Post-Effective Amendment No.1 to
SEC File No. 70-8455
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM U-1
DECLARATION
UNDER
THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935 ("Act")
GENERAL PUBLIC UTILITIES CORPORATION ("GPU")
100 Interpace Parkway
Parsippany, New Jersey 07054
(Name of company filing this statement and address
of principal executive office)
T. G. Howson, Vice President and Douglas E. Davidson, Esq.
Treasurer Berlack, Israels & Liberman LLP
M. A. Nalewako, Secretary 120 West 45th Street
GPU Service Corporation New York, New York 10036
100 Interpace Parkway
Parsippany, New Jersey 07054
(Names and addresses of agents for service)<PAGE>
GPU hereby post-effectively amends its Declaration on
Form U-1, as heretofore amended, docketed in SEC File No. 70-
8455, as follows:
1. By Order dated February 3, 1995 (HCAR No. 35-
26227), the Commission, among other things, authorized GPU to
issue and sell up to 5 million additional shares of Common Stock,
par value $2.50 per share, in various transactions from time to
time through December 31, 1996.
2. On June 8, 1995, GPU entered into an underwriting
agreement ("Underwriting Agreement") with Goldman, Sachs & Co.
("Underwriter") providing for the issuance and sale of 1,000,000
of such shares (the "Shares"). Pursuant to the Underwriting
Agreement, the Underwriter will purchase the Shares from GPU at a
net price of $29.645 per share (resulting in $29,645,000
aggregate net proceeds (before expenses estimated at $210,000)).
The last reported sale price of GPU's Common Stock on the New
York Stock Exchange on June 7, 1995 was $30 1/4 per share. It is
expected that all or a substantial portion of the Shares will be
sold by the Underwriter, from time to time, to purchasers at
varying prices in one or more transactions (which may involve
block transactions) on the New York Stock Exchange or on other
national securities exchanges on which GPU's Common Stock is
traded or otherwise. The distribution of the Shares may also be
effected from time to time in special offerings, exchange
distributions and/or secondary distributions pursuant to and in
accordance with the rules of the New York Stock Exchange or such
other exchanges, in the over-the-counter market, in negotiated
transactions through the writing of options on the Shares
1<PAGE>
(whether such options are listed on an options exchange or
otherwise) or otherwise, or in a combination of such at
prevailing market prices or at negotiated prices.
3. GPU respectfully requests that the Commission
issue a supplemental order authorizing the issuance and sale of
the Shares to the Underwriter upon the terms and conditions
herein set forth at the earliest possible date.
2<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: June 8, 1995<PAGE>
