SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
Form 11-K
ANNUAL REPORT
Pursuant to Section 15(d) of the
Securities Exchange Act of 1934
(Mark One):
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
X EXCHANGE ACT OF 1934.
For the fiscal year ended December 31, 1995
OR
TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934.
For the transition period from to
Commission file number 1-6047
PENNSYLVANIA ELECTRIC COMPANY
EMPLOYEE SAVINGS PLAN FOR BARGAINING UNIT EMPLOYEES
2800 Pottsville Pike
Reading, Pennsylvania 19640-0001
(Full Title of the Plan and the Address of the Plan)
GENERAL PUBLIC UTILITIES CORPORATION
100 Interpace Parkway
Parsippany, New Jersey 07054-1149
(Name of Issuer of the securities held pursuant to the
Plan and address of its principal executive office)<PAGE>
GENERAL PUBLIC UTILITIES CORORATION
PENNSYLVANIA ELECTRIC COMPANY
EMPLOYEE SAVINGS PLAN FOR BARGAINING UNIT EMPLOYEES
Signature Page 2
Consent of Independent Accountant Exhibit 24A
Consent of Predecessor Independent Accountants Exhibit 24B
Report on Audits of Financial Statements Exhibit 28A
for the Years Ended December 31, 1995
and 1994
Report of Independent Accountants dated Exhibit 28B
May 8, 1995 for the Years Ended
December 31, 1994 and 1993
1<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the trustees (or other persons who administer the plan)
have duly caused this annual report to be signed by the
undersigned thereunto duly authorized.
GENERAL PUBLIC UTILITIES CORPORATION
Pennsylvania Electric Company
Employee Savings Plan for
Bargaining Unit Employees
Date: June 27, 1996 By: /s/ F. A. Donofrio
F. A. Donofrio
Chairman
Administrative Committee
2<PAGE>
EXHIBIT INDEX
GENERAL PUBLIC UTILITIES CORPORATION
PENNSYLVANIA ELECTRIC COMPANY
EMPLOYEE SAVINGS PLAN FOR BARGAINING EMPLOYEES
Consent of Independent Accountant Exhibit 24A
Consent of Predecessor Independent Accountants Exhibit 24B
Report on Audits of Financial Statements Exhibit 28A
for the Years Ended December 31, 1995
and 1994
Report of Independent Accountants dated Exhibit 28B
May 8, 1995 for the Years Ended
December 31, 1994 and 1993<PAGE>
EXHIBIT 24A
CONSENT OF INDEPENDENT ACCOUNTANT
I consent to the incorporation by references in the
registration statement of General Public Utilities Corporation on
Forms S-8 (File No. 33-32328) of my report dated May 3, 1996, on
my audit of the financial statements of the Pennsylvania Electric
Company Employee Savings Plan for Bargaining Unit Employees as of
December 31, 1995 and for the year then ended, which report is
included in this Annual Report on Form 11-K.
JOHN MILLIGAN, CPA
105-107 N. 22nd Street, 2nd Floor
Philadelphia, Pennsylvania
June 27, 1996<PAGE>
EXHIBIT 24B
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference in the
registration statement of General Public Utilities Corporation on
Form S-8 (File No. 33-32328) of our report dated May 8, 1995, on
our audits of the financial statements of the Pennsylvania
Electric Company Employee Savings Plan for Bargaining Unit
Employees as of December 31, 1994 and 1993 and for the years then
ended, which report is included in this Annual Report on
Form 11-K.
COOPERS & LYBRAND L.L.P.
1301 Avenue of the Americas
New York, New York
June 27, 1996<PAGE>
Exhibit 28A
PENNSYLVANIA ELECTRIC COMPANY
EMPLOYEE SAVINGS PLAN FOR
BARGAINING UNIT EMPLOYEES
REPORT ON AUDITS OF FINANCIAL STATEMENTS
for the years ended
December 31, 1995 and 1994<PAGE>
PENNSYLVANIA ELECTRIC COMPANY
EMPLOYEE SAVINGS PLAN FOR BARGAINING UNIT EMPLOYEES
INDEX OF FINANCIAL STATEMENTS
_______
Page
Report of Independent Accountant 2
Financial Statements:
Statements of Net Assets Available for Plan
Benefits as of December 31, 1995 and 1994 3
Statements of Changes in Net Assets Available
for Plan Benefits for the years ended
December 31, 1995 and 1994 4
Notes to Financial Statements 5-14<PAGE>
REPORT OF INDEPENDENT ACCOUNTANT
To the Administrative Committee of the
Pennsylvania Electric Company Employee
Savings Plan for Bargaining Unit Employees:
I have audited the accompanying statements of net assets avail-
able for plan benefits of the Pennsylvania Electric Company
Employee Savings Plan for Bargaining Unit Employees (the "Plan")
as of December 31, 1995, and the related statements of changes in
net assets available for plan benefits for the year then ended.
