it will use this capital for § 817 purposes on an "as-needed basis.¹¹"

ii. Discussion

Pursuant to § 818, PG&E may issue $2 billion of long-term debt for § 817 purposes only if the Commission finds that the debt is reasonably required for the these purposes. For the following reasons, we find that PG&E reasonably requires only $370 million of additional long-term debt for § 817 purposes. First, PG&E's near-term need to issue long-term debt for § 817 purposes is $500 million or less. This is evident from PG&E's intention to use at least 75% of the $2 billion (i.e., at least $1.5 billion) to finance its TRA undercollection until some unspecified time in the future.

Second, PG&E's long-term need to issue $2 billion of additional long-term debt for § 817 purposes is uncertain. This is evident from PG&E's statement that once the entire $2 billion is available for § 817 purposes, PG&E will only use the $2 billion for § 817 purposes on an "as-needed basis." This statement indicates that PG&E does not know if or when it will need the entire $2 billion for § 817 purposes, or what exactly the money will used for.

Third, authorizing PG&E to issue $2 billion of additional long-term debt may create a capital structure that increases financial risk and cost of capital for PG&E. Financial risk is determined by the proportion of debt to equity capital.¹² The higher the debt-to-equity ratio, or leverage, the greater the financial risk and cost of capital. Table 1 below shows that if PG&E were to issue $2 billion of additional long-term debt for § 817 purposes, PG&E would have a capital structure with a higher debt-to-equity ratio than we found prudent in D.00-06-040¹³:


Table 1
	Capital Structure Authorized by D.00-06-040 *	Pro Forma Capital Structure in A.00-10-029 **
Long-Term Debt	46.20%	51.70%
Preferred Stock	5.80	5.87
Common Equity	48.00	42.43
Total	100.00%	100.00%
Debt-to-Equity Ratio	0.86	1.07

* D.00-06-040, OP 1

** A.00-10-029, Appendix C

Finally, PG&E did not demonstrate that additional long-term debt is its only source of capital for § 817 purposes. The record of this proceeding indicates that PG&E has other sources of capital to fund § 817 purposes in both the short- and long run. For example, PG&E paid approximately $300 million during the year 2000 to purchase its stock.¹⁴ We know of no reason why PG&E cannot re-issue this stock and use the proceeds for § 817 purposes.¹⁵ PG&E will also retire $287 million of long-term debt in the year 2001.¹⁶ Again, we know of no reason why PG&E cannot re-issue this debt for § 817 purposes. Furthermore, once the TRA undercollection is paid off, the $680 million in long-term debt that PG&E issued on November 1, 2000, to finance the undercollection can be likewise be paid off and re-issued for § 817 purpose. We would prefer that PG&E tap these other sources of capital before we authorize PG&E to issue $2 billion in additional long-term debt for § 817 purposes.¹⁷

For the foregoing reasons, we deny PG&E's request for perpetual authority to issue $2 billion of additional long-term debt for § 817 purposes. We recognize, however, that PG&E may not have immediate access to the sources of capital described in the previous paragraph.¹⁸ Therefore, to avoid any interruption in PG&E's access to capital for § 817 purposes, we will authorize PG&E to use for § 817 purposes $370 million of the $2 billion in long-term debt previously authorized in this decision. The record of this proceeding shows that authorizing PG&E to issue $370 million of additional long-term debt for § 817 purposes will (i) satisfy PG&E's near-term need to issue long-term debt for § 817 purposes,¹⁹ and (ii) keep PG&E's total long-term debt within the capital structure authorized by D.00-06-040.²⁰

PG&E may issue $370 million of additional long-term debt for § 817 purposes only to the extent this long-term debt is not needed by PG&E to finance its TRA undercollection. PG&E's authority to issue $370 million of additional long-term debt for § 817 purposes shall expire six months after PG&E's TRA undercollection is extinguished.²¹ Any debt issued by PG&E for § 817 purposes should have appropriate duration, terms, and conditions so that the debt may be retired six months after the TRA undercollection is extinguished.

