Post-Effective
Amendment No. 1 to
SEC File No. 70-9457
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM U-l
DECLARATION
UNDER
THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935 ("Act")
PENNSYLVANIA ELECTRIC COMPANY ("Penelec")
2800 Pottsville Pike
Reading, Pennsylvania 19605
(Name of company filing this statement and address
of principal executive office)
GPU, INC. ("GPU")
(Name of top registered holding company parent of applicant)
Terrance G. Howson, Douglas E. Davidson, Esq.
Vice President and Treasurer Berlack, Israels & Liberman LLP
Mary A. Nalewako, Secretary 120 West 45th Street
Michael J. Connolly, New York, New York 10036
Vice President - Law
GPU Service, Inc.
300 Madison Avenue
Morristown, New Jersey 07962
Scott L. Guibord, Secretary W. Edwin Ogden, Esq.
Pennsylvania Electric Company Ryan, Russell, Ogden &
2800 Pottsville Pike Seltzer LLP
Reading, Pennsylvania 19605 1100 Berkshire Boulevard
Reading, Pennsylvania 19610-
0219
(Names and addresses of agents for service)
<PAGE>
Penelec hereby post-effectively amends its Declaration on Form U-1,
docketed in SEC File No. 70-9457 as follows:
1. By deleting the third sentence of paragraph B of Item 1 and
replacing it with the following sentence:
On April 12, 1999, FEAC assigned all of its rights, obligations and
liabilities under the PSA to CEI.
2. By adding the following sentence to the end of paragraph A of
Item 4:
Additionally, on June 24, 1999, the FERC authorized CEI's
acquisition of the Seneca Interest.
3. By filing the following exhibits and financial statements in Item
6 thereof:
(a) Exhibits
D-4 - FERC Order dated June 24, 1999 authorizing CEI's
acquisition of the Seneca Interest
-1-
<PAGE>
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.
PENNSYLVANIA ELECTRIC COMPANY
By: /s/ T. G. Howson
----------------------------
T. G. Howson
Vice President and Treasurer
Date: July 23, 1999
-2-
EXHIBIT TO BE FILED BY EDGAR
Exhibit
D-4 - FERC Order dated June 24, 1999 authorizing
CEI's acquisition of the Seneca Interest
Exhibit D-4
UNITED STATES OF AMERICA 87 FERC P. 62,345
FEDERAL ENERGY REGULATORY COMMISSION
Cleveland Electric Illuminating ) Docket No. EC99-64-000
Company )
ORDER AUTHORIZING ACQUISITION OF
JURISDICTIONAL FACILITIES
(Issued June 24, 1999)
On April 16, 1999, as supplemented on April 22, 1999, the Cleveland
Electric Illuminating Company (Cleveland Electric) filed an application pursuant
to section 203 of the Federal Power Act (FPA) (1) for Commission authorization
to purchase certain jurisdictional facilities from Pennsylvania Electric Company
(Penelec) that are part of the Seneca Pumped Storage Generating Station
(Seneca), which is jointly owned by Cleveland Electric and Penelec.(2) The
jurisdictional facilities to be acquired include Penelec's share of the
generator step-up transformers and generator leads at Seneca. The proposed
transaction is part of the overall acquisition of Penelec's 20 percent ownership
interest in Seneca by Cleveland Electric.
Cleveland Electric is a public utility under the FPA. Cleveland Electric
is a wholly-owned subsidiary of FirstEnergy Corp. (FirstEnergy), which is an
exempt electric utility holding company under the Public Utility Holding Company
Act of 1935 (PUHCA). Cleveland Electric provides wholesale and retail electric
service in portions of Ohio. Cleveland Electric and its affiliates, Ohio Edison
Company, The Toledo Edison Company and Pennsylvania Power Company (collectively,
FirstEnergy Operating Companies), provide access to their transmission
facilities through FirstEnergy's single-system open access transmission
tariff.(3) Cleveland Electric owns, among other facilities, an 80 percent
interest in Seneca. Cleveland Electric has received Commission authorization to
sell wholesale power at market-based rates.(4)
Penelec is a wholly-owned subsidiary of GPU, Inc. (GPU), a registered
holding company under PUHCA. Penelec provides wholesale and retail electric
service in western, northern and south central Pennsylvania. In addition,
Penelec provides access to its transmission facilities through the regional open
access transmission tariff that is administered by PJM Interconnection, L.L.C.