These financial statements are the responsibility of the manage-
ment of the Plan. My responsibility is to express an opinion on
these financial statements based on my audit. The financial
statements of the Pennsylvania Electric Company Employee Savings
Plan for Bargaining Unit Employees as of December 31, 1994, were
audited by other auditors whose report dated May 8, 1995,
expressed an unqualified opinion on those statements.
I conducted my audit in accordance with generally accepted
auditing standards. Those standards require that I plan and
perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An
audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating
the overall financial statement presentation. I believe that my
audit provide a reasonable basis for my opinion.
In my opinion, the 1995 financial statements referred to above
present fairly, in all material respects, the net assets
available for plan benefits of the Plan as of December 31, 1995,
and the changes in net assets available for plan benefits for the
year then ended in conformity with generally accepted accounting
principles.
John Milligan
105-107 N. 22nd Street
Philadelphia, Pennsylvania
May 3, 1996<PAGE>
PENNSYLVANIA ELECTRIC COMPANY
EMPLOYEE SAVINGS PLAN FOR BARGAINING UNIT EMPLOYEES
STATEMENTS OF NET ASSETS
AVAILABLE FOR PLAN BENEFITS
December 31, 1995 and 1994
_______
1995 1994
Investments in GPU System Companies
Master Savings Plan Trust at fair
value $52,788,908 $40,762,332
Participant loans receivable 1,027,457 847,096
Net assets available for plan
benefits $53,816,365 $41,609,428
The accompanying notes are an integral
part of the financial statements.
3<PAGE>
PENNSYLVANIA ELECTRIC COMPANY
EMPLOYEE SAVINGS PLAN FOR BARGAINING UNIT EMPLOYEES
STATEMENTS OF CHANGES IN NET ASSETS
AVAILABLE FOR PLAN BENEFITS
for the years ended December 31, 1995 and 1994
_______
1995 1994
Balances, beginning of year $41,609,428 $36,825,587
Increases:
Contributions:
Employee 5,403,704 5,805,229
Employer 634,248 639,878
Transfers from affiliated pension
plans - 987,988
Interest on loans 63,595 60,666
Net investment gain in GPU
System Companies Master
Savings Plan Trust 7,298,736 996,686
13,400,283 8,490,447
Decreases:
Distributions and withdrawals 1,173,866 3,672,698
Transfers to affiliated savings
plans 19,480 33,908
1,193,346 3,706,606
Balances, end of year $53,816,365 $41,609,428
The accompanying notes are an integral
part of the financial statements.
4<PAGE>
PENNSYLVANIA ELECTRIC COMPANY
EMPLOYEE SAVINGS PLAN FOR BARGAINING UNIT EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
_______
1. General Description of the Plan:
The following description of the Pennsylvania Electric
Company Employee Savings Plan for Bargaining Unit Employees
("Plan") provides only general information on the provisions
of the Plan in effect on December 31, 1995. Participants
should refer to the Benefits Handbook and the Plan document
and prospectus for a more complete description of the Plan's
provisions.
General:
The Plan is a defined contribution plan. In general, all
bargaining employees of Pennsylvania Electric Company
("Company") are eligible to participate after completing six
months of service on a full-time basis.
The Plan is intended to qualify as a cash or deferred profit
sharing plan under Sections 401(a) and 401(k) of the
Internal Revenue Code. It is subject to the provisions of
the Employee Retirement Income Security Act of 1974 (ERISA).
The Company generally absorbs all administrative costs of
the Plan, except for certain trust administration costs
which are paid out of plan assets held in the trust. A
participant is eligible to transfer his account to an
affiliated savings plan upon a change in his employment
status.