C. Use of Accrued Interest for General Corporate Purposes

i. PG&E's Request

PG&E requests authority to use any accrued interest received from the issuance of long-term debt ("accrued interest") for general corporate purposes.

ii. Discussion

For the following reasons, we deny PG&E's request to use accrued interest for general corporate purposes. First, accrued interest is part of the proceeds that a utility receives from the issuance of long-term debt. Consequently, accrued interest may only be used for the purposes listed § 817. The listed purposes do not include "general corporate purposes."

Second, because accrued interest is part of the proceeds received from the issuance of long-term debt, PG&E may use accrued interest for general corporate purposes only if the Commission finds pursuant to § 818 that such purposes are not reasonably chargeable to operating expenses or income. PG&E made no effort to show that general corporate purposes are not reasonably chargeable to operating expenses or income. Consequently, we have no basis to make the finding required by § 818.

Finally, the record of this proceeding demonstrates that PG&E has a much greater need to use accrued interest to finance its TRA undercollection than for general corporate purposes. For this reason, as well as the previously stated reasons, PG&E shall use any accrued interest received from the issuance debt authorized by this decision to finance its TRA undercollection.

D. Types of Long-Term Debt

i. PG&E's Request

PG&E requests authority to use a variety of debt instruments to issue $2 billion of additional long-term debt. The exact terms and conditions of each debt instrument will be determined by market conditions at the time the debt is issued. PG&E states that it may not use every authorized debt instrument. Rather, PG&E will use only those that offer the lowest cost of capital.

The specific long-term debt instruments for which PG&E seeks authority are as follows: (1) bonds secured by a mortgage on PG&E's assets; (2) unsecured debentures and notes ("notes"); (3) notes with warrants; (4) debt securities denominated in the currency of a foreign country²²; (5) loans obtained directly from banks, insurance companies or other financial institutions; (6) tax-exempt financing²³; (7) letters of credit; and (8) deferrable interest securities.²⁴

PG&E states that long-term debt financing using deferrable interest securities ("DIS securities") may be structured as follows:

PG&E would create a special purpose vehicle (SPV) in the form of a limited partnership, a limited liability company, or a business trust for the purpose of issuing DIS securities to investors. The DIS securities would be issued by the SPV and would be partially guaranteed by PG&E. The SPV would lend the proceeds of the DIS securities to PG&E, and in exchange PG&E would issue to the SPV a form of indebtedness that would fund the payments of principal and accrued interest on the DIS securities. Both the SPV loan to PG&E and the DIS securities would contain a deferral feature.

Although DIS securities are similar to preferred stock, the interest on DIS securities is considered to be tax deductible, unlike dividends on preferred stock.²⁵ However, if the interest on DIS securities is ever found to be non-tax deductible, PG&E requests that the Commission hold ratepayers responsible for back taxes to the extent that ratepayers received any tax benefits, plus interest on the back taxes based on the 3-month commercial paper rate. PG&E states that ratepayers will not be responsible for tax penalties or interest on penalties.

ii. Discussion

We authorize PG&E to issue any of the previously identified types of long-term debt to finance its TRA undercollection and for other § 817 purposes.²⁶ This decision makes no finding regarding the reasonableness of the rates, terms, and conditions of any long-term debt issued by PG&E pursuant to this decision.

We grant PG&E's request regarding the tax treatment for DIS securities.²⁷ Therefore, ratepayers shall not be responsible for tax penalties or interest on penalties associated with DIS securities; but ratepayers will be responsible for (i) back taxes on DIS securities to the extent that ratepayers received tax benefits, and (ii) interest on these back taxes based on the 3-month commercial paper rate.

E. Exemption from Section 701.5

i. PG&E's Request

Section 701.5 prohibits a utility from guaranteeing the debt of an affiliate, except as authorized by the Commission pursuant to the statute. PG&E requests authority under § 701.5(a) to guarantee DIS securities issued by affiliated SPVs. The proceeds from the DIS securities would be used by PG&E to finance its TRA undercollection and other § 817 purposes. PG&E states that its sole purpose in forming the SPVs and guaranteeing their DIS securities is to raise capital in a manner advantageous to PG&E and its ratepayers.

ii. Discussion

Section § 701.5(a) authorizes the Commission to grant exemptions from § 701.5 if (1) the affiliate's revenues and expenses are used by the Commission in establishing rates, and (2) the Commission finds that the proposed financing will benefit the utility and its ratepayers.

