SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
FORM U-6B-2
Certificate of Notification
Filed by a registered holding company or subsidiary thereof
pursuant to Rule U-20-(d) (Reg. Section 250.20, paragraph 36,652)
or U-47 (Reg. Section 250.47, paragraph 36,620) adopted under the
Public Utility Holding Company Act of 1935
Certificate is filed by GPU SERVICE CORPORATION (the "Company")
This certificate is notice that the above named company has
issued, renewed or guaranteed the security or securities
described herein which issue, renewal or guaranty was exempted
from the provisions of Section 6(a) of the Act and was neither
the subject of a declaration or application on Form U-1 nor
included within the exemption provided by Rule U-48 (Reg. Section
250.48, paragraph 36,621).
1. Type of security or securities ("draft," "promissory note").
Promissory Note
2. Issue, renewal or guaranty (indicate nature of transaction by
______). Issue
3. Principal amount of each security. $35,000,000
4. Rate of interest per annum of each security. Variable rate -
initial rate 5.7375%
5. Date of issue, renewal or guaranty of each security. April
1, 1996
6. Date of maturity of each security. (In the case of demand
notes, indicate "on demand.") April 1, 2001
7. Name of the person to whom each security was issued, renewed
or guaranteed.
The First National Bank of Chicago
8. Collateral given with each security, if any. Unconditional
Guaranty by General Public Utilities Corporation
9. Consideration received for each security. $35,000,000
* If reporting for more than one security each security may be
identified by symbol, which symbol should be used for each
subsequent item. If more convenient, information may be supplied
by tabular statement using the serial arrangement of this form.<PAGE>
10. Application of proceeds of each security. (Item 11 added by
amendment in Release No. 7346, issued April 10, 1947 and
effective May 1, 1947). To repay (i) the outstanding
$19,200,000 principal amount, together with accrued interest
and prepayment premium, on the Company's promissory notes
dated April 29, 1986 issued to Aetna Life Insurance Company
pursuant to a Note Purchase Agreement dated as of April 29,
1986 and secured by a Trust Indenture and Mortgage dated as
of April 29, 1986 with United Jersey Bank and (ii) the
outstanding $11,500,000 principal amount, together with
accrued interest, on the Company's unsecured promissory note
dated September 30, 1993 issued to First Fidelity Bank,
National Association, New Jersey (now First Union National
Bank) pursuant to a Term Loan, Revolving Credit and Guaranty
Agreement dated as of September 30, 1993. The balance of the
proceeds will be used for working capital and other corporate
purposes.
11. Indicate by a check after the applicable statement below
whether the issue, renewal or guaranty of each security was
exempt from the provisions of Section 6(a) because of
(a) the provisions contained in the first sentence of
Section 6(b),
(b) the provisions contained in the fourth sentence of
Section 6(b),
(c) the provisions contained in any rule of the Commission
other than Rule U-48 X
(If reporting for more than one security insert the
identifying symbol after applicable statement.)
12. If the security or securities were exempt from the provisions
of Section 6(a) by virtue of the first sentence of Section
6(b), give the figures which indicate that the security or
securities aggregate (together with all other then
outstanding notes and drafts of a maturity of nine months or
less, exclusive of days of grace, as to which such company is
primarily or secondarily liable) not more than 5 per centum
of the principal amount and par value** of the other
securities of such company then outstanding. (Demand notes,
regardless of how long they may have been outstanding, shall
be considered as maturing in not more than nine months for
purposes of the exemption from Section 6(a) of the Act
granted by the first sentence of Section 6(b).) N.A.
** If a security had no principal amount or par value use the
fair market value as of date of issue of such security, and
indicate how determined.<PAGE>
13. If the security or securities are exempt from the provisions
of Section 6(a) because of the fourth sentence of Section
6(b), name the security outstanding on January 1, 1935,
pursuant to the terms of which the security or securities
herein described have been issued. N.A.
14. If the security or securities are exempt from the provisions
of Section 6(a) because of any rule of the Commission other
than Rule U-48 (Reg. Section 250.48, paragraph 36,621)
designate the rule under which exemption is claimed. Rule 52
GPU SERVICE CORPORATION
Date April 5, 1996 By: /s/ T. G.Howson
T. G. Howson
Vice President & Treasurer<PAGE>
