UNITED ILLUMINATING CO
8-K, 1998-05-28
ELECTRIC SERVICES
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                                    FORM 8-K


                                 CURRENT REPORT

                         PURSUANT TO SECTION 13 or 15(d)

                     OF THE SECURITIES EXCHANGE ACT OF 1934


Date of Report (Date of earliest event reported):  May 20, 1998
                                                  -----------------


                         THE UNITED ILLUMINATING COMPANY
             (Exact name of registrant as specified in its charter)



         Connecticut                  1-6788                    06-0571640
- -----------------------------      -----------             -------------------
(State, or other jurisdiction      (Commission                (IRS Employer
of Incorporation)                  File Number)            Identification No.)


157 Church Street, New Haven, Connecticut                        06506
- -----------------------------------------                      ----------
(Address of principal executive offices)                       (Zip Code)



Registrant's Telephone Number,
Including Area Code                                          (203) 499-2000
- ------------------------------                               --------------



                                      None
         -------------------------------------------------------------
         (Former name or former address, if changed since last report)


<PAGE>


Item 5.  Other Events.

         In April 1998,  Connecticut  enacted  legislation  to  restructure  the
State's  electric  utility  industry.  The business of generating  and supplying
electricity  to consumers  will be opened to  competition  and will be separated
from the business of delivering electricity to consumers,  beginning in the year
2000.  The business of  delivering  electricity  will remain with the  incumbent
franchised  electric utility companies,  including  Registrant.  The legislation
provides that each incumbent  electric utility company,  in order to recover its
costs   associated  with   above-market   long-term   purchased  power  contract
obligations,  generation-related  regulatory assets and above-market investments
in generating  plants,  must sell all of its non-nuclear  generation  assets, or
submit all such assets to a public  auction  process  pursuant to a  divestiture
plan submitted to the Connecticut Department of Public Utility Control (DPUC) by
October 1, 1998 and approved by the DPUC. On May 20, 1998,  Registrant announced
that it would  commence  the  process of selling,  through a  two-stage  bidding
process,  all of its  non-nuclear  generation  assets  in  compliance  with this
statute.  The assets offered for sale include  Registrant's three  fossil-fueled
generating  stations  located  in  Bridgeport  and New Haven,  Connecticut,  two
long-term  contracts  for the  purchase  of power from  cogeneration  facilities
located in Bridgeport and Shelton,  Connecticut,  one long-term contract for the
purchase  of power from a  hydroelectric  generating  station  located in Derby,
Connecticut,  and  Registrant's  5.45%  participating  share in the Hydro-Quebec
transmission  intertie  facility  linking New England  and Quebec,  Canada.  The
aggregate  generating  capability  represented by these assets is  approximately
1,308 megawatts;  and the total book value of the three fossil-fueled generating
stations is  approximately  $220 million.  In addition to the DPUC,  the sale of
these assets must be approved by the Federal Energy Regulatory  Commission,  the
Federal Trade Commission, and the United States Department of Justice.


                                        - 2 -

<PAGE>


                                    SIGNATURE

       Pursuant to the requirements of the Securities  Exchange Act of 1934, the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.



                                   THE UNITED ILLUMINATING COMPANY
                                        Registrant




       May 28, 1998                By         /s/ Robert L. Fiscus
- ---------------------------          ------------------------------------------
                                                  Robert L. Fiscus
                                     Vice Chairman of the Board of Directors
                                            and Chief Financial Officer




                                     - 3 -



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