The Plan contains additional employer contribution and
employee savings features. Participants have the option to
transfer their 2% accounts in the Pension Plans to the
Savings Plan. Participants may also "rollover"
distributions received from other qualified plans to the
Savings Plan.
Contributions:
The Plan provides two contribution options to a participant.
Subject to certain limitations set forth in the Plan, the
participant may elect (1) to have their base compensation
reduced by an amount equal to any whole percentage
(before-tax 401(k) contributions) which is contributed on
behalf of the employee by the Company; and/or (2) to
contribute by payroll deduction any whole percentage of base
compensation (after-tax).
Continued
5<PAGE>
NOTES TO FINANCIAL STATEMENTS
_______
1. General Description of the Plan, continued:
Matching Program:
The Company provides a matching contribution to the Plan, on
behalf of each participant, in an amount equal to 25% of a
participant's aggregate contributions up to 4% of the
participant's base salary.
Investment Funds:
Participants may elect to have their Plan accounts invested
in one or more of the following eleven investment options:
- Units of Interest in an "Interest Income Fund",
formerly the "Fixed Fund" managed by Fidelity
Management Trust Company, the assets of which are
invested primarily in contracts issued by insurance
companies, banks or other financial institutions, and
which has the objective of obtaining a relatively
stable level of current income consistent with the
preservation of capital and a high degree of liquidity.
- Shares of the Fidelity Intermediate Bond Fund, an
opened end mutual fund to which Fidelity Management
Trust Company serves as investment advisor, and which
has the primary objective of obtaining the highest
level of income by investing in investment grade,
fixed-income obligations.
- Shares of the Fidelity Puritan Fund, an opened end
mutual fund to which Fidelity Management Trust Company
serves as investment advisor, and which has the primary
objective of providing a balance between capital
appreciation, preservation of capital and generation of
income.
- Shares of the Fidelity Retirement Growth Fund, an
opened end mutual fund to which Fidelity Management
Trust Company serves as investment advisor, and which
has the primary objective of providing the opportunity
for significant capital appreciation.
- Shares of General Public Utilities Corporation ("GPU")
stock fund.
Continued
6<PAGE>
NOTES TO FINANCIAL STATEMENTS
_______
1. General Description of the Plan, continued:
Investment Funds, continued:
- Shares of the Fidelity U.S. Equity Index Commingled
Pool Fund ("S&P 500 Index Fund"), a commingled pool, to
which Fidelity Management Trust Company serves as
investment advisor, and which has the primary objective
of providing investment results that correspond to the
total return of the Standard & Poor's Index, a U.S.
Equity Index made up of 500 equity securities (stocks).
This investment option was made available beginnings
July 1, 1993.
- Shares of the Fidelity OTC Portfolio Fund, an opened
end mutual fund, to which Fidelity Management Trust
Company serves as investment advisor, and which has the
primary objective of seeking long-term capital
appreciation by investing in securities that are traded
in the over-the-counter (OTC) securities market. This
investment option was made available beginning
January 1, 1995.
- Shares of the Fidelity Overseas Fund, an opened end
mutual fund, to which Fidelity Management Trust Company
serves as investment advisor, and which has the primary
objective of seeking long-term capital appreciation,
primarily through investments in foreign securities.
This investment option was made available beginning
January 1, 1995.
- Shares of the Fidelity Asset Manager: Income Fund, an
opened end mutual fund, to which Fidelity Management
Trust Company serves as investment advisor, and which
has the primary objective of investing in domestic and
foreign bonds (including emerging markets) and short
term instruments for income, but allows some
investment in stocks for their growth potential. This
investment option was made available beginning
January 1, 1995.
- Shares of the Fidelity Asset Manager Fund, an opened
end mutual fund, to which Fidelity Management Trust
Company serves as investment advisor, and which has
the primary objective of seeking a high total return
with reduced risk over the long term. Asset Manager
invests in all three investment classes; stocks, bonds
and short term instruments both domestic and foreign.
This investment option was made available beginning
January 1, 1995.