As described previously, PG&E requests authority to guarantee DIS securities issued by affiliated SPVs in order to obtain debt capital on favorable terms for the purpose of financing PG&E's TRA undercollection and other § 817 purposes. Therefore, PG&E's request satisfies the criteria for an exemption under § 701.5(a). Accordingly, pursuant to § 701.5(a), we grant PG&E's request.²⁸

F. Interest-rate swaps, Caps, and Collars

i. PG&E's Request

PG&E requests authority under § 701²⁹ to enter into interest-rate swaps, caps, and collars for long-term debt issued pursuant to this decision.³⁰ PG&E also requests that the Commission exclude interest-rate swaps from the determination of the amount of debt authorization used. Finally, PG&E requests an exemption from the restriction in D.93-06-082 that limits interest-rate swaps to 20% of PG&E's total outstanding long-term debt (including Diablo Canyon) to the extent that PG&E exceeds the 20% limit to finance the TRA undercollection. PG&E argues that this last exemption is necessary since the TRA undercollection accrues interest, for ratemaking purposes, based on the 3-month commercial paper rate. PG&E states that in order to be made whole, all fixed-rate debt issued to finance the TRA undercollection will need to be swapped to floating rate. In order to do this, the swap authority cannot be constrained by the 20% limit imposed on swaps used for other purposes.

ii. Discussion

We grant PG&E's request for authority under § 701 to enter into interest-rate swaps, caps, and collars for long-term debt issued by PG&E pursuant to this decision.³¹ PG&E shall comply with all record keeping and reporting requirements pertaining to these financial instruments that were adopted by the Commission in D.93-06-082.

The interest-rate swaps, caps, and collars used by PG&E to finance its TRA undercollection may be used for ratemaking purposes only if these financial instrument result in a carrying cost for the TRA undercollection that is less than the 3-month commercial paper rate. Similarly, the interest-rate swaps, caps, and collars associated with debt issued by PG&E for § 817 purposes may be used for ratemaking purposes only if these financial instrument result in a lower cost of capital. This decision makes no finding regarding the reasonableness of the rates, terms, and conditions of any interest-rate swaps, caps, or collars entered into by PG&E pursuant to this decision.

We also grant PG&E's requests to exclude interest-rate swaps from the determination of the amount of debt authorization used.³² Finally, we grant PG&E's request for an exemption from the restriction adopted in D.93-06-082 that limits swaps to 20% of outstanding long-term debt. PG&E may exceed the 20% limit for interest-rate swaps used to finance the TRA undercollection. The 20% limit shall continue to apply to swaps used by PG&E for other purposes.

G. Exemption from Competitive Bidding Rules

i. PG&E's Request

Utilities are required to issue debt in accordance with the competitive bidding procedures set forth in D.38614, D.49941, D.75556, D.81908, and Resolution F-616 (collectively, "the Competitive Bidding Rules"). PG&E requests several exemptions from the Competitive Bidding Rules. First, PG&E requests that the following types of debt be exempt from the Competitive Bidding Rules:

_ Debt offerings of $300 million or more.

_ DIS securities.

_ Medium-term notes marketed through a group of dealers.

_ Loans and letters of credit obtained from banks, insurance companies, or other financial institutions.

PG&E asserts that these types of debt cannot be obtained on favorable terms by using the Competitive Bidding Rules.

Second, PG&E requests an exemption for (1) interest-rate swaps, caps, and collars, and (2) debt securities issued in connection with swaps, caps, or collars. PG&E states that interest-rate swaps, caps, and collars are opportunistic transactions that are not always available at an economic cost. Thus, these transactions must be exempt from the Competitive Bidding Rules so that PG&E may respond quickly to take advantage of an opportunity. Similarly, PG&E must be positioned to quickly issue debt securities in connection with interest-rate swaps, caps, or collars if doing so lowers PG&E's cost of capital. PG&E states that the timing and terms of the debt security must match the swap, cap, or collar, and that one transaction cannot proceed without the other.