(PJM). Penelec currently owns, among other facilities, a 20 percent interest in
Seneca and in the associated step-up
<PAGE>
transformers and generator leads. Penelec and its affiliates, Metropolitan
Edison Company and Jersey Central Power & Light Company, have received
Commission authorization to sell wholesale power at market-based rates.(5)
Cleveland Electric claims that the proposed acquisition is consistent with
the public interest and will not have an adverse effect on competition, rates or
regulation. However, to alleviate any rate concerns, the FirstEnergy Operating
Companies commit to hold their wholesale customers harmless from any increase in
rates that could result from costs incurred due to the proposed acquisition.
Cleveland Electric also notes that the Pennsylvania Public Utilities Commission
has approved the sale of Penelec's interest in Seneca to Cleveland Electric.
Notice of the application was published in the Federal Register, with
comments, protests or interventions due on or before May 17, 1999. No comments
were filed.
After consideration, it is concluded that the proposed acquisition of
jurisdictional facilities by Cleveland Electric is consistent with the public
interest and is hereby authorized, subject to the following conditions:
(1) The proposed transaction is authorized upon the terms and conditions
and for the purposes set forth in the application;
(2) The Commission retains authority under sections 203(b) and 309 of
the Federal Power Act to issue supplemental orders as appropriate;
(3) The foregoing authorization is without prejudice to the authority of
the Commission or any other regulatory body with respect to rates,
service, accounts, valuation, estimates or determinations of costs
or any other matter whatsoever now pending or which may come before
the Commission;
(4) Nothing in this order shall be construed to imply acquiescence in
any estimate or determination of cost or any valuation of property
claimed or asserted;
(5) Cleveland Electric is directed to account for the transaction in
accordance with the Uniform System of Accounts and file with the
Commission journal entries to clear Account 102, Electric Plant
Purchased or Sold, within six months of the date of the transaction;
and
(6) Cleveland Electric shall promptly notify the Commission of the date
the transaction is consummated.
-2-
<PAGE>
Authority to act on this matter is delegated to the Director, Division of
Opinions and Corporate Applications, pursuant to 18 C.F.R. @ 375.308. This order
constitutes final agency action. Requests for rehearing by the Commission may be
filed within thirty (30) days of the date of the issuance of this order,
pursuant to 18 C.F.R. @ 385.713.
Michael A. Coleman
Director
Division of Opinions
and Corporate
- ----------------
1 16 U.S.C. @ 824b (1994)
2 Because Penelec's sale of its interest in Seneca is subject to approval by
the Securities and Exchange Commission (SEC), pursuant to section 318 of the
FPA, Penelec is not seeking Commission authorization to dispose of its
jurisdictional facilities associated with Seneca. According to the application,
on March 8, 1999, Penelec filed an application with the SEC seeking
authorization to sell its 20 percent ownership interest in Seneca and the
related transmission facilities to Cleveland Electric.
3 On March 19, 1999, in Docket No. EC99-53-000, the First Energy Operating
Companies requested Commission authorization to transfer ownership and
operational control of their transmission facilities to American Transmission
Systems, Inc. (ATSI), a wholly-owned subsidiary of FirstEnergy. Cleveland
Electric notes that the transmission facilities that are the subject of this
application will not be transferred to ATSI.
4 See Cleveland Electric Illuminating Company, et al., 76 FERC P61,346 (1996).
5 See Jersey Central Power & Light Company, et al., 82 FERC P61,023 (1997).
-3-
