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): June 6, 1996
GENERAL PUBLIC UTILITIES CORPORATION
(Exact name of registrant as specified in charter)
Pennsylvania 1-6047 13-5516589
(State or other (Commission (IRS employer
jurisdiction of file number) identification no.)
incorporation)
100 Interpace Parkway, Parsippany, New Jersey 07054
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (201) 263-
6500<PAGE>
ITEM 5. OTHER EVENTS
(a) Midlands Electricity, Acquisition
As previously reported, on May 7, 1996, the Corporation
and Cinergy Corp. through Avon Energy Partners plc, in which they
each own a 50% interest, made an offer to acquire the outstanding
shares of Midlands Electricity plc ("Midlands"), a British
regional electric company, for a price of 4.40 pounds per share or a
total of approximately $2.6 billion. The offer had received the
recommendation of the board of directors of Midlands.
On June 5, 1996, the British Secretary of State for
Trade and Industry announced that in accordance with the advice
of the Director General of Fair Trading and the views of the
Director General of Electricity Supply, he had decided not to
refer the proposed acquisition to the Monopolies and Mergers
Commission. Accordingly, and inasmuch as Avon had then received
acceptances from the holders of approximately 77% of Midland's
shares, on June 6, 1996, Avon declared its offer wholly
unconditional. On or before June 27, 1996, Avon will fund the
purchase of all shares which had been tendered by June 6, 1996;
thereafter, Avon will from time to time purchase shares tendered
after June 6, 1996.
A copy of the Corporation's related news release is
attached as an exhibit.
(b) Three Mile Island Litigation
On June 7, 1996, Judge Rambo of the US District Court
for the Middle District of Pennsylvania granted a motion for
1<PAGE>
summary judgment filed by the Corporation and its subsidiaries
and dismissed all 2,100 pending lawsuits claiming personal injury
as a result of the March 1979 Three Mile Island Unit No. 2
accident. In essence, Judge Rambo ruled in her 97-page opinion
that plaintiffs had failed to demonstrate that they were exposed
to "cancer inducing levels of radiation." She found that, in
reviewing the record in the case for any and all evidence, viewed
in a light most favorable to the plaintiffs, there was no
evidence which created a genuine issue of material fact
warranting submission of plaintiffs' claims to a jury.
The Court had earlier excluded or restricted testimony
from most of the plaintiffs' proposed expert witnesses, finding
that it was not "scientifically based and reliable and based upon
good grounds."
The first 10 allegedly "representative" cases had been
scheduled for trial later in June, but were delayed indefinitely
pending Judge Rambo's decision on dismissing the lawsuits.
It is expected that the plaintiffs will appeal Judge
Rambo's ruling.
A copy of the Corporation's related news release is
attached as an exhibit.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
AND EXHIBITS
(c) Exhibits
1. News release dated June 6, 1996.
2. News release dated June 10, 1996.
SIGNATURE
PURSUANT TO THE REQUIREMENTS OF THE SECURITIES EXCHANGE
ACT OF 1934, THE REGISTRANT HAS DULY CAUSED THIS REPORT TO BE
S I G NED ON ITS BEHALF BY THE UNDERSIGNED THEREUNTO DULY
AUTHORIZED.
GENERAL PUBLIC UTILITIES CORPORATION
By:______________________________
Terrance G. Howson,
Vice President and Treasurer
Date: June 10, 1996
<PAGE>
EXHIBITS TO BE FILED BY EDGAR
Exhibits
(c) Exhibits
1. News release dated June 6, 1996.
2. News release dated June 10, 1996.<PAGE>
Exhibit 1
(GPU NEWS RELEASE LETTERHEAD)
John T. Fidler
(201) 263-6479 June 6, 1996
Immediately 96-014
GPU and Cinergy Commit to Acquire British Electric Company
Parsippany, N.J., June 6, 1996 -- General Public Utilities
Corporation and Cinergy Corp. announced today that their joint
partnership, Avon Energy Partners plc, has declared wholly
unconditional its offer to purchase the shares of Midlands
Electricity plc in the United Kingdom and thereby is committed to
purchase all outstanding Midlands shares.
Yesterday, the UK s president of the Board of Trade cleared
the Avon Energy bid for Midlands, a regional electric company
headquartered in Birmingham, England, to proceed. Avon Energy
has provided assurances to the president regarding regulatory
issues satisfying any concerns about the bid.
James R. Leva, chairman and CEO of GPU and chairman of Avon
Energy, said, "We are pleased that the president of the Board of
Trade found that there were no anti-competitive concerns with our
offer."
James E. Rogers, vice chairman, president and CEO of Cinergy
and vice chairman of Avon Energy, said, "We now own or have
received acceptances by shareholders totaling 77.65% of Midlands
shares and are pleased that we are moving forward to complete the
transaction so expeditiously."<PAGE>
The companies announced on May 7, 1996 that they had reached
an agreement with the Midlands board of directors for a
recommended offer valued at $2.59 billion. Midlands serves 2.2
million customers in an area with a total population of five
million.
The Offer to Purchase shares of Midlands Electricity plc will not
be made, directly or indirectly, in or into, or by use of the
mails or by any other means or instrumentality (including without
limitation, facsimile transmissions, telex or telephone) of
interstate or foreign commerce of, or any facilities of a
national securities exchange of, the United States and will not
be capable of acceptance by any such use, means, instrumentality
or facilities within the United States. Nothing herein shall be
deemed to constitute an offer to purchase shares of Midlands
Electricity plc from persons in the United States.<PAGE>
Exhibit 2
(GPU NEWS RELEASE LETTERHEAD)
John T. Fidler
201-263-6479 June 10, 1996
Ray E. Dotter 96-015
717-948-8805
Immediately
GPU OFFICIALS: JUDGE'S RULING CONSISTENT WITH SCIENCE
Parsippany, N.J., June 10, 1996 -- Officials at General
Public Utilities Corporation said today that the decision by a
federal judge to dismiss the personal injury cases stemming from
the 1979 accident at Three Mile Island Unit 2 was consistent with
reliable science.
"While we have great sympathy for people with serious
illnesses and for their families, the court's decision is
consistent with what reliable science says: that the TMI-2
accident did not cause the illnesses claimed by the plaintiffs,"
GPU officials said in a statement.
Late Friday, Judge Sylvia H. Rambo, chief judge of the
Middle District of Pennsylvania, granted GPU's motion for summary
judgement in the case involving 2,100 lawsuits claiming personal
injury as a result of the accident.
Judge Rambo ruled that the plaintiffs had failed to present
sufficient evidence to take the cases to a jury. She said that
they had not shown that they were exposed to "cancer-inducing
levels of radiation."
"The court has searched the record for any and all evidence
which, construed in a light most favorable to plaintiffs, creates
a genuine issue of material fact warranting submission of their<PAGE>
claims to a jury. This effort has been in vain," she wrote in
her 97-page opinion.
She added that the lack of proof supporting the plaintiffs
case was "manifest."
GPU and the other defendants in the cases had asked the
court to dismiss the lawsuits after the judge excluded or
restricted testimony from most of the plaintiffs' proposed expert
w i tnesses. She had ruled that their testimony was not
"scientifically valid and reliable and based upon good grounds."
In a statement, GPU officials added, "Thousands of pages of
evidence have been submitted. The judge has heard many days of
expert testimony. No valid, reliable evidence was submitted to
contradict what science has said about the accident."
The first 10 cases were expected to go to trial this month.
On May 30, Judge Rambo delayed the trials indefinitely and
delayed her decision on dismissing the lawsuits.
GPU expects the plaintiffs to appeal the ruling.<PAGE>