Third, PG&E requests an exemption from the Competitive Bidding Rule that requires PG&E to provide prospective bidders with notice of changed terms at least one day in advance. PG&E states that it may be able to obtain better terms if it can adjust the terms of an offering up to the last moment.

Finally, PG&E requests an exemption from the Competitive Bidding Rules to permit the use of the following bidding procedures: (a) to accelerate, postpone or cancel the scheduled date and time for receipt of bids; (b) to reject all bids submitted; (c) to request the resubmission of bids; (d) to reschedule subsequent receipt of bids; (e) to vary the amount, terms and conditions of the debt securities submitted for bids; and (f) allow all of the foregoing to be done without newspaper publication. PG&E states that the foregoing procedures will provide PG&E with flexibility to take advantage of market opportunities.

ii. Discussion

We grant PG&E's request for the previously described exemptions from the Competitive Bidding Rules ("exemptions").³³ We do so based on PG&E's representation that granting the exemptions will enable PG&E to obtain long-term debt in a manner advantageous to PG&E and its ratepayers. This decision makes no finding regarding the reasonableness of the rates, terms, and conditions of debt obtained by PG&E pursuant to the exemptions granted herein.

H. Reporting Requirements

i. PG&E's Request

General Order (GO) 24-B requires utilities to submit a monthly report to the Commission that contains, among other things, the following information: (1) the amount of debt issued by the utility during the previous month; (2) the total amount of debt outstanding at the end of the prior month; (3) the purposes for which the utility expended the proceeds realized from issuance of debt during the prior month; and (4) a monthly statement of the separate bank account that the utility is required to maintain for all receipts and disbursements of money obtained from the issuance of debt.

PG&E requests two exemptions from GO 24-B. First, PG&E requests authority to submit on a quarterly basis the following information for medium term notes (MTNs) issued during the prior quarter: aggregate principal amount of debt issued, interest rate, maturity, and transaction costs.

Second, PG&E requests authority to submit on a quarterly basis the following information for interest-rate swaps and letters of credit: (1) the nominal and market value of swaps related to long-term debt, and (2) the amount and expiration date of each outstanding letter of credit.

PG&E states that the previously identified information regarding MTNs, interest-rate swaps, and letters of credit would be submitted by PG&E in lieu of the information required by GO 24-B.

ii. Discussion

We decline PG&E's request to submit the previously described information regarding MTNs, interest-rate swaps, and letters of credit in lieu of the information required by GO 24-B. PG&E shall report to the Commission all the information required by GO 24-B for any debt issued by PG&E pursuant to this decision.

We grant PG&E's request to the extent that PG&E seeks permission to report on a quarterly basis the information required by GO 24-B for MTNs, interest-rate swaps, and letters of credit. However, PG&E shall report this information on a monthly basis if directed to do so by Commission Staff.

