GENERAL PUBLIC UTILITIES CORP /PA/
8-K, 1996-06-10
ELECTRIC SERVICES
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                          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>


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