OKLAHOMA GAS & ELECTRIC CO
8-K, 1996-05-17
ELECTRIC SERVICES
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                                    FORM 8-K

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                 CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934


                          Date of Report:  May 17, 1996



                          Commission file number 1-1097



                        OKLAHOMA GAS AND ELECTRIC COMPANY
             (Exact name of registrant as specified in its charter)

               Oklahoma                                73-0382390
     (State or other jurisdiction of              (I.R.S. Employer
      incorporation or organization)              Identification No.)


                               101 North Robinson
                                  P. O. Box 321
                       Oklahoma City, Oklahoma 73101-0321
                    (Address of principal executive offices)
                                   (Zip Code)

                                  405-553-3000
              (Registrant's telephone number, including area code)

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Item 5. Other Events
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         On May 16, 1996, the Company issued the following news release:

OG&E HOLDS ANNUAL SHAREOWNERS MEETING; BOARD DECLARES
DIVIDEND, ANNOUNCES LEADERSHIP CHANGE

         The  Oklahoma  Gas and Electric  Company  Board of Directors  met early
today in Oklahoma  City and  declared a quarterly  dividend of $0.665 per common
share of stock for  shareowners  of record July 10,  1996.  The  dividend  level
remained unchanged from the previous quarter.

         The board also declared quarterly dividends for the listed four percent
preferred  stock and the five  unlisted  preferred  series  stocks.  As with the
common stock, the declared quarterly  dividends for the preferred stocks are the
same as they were in the last quarter.
<TABLE>
<CAPTION>

                            QUARTERLY
CLASS OF STOCK            DIVIDEND PER         RECORD               PAYMENT
                              SHARE             DATE                 DATE
- -----------------------------------------------------------------------------
<S>                           <C>               <C>                 <C>

4 % Preferred                 $0.20             6-28-96             7-15-96

CUMULATIVE PREFERRED

4.20% Series                  $1.05             6-28-96             7-19-96
4.24% Series                  $1.06             6-28-96             7-19-96
4.44% Series                  $1.11             6-28-96             7-19-96
4.80% Series                  $1.20             6-28-96             7-19-96
5.34% Series                  $1.335            6-28-96             7-19-96

COMMON                        $0.665            7-10-96             7-30-96

</TABLE>

     The board also named  OG&E  President  and Chief  Operating  Officer  Steve
Moore, 50, the company's new Chief Executive  Officer.  Moore, a 22 year veteran
of the  company,  will  continue  to serve as  president  and as a member of the
board.  Moore  succeeds  James G. Harlow Jr., 61 who stepped down as a result of
health problems. Harlow will continue as chairman of the board.

     "I have complete  confidence in Steve Moore and the entire OG&E  management
team," said Harlow.  "They are well  prepared to build upon the strong  position
OG&E already enjoys."

     Later in the  morning  at the  annual  shareowners  meeting,  also  held in
Oklahoma  City,  three members of the board of directors were  re-elected.  They
include;  Herbert H. Champlin,  President of Champlin  Exploration and Enid Data
Systems;  Martha W.  Griffin,  owner of Martha  Griffin White  Enterprises;  and
Ronald H. White, M.D., a cardiologist and President of Cardiology, Inc.




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                                   SIGNATURES



     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.




                            OKLAHOMA GAS AND ELECTRIC COMPANY
                                      (Registrant)





                             By     /s/ D. L. Young
                             --------------------------------
                                        D. L. Young
                                        Controller

                           (On behalf of the registrant and in
                         his capacity as Chief Accounting Officer)

May 17, 1996





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