GPU NUCLEAR CORP
U-1/A, 1997-04-30
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                                                            Amendment No. 3
                                                       SEC File No. 70-8425

                          SECURITIES AND EXCHANGE COMMISSION
                               WASHINGTON, D.C.  20549
                              FORM U-1 APPLICATION UNDER
                THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935 ("ACT")

                              GPU NUCLEAR, INC. ("GPUN")
                           GPU INTERNATIONAL, INC. ("GPUI")
                  One Upper Pond Road, Parsippany, New Jersey  07054

                    JERSEY CENTRAL POWER & LIGHT COMPANY ("JCP&L")
                        METROPOLITAN EDISON COMPANY ("Met-Ed")
                      PENNSYLVANIA ELECTRIC COMPANY ("Penelec") 
                         P.O. Box 16001, Reading, Pa.  19640

                            GPU GENERATION, INC. ("GPUG")
                                  1001 Broad Street
                            Johnstown, Pennsylvania  15907

                              GPU SERVICE, INC.("GPUS")
                 100 Interpace Parkway, Parsippany, New Jersey  07054
                 (Name of company or companies filing this statement 
                          and address of principal offices)

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


          T. G. Howson, Vice President       W. S. Greengrove, Secretary
             and Treasurer                   GPU International, Inc.
          M. A. Nalewako, Secretary          One Upper Pond Road
          Michael J. Connolly, Esq.,         Parsippany, New Jersey  07054
             Assistant General Counsel
          GPU Service, Inc.
          100 Interpace Parkway
          Parsippany, New Jersey  07054

          S. L. Guibord, Secretary
          GPU Nuclear, Inc.
          Jersey Central Power & Light Company
          Metropolitan Edison Company
          Pennsylvania Electric Company
          c/o GPU Service, Inc.
          100 Interpace Parkway
          Parsippany, New Jersey 07054



          _______________________________________________________________
                     (Names and addresses of agents for service)<PAGE>


               The Applicants  hereby amend their Application  on Form U-1,

          as  heretofore  amended, docketed  in  SEC  File No.  70-8425  as

          follows: 

                    1.   By  amending clause (ii) of  paragraph G of Item 1

               to read in its entirety as follows:



                    (ii) Any  Services  to  be  rendered by  GPUN  will  be
               charged at  cost pursuant to  the Act  and the  Commission s
               rules and  regulations thereunder.   In addition,  GPUN will
               (a)  charge   capital  costs  for   providing  Services   in
               accordance  with the  salary  allocation  method, which,  in
               general, will  allocate capital  costs in proportion  to the
               GPUN payroll charges billed  to the Operating Companies, and
               (b) bill  the serviced company  the costs of  service before
               they are paid  as approved  by the Commission  Staff in  its
               letter  to GPUS  dated  June 3,  1982.   Such costs  will be
               accounted for and billed generally on a monthly basis to the
               GPU Companies  substantially as described in  Schedule II to
               the form of  Services Agreement filed  as Exhibit B  hereto.
               In particular, records  will be maintained and  periodically
               reviewed by  GPUN  in order  to  accumulate and  charge  the
               actual costs  of the  Services.   These  costs will  include
               wages and  salaries of employees and  related expenses, such
               as  insurance, taxes,  pensions  and other  employee welfare
               benefits,  and all  other  related  costs including  general
               administration  expenses   and  capital  charges,   if  any,
               property  amortized  and  (as  described   above)  equitably
               allocated.  Charges for the Services will be determined from
               the  timesheets of employees  (other than  some secretaries,
               clerical and  similar employees, the cost  of whose services
               will  be  treated  as   a  part  of  general  administrative
               expenses).   Charges for  the Services rendered  and related
               employee  expenses  and  costs  and  non-personnel  expenses
               (e.g., use of automotive  equipment) will be billed directly
               to the serviced companies,  either individually or, when the
               Services performed are for a group of companies, by means of
               an equitable allocation formula.



                    2.   By deleting  paragraph (c) of Item  3 thereof with

               respect to the reservation of jurisdiction, and substituting

               in lieu thereof the following:



                    C.   In lieu  of all other reporting requirements under


                                          2<PAGE>





               the Act, GPUN will, by May 1 of each year, as an addendum to
               its Form U-13-60, provide a separate report which sets forth
               for  each company  that  received services  in the  previous
               fiscal year the types of services  (by department or service
               company function),  the actual costs incurred  for each type
               of service function and any capital cost add-ons.


















































                                          3<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 NUCLEAR, INC.
                                        GPU SERVICE, INC.
                                        JERSEY CENTRAL POWER & LIGHT
                                        COMPANY
                                        METROPOLITAN EDISON COMPANY
                                        PENNSYLVANIA ELECTRIC COMPANY
                                        GPU GENERATION, INC.




                                        By:  /s/ T. G. Howson              

                                             T. G. Howson, Treasurer


                                        GPU INTERNATIONAL, INC.




                                        By:  /s/ B. L. Levy                
                                             B. L. Levy, President

          Date:  April 30, 1997<PAGE>


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