⁴ The purpose of the TRA is to determine, on a monthly basis, the difference between (i) the revenues that PG&E receives from its electric ratepayers, and (ii) non-transition costs (e.g., purchased power costs) for that month. Any remaining revenues, called "headroom," are available to pay down transition costs. ⁵ PG&E states that for June, July, August, and September 2000, the load weighted average of PX prices in PG&E's service territory were $163.30 per megawatt hour ("MWh"), $110.04/MWh, $187.03/MWh, and $138.24/MWh, respectively. By comparison, the load weighted average PX price in June 1999 was $29.53/MWh. ⁶ PG&E supplement submitted by e-mail on December 6, 2000. ⁷ Our adoption of PG&E's proposal is consistent with D.87-09-050, Ordering Paragraph (OP) 3, where we held that the maximum rate of interest that Southern California Edison Company (SCE) could recover on its balancing accounts would be the lower of (i) the 3-month commercial paper rate, or (ii) the actual cost of debt used by SCE to finance its balancing accounts. ⁸ Capital structure is comprised of long-term debt, preferred stock, and common stock. It excludes short-term debt. (D.00-06-040, mimeo., p. 10.) Capital structure used in the determination of a utility's cost of capital for is ratebase. ⁹ PG&E supplement submitted by e-mail on November 28, 2000. Section 817(g) allows a utility, after receiving authority from the Commission, to issue long-term debt for the purpose of purchasing the utility's stock. ¹⁰ PG&E supplement submitted by e-mail on November 28, 2000. ¹¹ Ibid. ¹² D.00-06-040, mimeo., p. 10. ¹³ Earlier in this decision, we granted PG&E's request to exclude from its authorized capital structure any long-term debt used to finance its TRA undercollection. ¹⁴ A.00-10-029, Appendices C and D. ¹⁵ Previous Commission decisions authorizing PG&E to issue stock and/or long-term debt typically authorized PG&E to use the proceeds for one or more of the purposes identified in § 817. (See, for example, D.95-09-023, 1995 Cal. PUC LEXIS 694, *35; D.93-06-082, 1993 Cal. PUC LEXIS 339, *28; D.93-06-083, 1993 Cal. PUC LEXIS 340, *16; D.88-04-063, Cal. PUC LEXIS 418, *38; and D.87-12-002, Cal. PUC LEXIS 47, *28). ¹⁶ A.00-10-029, Appendix C. ¹⁷ These other sources of capital may not be large enough or available soon enough to finance PG&E's TRA undercollection. ¹⁸ A.00-10-029, Appendix D, indicates that most of PG&E's long-term debt that matures in 2001 does so in the latter half of the year. ¹⁹ A.00-10-029, Appendix D, indicates that PG&E will issue $370 million of long-term debt during 2001 for purposes other than financing its TRA undercollection. ²⁰ A.00-10-029, Appendix C, indicates that PG&E could issue up to $631 million of additional long-term debt and remain within the capital structure authorized by D.00-06-040. ²¹ If and when PG&E can demonstrate a need to issue additional long-term debt for § 817 purposes, PG&E should not file a petition to modify this decision. Rather, PG&E should file a new application. ²² PG&E states that currency risks would be minimized by one or more forward contracts to purchase the currency or an independent exchange of payment obligations with another party in a dollar-denominated currency. ²³ PG&E would guarantee tax-exempt debt issued by the State of California or political subdivisions thereof. The proceeds from the tax-exempt debt would be used to finance PG&E's air and water pollution control facilities, sewage systems, and other facilities qualifying for tax-exempt financing under the Internal Revenue Code. ²⁴ The deferral feature allows PG&E to defer interest payments to the investors for a period of time, usually up to 60 months. ²⁵ D.95-09-023, 1995 Cal. PUC LEXIS 694, *13. ²⁶ The Commission previously authorized PG&E to issue each type of debt instrument requested in A.00-10-029. (See, e.g., D.96-03-015 and D.95-09-023.) ²⁷ The Commission granted similar requests in D.95-09-023 and D.95-04-024. ²⁸ The Commission granted similar authority in D.95-09-023, D.95-04-024, and D.94-07-062. ²⁹ Section 701 states that "[t]he commission may supervise and regulate every public utility in the State and may do all things, whether specifically designated in this part or in addition thereto, which are necessary and convenient in the exercise of such power and jurisdiction." ³⁰ There are two types of interest-rate swaps. The first type is where fixed-rate debt is converted into variable-rate debt or vice versa. The second type is where floating-rate debt tied to one index (e.g., the London Interbank Offering Rate) is converted into floating-rate debt tied to another index (e.g., the Federal Reserve composite rate for commercial paper). An interest-rate cap is a financial instrument that sets a maximum rate of interest on variable-rate debt. An interest rate collar is a financial instrument that sets both minimum and maximum rates of interest on variable-rate debt. ³¹ The Commission granted similar authority in D.95-09-023, D.93-06-082, D.92-06-031, and D.88-04-063. ³² The Commission granted similar requests in D.96-03-015, D.95-09-023, D.93-06-082, D.92-06-031, D.91-12-021, and D.90-12-094. Any debt issued by PG&E as part of a transaction involving an interest-rate swap shall be used to determine the amount of debt authorization used. ³³ The Commission granted similar exemptions in the following decisions: D.95-09-023, D.93-06-082, D.92-06-031, D.91-12-021, D.90-12-094, D.88-04-063, and D.87-12-002.