SEC File No. 70-
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM U-1
APPLICATION
UNDER
THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935 ("Act")
JERSEY CENTRAL POWER & LIGHT COMPANY ("JCP&L")
300 Madison Avenue
Morristown, New Jersey 19640
GENERAL PUBLIC UTILITIES CORPORATION ("GPU")
100 Interpace Parkway
Parsippany, New Jersey 07054
(Names of companies filing this statement and
addresses of principal executive offices)
GENERAL PUBLIC UTILITIES CORPORATION
(Name of top registered holding company parent of applicants)
Richard S. Cohen, Esq. Douglas E. Davidson, Esq.
Jersey Central Power & Light Co. Berlack, Israels & Liberman LLP
300 Madison Avenue 120 W. 45th Street
Morristown, New Jersey 07960 New York, New York 10036
T. G. Howson, Vice President
and Treasurer
M. A. Nalewako, Secretary
M. J. Connolly, Esq.
GPU Service Corporation
100 Interpace Parkway
Parsippany, New Jersey 07054
(Names and addresses of agents for service)<PAGE>
ITEM 1. DESCRIPTION OF PROPOSED TRANSACTIONS.
A. JCP&L proposes to invest from time to time through
December 31, 2000 up to $500,000 in the New Jersey Fund for
Community Economic Development (the "Fund"). The Fund has been
organized as a New Jersey limited liability company to provide
financing to local development organizations which, in turn, will
provide loans to businesses, projects and individuals in low and
moderate income urban areas in New Jersey which do not satisfy
traditional lending criteria of financial institutions. It is
contemplated that local development organizations will receive
funds from the Fund through medium and long term financing
structures which will enable these organizations to make invest-
ments in economic development projects located in their
communities. The Fund will have a term of at least ten years.
B. The New Jersey Economic Development Authority will
manage the Fund under the supervision of the Fund's board of
trustees. The board will also appoint a Loan Review Committee to
evaluate all funding request proposals from eligible local
development organizations.
C. It is anticipated that the Fund will have both Class A
and Class B members. There will be a maximum of 12 Class A
members, consisting of three representatives of the State of New
Jersey with the balance consisting of members whose membership
interests in the Fund exceed 10%. All other investors, including
JCP&L, will be Class B members. JCP&L's Class B membership
interest in the Fund will not exceed 9.9% of the Fund's total
membership interests. All members will vote in proportion to
their membership interests, provided that only Class A members
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may vote on investment policies and other matters to be specified
in the Fund's operating agreement.
D. It is intended that the Fund will be capitalized over a
five-to-seven year period with a minimum of $20 million invested
by the private sector and an additional $10 million from the
State of New Jersey.
E. In lieu of JCP&L, the investment in the Fund may be
made in whole or in part by GPU either directly or indirectly
through a new subsidiary to be formed ("GPU Sub"). If the
acquisition is made by GPU indirectly through GPU Sub, GPU would
acquire up to 1,000 shares of common stock of GPU Sub for a
purchase price of not in excess of $1,000.
ITEM 2. FEES, COMMISSIONS AND EXPENSES.
The estimated fees, commissions and expenses expected to be
incurred by JCP&L and GPU (together, the "Applicants") in connec-
tion with the proposed transactions will be supplied by
amendment.
ITEM 3. APPLICABLE STATUTORY PROVISIONS.
Applicants believe that Sections 9(a) and 10 of the Act and
Rule 45 thereunder are applicable to the proposed transactions.
Applicants believe that the investment in the Fund would be
exempt from prior Commission authorization under Rule 40(a)(5),
but for the fact that the Fund may provide financing to local
development organizations located anywhere in New Jersey and not
solely within the geographic boundaries of the Applicants'
service territory in New Jersey. Nonetheless, for the reasons
set forth below, Applicants believe that the investment in the
Fund is "reasonably incidental or economically necessary or
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appropriate" to the operations of the GPU System and in the
public interest.
New Jersey is geographically compact, densely populated, and
served by several electric utilities.(1) Indeed, many of New
Jersey's cities are served by one utility while neighboring
communities are served by another. Accordingly, Applicants
believe that the economic effects of growth in one service
territory -- such as an urban area served by the Fund -- can
reasonably be expected to benefit businesses and communities that
are served by other utilities in New Jersey. For example, an
urban- area business located in the service territory of PSE&G
that expands with financing provided by the Fund may also benefit
suppliers of goods and services to the urban-area business, and
result in an increased demand for housing, in nearby townships
which are served by JCP&L. Applicants therefore believe that,
given the geographic characteristics of New Jersey's electric
utility service territories as described above, even those
activities of the Fund which are conducted outside of JCP&L's
service territory can, in general, be expected to provide
benefits within its service territory, and thus are "reasonably
incidental or economically necessary or appropriate" to the
operations of the GPU System.
(1) New Jersey is served by four investor-owned utilities
("IOUs") (JCP&L, Public Service Electric and Gas Company
("PSE&G"), Atlantic City Electric Company, and Rockland
Electric Company), a rural electric cooperative, and several
municipal electric utilities. JCP&L's territory borders the
three other IOU territories, the cooperative's territory,
and many of the municipal territories. Moreover, JCP&L's
territory is divided into two, wholly separate, geographic
regions, with the territory of another IOU between the two.
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<PAGE>
ITEM 4. REGULATORY APPROVALS.
No state commission has jurisdiction with respect to any
aspect of the proposed transactions and, assuming your Commission
authorizes and approves all aspects of such transactions
(including the accounting therefor), no Federal commission other
than your Commission has jurisdiction with respect to any aspect
thereof.