Continued
7<PAGE>
NOTES TO FINANCIAL STATEMENTS
_______
1. General Description of the Plan, continued:
Investment Funds, continued:
- Shares of the Fidelity Asset Manager: Growth Fund, an
opened end mutual fund, to which Fidelity Management
Trust Company serves as investment advisor, and which
has the primary objective of investing in domestic and
foreign stocks (including emerging markets), and bonds
for growth and income, but allows some investment in
short-term instruments. This investment option was
made available January 1, 1995.
Employee Participation in the Plan:
The number of participating employees with account balances
invested in each investment option at December 31, 1995 and
1994 was as follows:
1995 1994
Interest Income Fund 956 991
Fidelity Intermediate Bond Fund 274 307
Fidelity Puritan Fund 926 907
Fidelity Retirement Growth Fund 967 925
GPU Stock Fund 276 271
Fidelity U.S. Equity Index Fund 81 54
Fidelity OTC Portfolio Fund 111 --
Fidelity Overseas Fund 53 --
Fidelity Asset Manager Income Fund 8 --
Fidelity Asset Manager Fund 20 --
Fidelity Asset Manager Growth Fund 26 --
The total number of participants in the Plan at December 31,
1995 and 1994 was 1,850 and 1,854, respectively, which was
less than the sum of the number of participants shown in the
schedule above because many participants were participating
in more than one option.
Participant Accounts:
Each participant's account is credited with the
participant's own contributions and with the matching
contributions, made by the Company with respect to the
participant's contributions. Each account maintained for a
participant also reflects the number of shares of each
mutual fund, the number of shares of GPU Stock, and number
of units of interest in units in the Interest Income Fund,
in which the balance of that account is invested. All
income, gain or loss attributable to the investment of the
balance of any account maintained for a participant is
credited or charged to that account.
Continued
8<PAGE>
NOTES TO FINANCIAL STATEMENTS
_______
1. General Description of the Plan, continued:
Vesting:
Participants are 100% vested at all times in their Plan
accounts.
Distributions and Withdrawals:
A participant's Plan account balances become distributable
upon termination of the participant's employment.
Distributions of account balances in excess of $3,500 may be
deferred, at the participant's election up to age 70 1/2.
If distribution of a participant's account balance has not
otherwise begun, it must begin by April 1st following the
year in which the participant attained age 70 1/2.
Distributions generally are in the are in the form of a
single lump sum payment. The Plan permits withdrawals of
account balances in the event of financial hardship or
disability as defined in the Plan. A complete description
of the Plan's terms and conditions for distributions and
withdrawals can be found in the Plan document.
Loans to Participants:
The Plan provides that loans may be made to a participant
from the participant's account balance subject to certain
conditions. The minimum amount of each loan is $1,000 with
the maximum being $50,000, or certain lesser amounts as
described in the Plan. Interest on the loan is credited to
the participant's account. The rate is determined
periodically by the Administrative Committee, based on
current commercial rates. The interest rates for loans in
excess of five years were 7.50% and 8.46%, and the interest
rates for loans five years or less were 8.125% and 6.75% at
December 31, 1995 and 1994, respectively.
Plan Termination:
The Company reserves the right at any time to modify,
suspend, amend or terminate the Plan. However, the Company
cannot do so in such manner as will cause or permit any part
of the Plan's assets to be used for or diverted to purposes
other than for the exclusive benefit of participants or
their beneficiaries.
Continued
9<PAGE>
NOTES TO FINANCIAL STATEMENTS
_______
2. Summary of Significant Accounting Policies:
Valuation of Investments:
The amounts shown herein as the investment in the GPU System
Companies Master Savings Plan Trust reflect the fair value
of the assets held in such Trust and the Plan's relative
interest in the Trust. The Plan's participation is measured
at its value at the beginning of the valuation period plus
net external cash flow (contributions, distributions, etc.)
experienced by the Plan during the valuation period.
Investment income, net realized gain (loss) on investments
and net unrealized appreciation (depreciation) of
investments are allocated to each participating plan based
upon its accumulated monthly balance for each investment
option (see Note 3).
The net investment gain from the GPU System Companies Master
Savings Plan Trust which is presented in the Statement of
Changes in Net Assets Available for Plan Benefits. The net
investment gain consists of interest and dividend income and
the net appreciation (depreciation) in the fair value of
investments, which consists of realized gains or losses and
the unrealized appreciation (depreciation) on those
investments in the GPU System Companies Master Savings Plan
Trust.
