GPU INC /PA/
U-1/A, 2000-04-10
ELECTRIC SERVICES
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                                                           Amendment No. 5 to
                                                           SEC File No. 70-9599

                       SECURITIES AND EXCHANGE COMMISSION

                                    WASHINGTON, DC 20549

                                    FORM U-1

                                   APPLICATION

                                      UNDER

                   THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935 ("Act")

                                GPU, INC. ("GPU")
                              GPX Acquisition Corp.

                               300 Madison Avenue

                          Morristown, New Jersey 07962
- --------------------------------------------------------------------------------
                  (Names of companies filing this statement and
                    addresses of principal executive offices)


                                    GPU, INC.
- --------------------------------------------------------------------------------
          (Name of top registered holding company parent of applicants)



S.L. Guibord, Secretary           Douglas E. Davidson, Esq.
M.J. Connolly, Vice President-    Berlack, Israels & Liberman LLP
   Law                            120 West 45th Street
D.C. Brauer, Vice President       New York, New York  10036
GPU Service, Inc.
300 Madison Avenue
Morristown, New Jersey  07962

- --------------------------------------------------------------------------------
                   (Names and addresses of agents for service)


<PAGE>

            GPU and GPX  Acquisition  Corp.  hereby amend their  Application on
Form U-1, as heretofore amended, docketed in SEC File No. 70-9599, as follows:

      By adding a new Paragraph HH to Item 1 to read as follows:

            HH. GPU undertakes to file  Certificates  Pursuant to Rule 24 within
60 days after the end of the first three  calendar  quarters,  and 90 days after
the end of the  final  calendar  quarter,  beginning  with  the  quarter  ending
September 30, 2000, setting forth:

      (1)   Consolidated  financial  statements of GPU (including a consolidated
            balance sheet and statement of income) for the 12 months then ended;

      (2)   a schedule  setting forth the segment  revenues for such quarter for
            each of MYR's business  segments in a manner similar to Exhibit J to
            the Application;

      (3)   a  narrative  description  of MYR's  principal  business  activities
            during such quarter,  identified by business segment,  including the
            types of  facilities  serviced  and the  general  nature of the work
            performed during such quarter; and

      (4)   a description of any affiliate  transactions involving the provision
            of goods,  services  or  financing  between  MYR and its GPU  system
            affiliates.

<PAGE>

                                    SIGNATURE

            PURSUANT TO THE  REQUIREMENTS  OF THE PUBLIC UTILITY HOLDING COMPANY
ACT OF 1935,  THE  UNDERSIGNED  COMPANIES  HAVE DULY CAUSED THIS STATEMENT TO BE
SIGNED ON THEIR BEHALF BY THE UNDERSIGNED THEREUNTO DULY AUTHORIZED.

                                    GPU, INC.

                                    By: /s/ T.G. Howson
                                        ------------------------------
                                        T.G. Howson, Vice President
                                                and Treasurer



                                        GPX ACQUISITION CORP.




                                    By: /s/ T.G. Howson
                                        ------------------------------
                                          T.G. Howson, Treasurer




Date:  April 10, 2000







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