ITEM 5. PROCEDURE.
It is requested that the Commission issue an order
authorizing the transactions proposed herein at the earliest
practicable date but in any event not later than May 15, 1996.
It is further requested that (i) there not be a recommended
decision by an Administrative Law Judge or other responsible
officer of the Commission, (ii) the Office of Public Utility
Regulation be permitted to assist in the preparation of the
Commission's decision, and (iii) there be no waiting period
between the issuance of the Commission's order and the date on
which it is to become effective.
ITEM 6. EXHIBITS AND FINANCIAL STATEMENTS.
(a) Exhibits:
A-1 - Certificate of Formation for the Fund --
to be filed by amendment.
A-2 - Form of stock certificate of GPU Sub --
to be filed by amendment.
A-3 - Form of by-laws of GPU Sub -- to be
filed by amendment.
A-4 - Form of certificate of incorporation of
GPU Sub -- to be filed by amendment.
B - Form of Operating Agreement for the Fund
-- to be filed by amendment.
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<PAGE>
C - Not Applicable.
D - Not Applicable.
E - Not Applicable.
F-1 - Opinion of Berlack, Israels & Liberman
LLP -- to be filed by amendment.
F-2 - Opinion of Richard S. Cohen -- to be
filed by amendment.
H - Proposed form of public notice.
(b) Financial Statements:
1 - Financial Statements of the Applicants
have been omitted because the proposed
transactions will not have a material
effect thereon.
2 - GPU Financial Statements have been
omitted because the proposed
transactions will not have a material
effect thereon.
3 - None.
4 - None.
ITEM 7. INFORMATION AS TO ENVIRONMENTAL EFFECTS.
(a) Applicant's investment in the Fund will support urban
development in New Jersey. As such, the issuance of an order by
your Commission with respect thereto is not a major Federal
action significantly affecting the quality of the human environ-
ment.
(b) No Federal agency has prepared or is preparing an
environmental impact statement with respect to the proposed
transactions which are the subject hereof.
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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.
GENERAL PUBLIC UTILITIES CORPORATION
JERSEY CENTRAL POWER & LIGHT COMPANY
By:________________________________
T. G. Howson, Vice President
and Treasurer
Date: April 5, 1996<PAGE>
EXHIBIT TO BE FILED BY EDGAR
Exhibit:
H - Proposed form of public notice.<PAGE>
EXHIBIT H
SECURITIES AND EXCHANGE COMMISSION
(RELEASE NO. 35-_______; 70-_______)
JERSEY CENTRAL POWER & LIGHT COMPANY
GENERAL PUBLIC UTILITIES CORPORATION
NOTICE OF PROPOSAL TO INVEST IN COMMUNITY ECONOMIC DEVELOPMENT FUND
Jersey Central Power & Light Company ("JCP&L"), 300 Madison
Avenue, Morristown, New Jersey 07960, an electric utility
company, and its parent company, General Public Utilities
Corporation ("GPU"), 100 Interpace Parkway, Parsippany, New
Jersey 07054, a registered holding company, have filed an
Application pursuant to Sections 9(a) and 10 of the Public
Utility Holding Company Act of 1935.
JCP&L proposes to invest from time to time through December
31, 2000 up to $500,000 in the New Jersey Fund for Community
Economic Development (the "Fund"). The Fund has been organized
as a New Jersey limited liability company to provide financing to
local development organizations which, in turn, will provide
loans to businesses, projects and individuals in low and moderate
income urban areas in New Jersey which do not satisfy traditional
lending criteria of financial institutions. It is contemplated
that local development organizations will receive funds from the
Fund through medium and long term financing structures which will
enable these organizations to make investments in economic
development projects located in their communities. The Fund will
have a term of at least ten years.
The New Jersey Economic Development Authority will manage
the Fund under the supervision of the Fund's board of trustees.
1<PAGE>
The board will also appoint a Loan Review Committee to evaluate
all funding request proposals from eligible local development
organizations.
It is anticipated that the Fund will have both Class A and
Class B members. There will be a maximum of 12 Class A members,
consisting of three representatives of the State of New Jersey
with the balance consisting of members whose membership interests
in the Fund exceed 10%. All other investors, including JCP&L,
will be Class B members. JCP&L's Class B membership interest in
the Fund will not exceed 9.9% of the Fund's total membership
interests. All members will vote in proportion to their
membership interests, provided that only Class A members may vote
on investment policies and other matters to be specified in the
Fund's operating agreement. It is intended that the Fund will be
capitalized over a five-to-seven year period with a minimum of
$20 million invested by the private sector and an additional $10
million from the State of New Jersey.
In lieu of JCP&L, the investment in the Fund may be made in
whole or in part by GPU either directly or indirectly through a
new subsidiary to be formed ("GPU Sub"). If the acquisition is
made by GPU indirectly through GPU Sub, GPU would acquire up to
1,000 shares of common stock of GPU Sub for a purchase price of
not in excess of $1,000.
The Application and any amendments thereto are available for
public inspection through the Commission's Office of Public
Reference. Interested persons wishing to comment or request a
hearing should submit their views in writing by May 14, 1996 to
the Secretary, Securities and Exchange Commission, Washington,
2<PAGE>
D.C. 20549, and serve a copy on the Applicants at the address
specified above. Proof of service (by affidavit, or in case of
an attorney at law, by certificate) should be filed with the
request. Any request for a hearing shall identify specifically
the issues of fact or law that are disputed. A person who so
requests will be notified of any hearing, if ordered, and will
receive a copy of any notice or order issues in this matter.
After said date, the Application, as it may be amended, may be
granted.
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