3. Investments:
The investments reflected in the December 31, 1995 and 1994
Statement of Net Assets Available for Plan Benefits
represent the Plan's 9.57% and 9.16% share of total
investments held in the GPU System Companies Master Savings
Plan Trust, respectively, at December 31, 1995 and 1994.
At December 31, 1995 and 1994, the total investments held in
the GPU System Companies Master Savings Plan Trust are
summarized as follows:
1995 1994
Fair Value Fair Value
Fidelity Retirement Growth
Fund $162,014,335* $126,689,195*
Fidelity Puritan Fund 152,173,577* 122,616,904*
Fidelity Intermediate Bond
Fund 25,474,677 22,605,269*
Interest Income Fund:
Life of Virginia 5,148,872 ---
Continued
10<PAGE>
NOTES TO FINANCIAL STATEMENTS
_______
3. Investments, continued:
Canada Life 6,257,685 6,257,678
Peoples Security Life 20,081,010 15,482,102
CIGNA --- 16,684,272
AIG Life ABS 6,613,647 ---
CNA Life Insurance Co. --- 10,647,033
Connecticut General 18,019,324 ---
Confederation Life
Insurance Co. 5,042,408 5,042,408
Fideltity STIF 4,726,782 15,584,577
Hartford Life Insurance Co. --- 9,874,067
Continental Assurance 5,776,161 ---
John Hancock Mutual Life
Insurance Co. 8,253,516 7,616,066
Metropolitan Life Insurance
Co. 7,645,174 7,038,453
Bankers Trust 9,450,617 9,331,097
Prudential Insurance Co. 9,264,691 11,326,444
State Mutual 13,799,689 16,835,406
Sun Life of Canada 28,830,422* 27,079,914
Protective Life 6,598,439 ---
Sunamerica Life Insurance 8,428,344 ---
United of Omaha 6,092,466 ---
GPU Stock Fund 17,210,880 12,193,358
U S Equity Index Fund 6,110,598 2,203,809
Fidelity OTC Port. Fund 10,444,313 N/A**
Fidelity Overseas Fund 3,802,894 N/A**
Fidelity Asset Mgr.-Income
Fund 393,831 N/A**
Fidelity Asset Mgr. Fund 1,760,779 N/A**
Fidelity Asset Mgr.-Growth
Fund 2,026,570 N/A**
Total investments at fair
value $551,441,701 $445,108,052
Total investments at cost $527,508,365 $461,100,465
* These investments represent 5% or more of the net assets
available for benefits.
** These investment options were not available to employees at
December 31, 1994.
Continued
11<PAGE>
<TABLE>
NOTES TO FINANCIAL STATEMENTS, Continued
3. Investments, Continued:
Based on participant investment options at December 31, 1995 and 1994, the Plan's investments were broken down as follows:
<CAPTION>
1995 1994
<S> <C> <C>
Fidelity Retirement Growth Fund 30.0% 29.0%
Fidelity Puritan Fund 24.0% 23.0%
Fidelity Intermediate Bond Fund 4.0% 4.0%
Interest Income Fund 34.0% 39.0%
GPU Stock 4.0% 4.0%
OTC Portfolio Fund 2.0% -
Overseas Fund 0.5% -
Asset Manager - Income Fund 0.0% -
Asset Manager Fund 0.0% -
Asset Manager Growth Fund 0.5% -
Fidelity S & P 500 Index Fund 1.0% 1.0%
For the years ended December 31, 1995 and 1994, the charges in the accounts of the GPU System Companies Master Savings Plan Trust,
respectively, are summarized as follows:
<CAPTION>
Fidelity Fidelity
Retirement Fidelity Intermediate Interest OTC
Growth Fund Puritan Fund Bond Fund Income Fund GPU Stock Port Fund
<S> <C> <C> <C> <C> <C> <C>
Investments, December 31, 1993 $117,026,998 $110,652,603 $24,188,605 $142,680,117 $12,578,457 $ -
Increases:
Employee contributions 13,678,517 12,805,338 2,910,100 15,166,264 1,682,999
Employer contributions 3,746,682 3,738,866 854,255 3,826,377 479,796
Transfers from affiliated
pension plans 448,914 563,534 85,066 2,294,045 39,667
Transfers between investment
funds (1,874,288) 1,003,973 (3,119,551) 4,845,237 (770,118)
Interest on loans 297,179 259,513 52,508 279,148 36,878
Net investment gain (loss) (34,331) 1,816,741 (486,245) 10,146,713 (1,170,293)
16,262,673 20,187,965 296,133 36,557,784 298,929 -
