SEC FILE NO. 70-7670
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
CERTIFICATE PURSUANT TO
RULE 24
OF PARTIAL COMPLETION OF
TRANSACTIONS
GPU, INC.<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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:
In the Matter of :
: Certificate
GPU, Inc. : Pursuant to
: Rule 24 of Partial
File No. 70-7670 : Completion of
: Transactions
(Public Utility Holding :
Company Act of 1935) :
:
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To the Members of the Securities and Exchange Commission:
The undersigned, GPU, Inc. ("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 and Supplemental Order
dated December 8, 1995 (collectively, the "Orders"), with respect
to said Application as follows:
1. Pursuant to the Orders, GPU has been authorized to issue and
sell, from time-to-time through December 31, 2000, 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.
2. On July 31, 1996, GPU issued and sold from previously
reacquired shares a total of 2,349 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
$33.1375 per share, or an aggregate of $77,839.99 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 28, 1996, GPU issued and sold from previously
reacquired shares a total of 41,913 shares of Common Stock to
Plan participants who made optional cash payments to the Plan
and/or reinvested dividends in accordance with its terms. GPU
sold such shares at a price of $32.450 per share, or an aggregate
of $1,360,076.85 which represents the average of the daily high
and low sale prices of the Common Stock as reported in The Wall
Street<PAGE>
Journal for New York Stock Exchange Composite Transactions for
the
ten trading days immediately preceding such date.
On September 25, 1996, GPU issued and sold from previously
reacquired shares a total of 2,700 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
$31.0969 per share, or an aggregate of $83,961.56 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.
5. To summarize, to date GPU has sold a total of 733,273
previously reacquired shares of Common Stock pursuant to the
Plan.
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.
GPU, INC.
By:_________________________________
T. G. Howson, Vice President and
Treasurer
Date: October 2, 1996<PAGE>
