WEST PENN POWER CO
8-K, 1998-03-23
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):  December  4,
1997


                    WEST PENN POWER COMPANY
     (Exact name of registrant as specified in its charter)

Pennsylvania                  1-255-2             13-5480882
(State or other          (Commission File       (IRS Employer
jurisdiction of          Number)                Identification
incorporation)                                  Number)


                      800 Cabin Hill Drive
                 Greensburg, Pennsylvania 15601
            (Address of principal executive offices)


Registrant's telephone number,
including area code:                            (724)  837-3000



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Item 5. Other Events.

        At  the  December 4, 1997 Board  of  Directors
        Meeting,  the Board approved a voluntary separation  plan
        to  be offered to certain management personnelwho are offered
        a position after consummation of the merger between  Allegheny
        Energy,Inc.and DQE,Inc. (the "Merger") that warrants a reduction
        in compensation. This plan is contingent upon consummation  of
        the  Merger.  Attached as Exhibit 10.1 is a Statement of
        Enhancements which may be offered to certain management personnel.
        
        
Item 7. Financial  Statements,  Pro Forma  Financial  Information
        and Exhibits.


        (c)   Exhibits

              10.1  Other Executive Separation Plan Statement of
                    Enchancements





                           SIGNATURES


         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  thereunto   duly
authorized.

                                WEST PENN POWER COMPANY




Dated:  March 23, 1998          By:     /s/ Carol G. Russ
                                Name:   Carol G. Russ
                                Title:  Counsel

<PAGE>

                         Exhibit Index



Item No. 1        10.1  Other Executive Separation Plan Statement of
                        Enhancements




<PAGE>
                                                     EXHIBIT 10.1

               Other Executive Separation Plan
                 Statement of  Enhancements

Allegheny Power Retirement Plan and Supplemental Executive
Retirement Plan (if applicable)

If you are eligible to retire under the Allegheny Power
Retirement Plan and elect to retire under the Allegheny
Power Officer Separation Program, your effective date of
retirement will be within a 12-month period following the
merger effective date.  Benefits payable under the
Retirement Plan will be determined in accordance with the
current plan provisions, based on actual service (increased
by three years) and salary, up to the actual date you
retire.  In addition, you will receive a Social Security
bridge of $400 per month supplement, until age 62, or a
minimum of 12 monthly payments, whichever is greater.  If
applicable, benefits under the Supplemental Executive
Retirement Plan (SERP) will be paid according to the
provisions of the plan.  Certain benefit reductions for
early retirement will not apply.

If you are not eligible to retire under the Allegheny Power
Retirement Plan, but have 5 or more Plan years of credited
service at the time your service is terminated, you will
receive a deferred vested retirement benefit at age 65, or
as early as age 55 on an actuarially reduced basis.
Benefits payable under the Retirement Plan will be
determined in accordance with the current plan provisions,
based on service and salary, up to the actual date you
voluntarily separate from service.  If  you are a
participant in the SERP and have 15 or more years of service
at the actual date you separate from service, benefits will
be payable according to the provisions of the plan.

Salary Continuation

One year base salary continuation.

Medical Coverage

If you are eligible to retire under the Allegheny Power
Retirement Plan, medical coverage for you and your eligible
dependents will continue under the Allegheny Power Basic
Medical Plan according to the provisions for retiree
coverage under the plan.

If you are not eligible to retire under the Allegheny Power
Retirement Plan, your medical coverage will continue at the
appropriate employee premium, if applicable, for a period
not to exceed 12 months.  Following this initial 12-month
period, you may choose to continue your medical coverage in
accordance with the Consolidated Omnibus Budget
Reconciliation Act of 1985 (COBRA) for a period of 18 months
at a cost of 102% of the appropriate total premium.   At the
end of the 18-month COBRA continuation of coverage period,
you may make arrangements for conversion to an individual
policy.

Dental Coverage

Your dental coverage will continue at the appropriate
employee premium, if applicable, for a period not to exceed
12 months.  Following this initial 12-month period, you may
choose to continue your dental coverage in accordance with
the Consolidated Omnibus Budget Reconciliation Act of 1985
(COBRA) for a period of 18 months at a cost of 102% of the
appropriate total premium.

Outplacement Services

A six-month individual career transition program designed
for upper management personnel.  The outplacement firm
selected by the Company will offer the program.



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