GENERAL PUBLIC UTILITIES CORP /PA/
35-CERT, 1994-10-06
ELECTRIC SERVICES
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                                                       SEC FILE NO. 70-7670







                          SECURITIES AND EXCHANGE COMMISSION


                               WASHINGTON, D.C.  20549












                               CERTIFICATE PURSUANT TO

                                       RULE 24

                               OF PARTIAL COMPLETION OF

                                     TRANSACTIONS









                         GENERAL PUBLIC UTILITIES CORPORATION
<PAGE>






                          SECURITIES AND EXCHANGE COMMISSION

                               WASHINGTON, D.C.  20549


          ----------------------------------------x
                    In the Matter of              :
                                                  :    Certificate
          General Public Utilities Corporation    :    Pursuant to
                                                  :    Rule 24 of Partial
                    File No. 70-7670              :    Completion of
                                                  :    Transactions
               (Public Utility Holding            :
                 Company Act of 1935)             :
          ----------------------------------------X


          To the Members of the Securities and Exchange Commission:

                    The undersigned, General  Public Utilities  Corporation

          ("GPU"), hereby certifies pursuant to Rule  24 ("Rule 24") of the

          General Rules and  Regulations under  the Public Utility  Holding

          Company Act of 1935 (the "Act")  that certain of the transactions

          proposed in the  Application filed in  SEC File No. 70-7670  have

          been carried out in accordance with  the terms and conditions of,

          and for  the purposes requested in, said Application and pursuant

          to the Commission's Order, dated October  23, 1989 (the "Order"),

          with respect to said Application as follows:

                    1.   Pursuant to the Order, GPU  is authorized to issue

          and sell,  from time-to-time  through  December 31,  1995, up  to

          2,500,000 shares (without  giving effect  to a two-for-one  stock

          split by  way of stock  dividend effective  May 29, 1991)  of its

          common stock,  par value  $2.50 per  share (the "Common  Stock"),

          pursuant to a dividend reinvestment and stock  purchase plan (the

          "Plan")  described in  the  Prospectus  included  as  part  of  a

          Registration Statement  on Form  S-3, No.  33-30765, as  amended,

          filed under the Securities Act of 1933.


                                          1
<PAGE>






                    2.   On  July  27,  1994,  GPU  issued  and  sold  from

          previously  reacquired shares a  total of 6,025  shares of Common

          Stock to Plan participants who made optional cash payments to the

          Plan in accordance  with its terms.    GPU sold such  shares at a

          price of $25.544 per share, or an aggregate of $153,902.60, which

          represents the average  of the daily high and low  sale prices of

          the  Common Stock as reported in  The Wall Street Journal for New

          York Stock Exchange  Composite Transactions  for the ten  trading

          days immediately preceding such date.

                    3.   On  August  31,  1994, GPU  issued  and  sold from

          previously reacquired shares a total  of 53,019 shares of  Common

          Stock to Plan participants who made optional cash payments to the

          Plan  in accordance with its  terms.   GPU  sold such shares at a

          price of  $25.744 per  share, or an  aggregate of  $1,364,921.14,

          which  represents  the average  of the  daily  high and  low sale

          prices of the Common Stock as reported in The Wall Street Journal

          for New  York Stock Exchange  Composite Transactions for  the ten

          trading days immediately preceding such date.

                    4.   On September 28,  1994, GPU  issued and sold  from

          previously  reacquired shares a  total of 6,461  shares of Common

          Stock to Plan participants who made optional cash payments to the

          Plan in accordance with  its terms.    GPU sold such shares at  a

          price of $24.238 per share, or  an aggregate of $156,601.72 which

          represents the average  of the daily high and  low sale prices of

          the  Common Stock as reported in The  Wall Street Journal for New

          York Stock Exchange  Composite Transactions  for the ten  trading

          days immediately preceding such date.



                                          2
<PAGE>






                    5.   To  summarize, to  date GPU  has sold  a  total of

          320,368 previously reacquired shares of  Common Stock pursuant to

          the Plan.



















































                                          3
<PAGE>






                                      SIGNATURE

                    PURSUANT  TO THE  REQUIREMENTS  OF  THE PUBLIC  UTILITY

          HOLDING  COMPANY ACT  OF 1935,  THE UNDERSIGNED COMPANY  HAS DULY

          CAUSED  THIS  STATEMENT  TO  BE  SIGNED  ON  ITS  BEHALF  BY  THE

          UNDERSIGNED THEREUNTO DULY AUTHORIZED.



                                        GENERAL PUBLIC UTILITIES CORPORATION




                                        By:__________________________________
                                        T. G. Howson, Vice President and
                                           Treasurer


          Date:  October 6, 1994
<PAGE>



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