Decreases:
Distributions and withdrawals 6,600,476 8,223,664 1,879,469 20,438,384 684,028 -
Investments, December 31, 1994 $126,689,195 $122,616,904 $22,605,269 $158,799,517 $12,193,358 $ -
Increases:
Employee contributions 12,891,222 11,649,890 2,146,543 11,867,160 1,500,215 665,867
Employer contributions 3,999,243 3,834,776 772,468 3,727,653 474,375 186,905
Transfers from affiliated
pension plans 38,920 56,423 - 245,429 - -
Transfers between investment
funds (6,292,886) (5,489,047) (1,197,989) (3,321,386) (726,638) 8,803,880
Interest on loans 293,348 246,449 45,002 280,597 34,183 16,534
Net investment gain 30,668,548 26,396,455 2,856,433 11,090,054 4,636,792 1,025,339
41,598,395 36,694,946 4,622,457 23,889,507 5,918,927 10,698,525
Decreases:
Distributions and withdrawals 6,273,255 7,138,273 1,753,049 12,659,777 901,405 254,212
Investments, December 31, 1995 $162,014,335 $152,173,577 $25,474,677 $170,029,247 $17,210,880 $10,444,313
12a<PAGE>
NOTES TO FINANCIAL STATEMENTS, Continued
<CAPTION>
Fidelity
Overseas Asset Manager Asset Manager Asset Manager US Equity
Fund Fund Growth Fund Income Fund (Index Fund) Total
<S> <C> <C> <C> <C> <C> <C>
Investments, December 31, 1993 $ - $ - $ - $ - $1,883,574 $409,010,354
Increases:
Employee contributions 394,770 46,637,988
Employer contributions 120,481 12,766,457
Transfers from affiliated
pension plans 25,283 3,456,509
Transfers between investment
funds (85,253) 0
Interest on loans 7,201 932,427
Net investment gain (loss) 25,391 10,297,976
- - - - 487,873 74,091,357
Decreases:
Distributions and withdrawals 167,638 37,993,659
Investments, December 31, 1994 $ - $ - $ - $ - $2,203,809 $445,108,052
Increases:
Employee contributions 444,966 169,591 399,346 43,943 540,115 42,318,858
Employer contributions 122,572 53,038 95,269 13,539 180,828 13,460,666
Transfers from affiliated
pension plans - - - - - 340,772
Transfers between investment
funds 3,074,872 1,304,236 1,202,750 324,657 2,317,551 0
Interest on loans 13,654 4,384 6,990 578 8,507 950,226
Net investment gain 263,077 238,641 372,346 34,491 1,134,367 78,716,543
3,919,141 1,769,890 2,076,701 417,208 4,181,368 135,787,065
Decreases:
Distributions and withdrawals 116,247 9,111 50,131 23,377 274,579 29,453,416
Investments, December 31, 1995 $3,802,894 $1,760,779 $2,026,570 $393,831 $6,110,598 $551,441,701
12b<PAGE>
NOTES TO FINANCIAL STATEMENTS, Continued
3. Investments, Continued:
The net investment gain in the GPU System Companies Master Savings Plan
Trust for the year ended December 31, 1995 were as follows:
<CAPTION>
Fidelity Fidelity
Retirement Fidelity Intermediate Interest OTC
Growth Fund Puritan Fund Bond Fund Income Fund GPU Stock Port Fund
<S> <C> <C> <C> <C> <C> <C>
Dividends $ 15,534,234 $ 7,921,988 $ 1,507,779 $ - $ 677,248 $ 559,811
Interest Income - - - 11,090,054 - -
Net appreciation (depreciation)
in fair value of investments 15,134,314 18,474,467 1,348,654 - 3,959,544 465,528
Net investment gains $ 30,668,548 $ 26,396,455 $ 2,856,433 $ 11,090,054 $ 4,636,792 $ 1,025,339
Fidelity
Overseas Asset Manager Asset Manager Asset Manager S&P 500
Fund Income Fund Fund Growth Fund Index Fund Total
Dividends $ 80,486 $ 12,970 $ 45,181 $ 30,229 $ - $ 26,369,926
Interest income - - - - - 11,090,054
Net appreciation (depreciation)
in fair value of investments 182,591 21,521 193,460 342,117 1,134,367 41,256,563
Net investments gains $ 263,077 $ 34,491 $ 238,641 $ 372,346 $1,134,367 $ 78,716,543
Continued
13a
<PAGE>
NOTES TO FINANCIAL STATEMENTS, Continued
The net investment gain in the GPU System Companies Master Savings Plan
Trust for the year ended December 31, 1994 was as follows:
<CAPTION>
Fidelity Fidelity
Retirement Fidelity Intermediate Interest OTC
Growth Fund Puritan Fund Bond Fund Income Fund GPU Stock Port Fund
<S> <C> <C> <C> <C> <C> <C>
Dividends $ 13,199,657 $ 9,631,020 $ 1,668,577 $ - $ 742,992 $ -
Interest income - - - 10,146,713 - -
Net appreciation (depreciation)
in fair value of investments (13,233,988) (7,814,279) (2,154,822) - (1,913,285) -
Net investment gains $ (34,331) $ 1,816,741 $ (486,245) $ 10,146,713 $(1,170,293) $ -
Fidelity
Overseas Asset Manager Asset Manager Asset Manager S&P 500
Fund Income Fund Fund Growth Fund Index Fund Total
Dividends $ - $ - $ - $ - $ - $ 25,242,246
Interest income - - - - - 10,146,713
Net appreciation (depreciation)
in fair value of investments - - - - 25,391 (25,090,983)
Net investments gains $ - $ - $ - $ - $ 25,391 $ 10,297,976
Investment in the GPU Systems Companies Master Savings Plan Trust are carried at fair market
value. Fair market value of assets held by the Trusts are determined as follows:
Stocks and bonds are valued at the closing market prices on the last
business day of the year. Short-term investment group trust funds
(investment through the custodian bank) and insurance contracts are
valued at cost plus accrued interest which approximates market.
Continued
13b
</TABLE>
<PAGE>
NOTES TO FINANCIAL STATEMENTS
_______
3. Investments, continued:
The GPU System Companies Master Savings Plan Trust consists
of separate investment funds, as defined by the Plan, with
different investment objectives. The plan's investment in
the investment funds under the GPU System Companies Master
Savings Trust are subject to credit risk. The degree and
concentration of credit risk varies by fund depending upon
the type and diversity of investments.
4. Plan Amendments:
Effective January 1, 1995, the savings plan was amended to
reflect an increase in the number of investment options from
six funds to eleven funds. These most recent Fidelity
investment fund additions include the Overseas, OTC, Asset
Manager, Asset Manager Income, and Asset Manager Growth.
The savings plan document was submitted to the Internal
Revenue Service (IRS) for an advance determination of the
qualified status of the plans. The IRS agents reviewing the
plan requested certain amendments as a condition to their
issuing favorable determination letters. The amendments are
purely technical in nature and do not affect any of the
substantive provisions of the plans.
14<PAGE>
Exhibit 28B
REPORT OF INDEPENDENT ACCOUNTANTS
To the Administrative Committee of the
Pennsylvania Electric Company Employee
Savings Plan for Bargaining Unit Employees:
We have audited the accompanying statements of net assets
available for plan benefits of the Pennsylvania Electric Company
Employee Savings Plan for Bargaining Unit Employees (the "Plan")
as of December 31, 1994 and 1993, and the related statements of
changes in net assets available for plan benefits for the years
then ended. These financial statements are the responsibility of
the management of the Plan. Our responsibility is to express an
opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An
audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that
our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the net assets
available for plan benefits of the Plan as of December 31, 1994
and 1993, and the changes in net assets available for plan
benefits for the years then ended in conformity with generally
accepted accounting principles.
COOPERS & LYBRAND L.L.P.
1301 Avenue of the Americas
New York, New York
May 8, 1995<PAGE>
