This is a Supplement to the Prospectus of
Pennsylvania Enterprises, Inc. with respect
to its Dividend Reinvestment and Stock
Purchase Plan dated May 21, 1996 contained
in Registration Statement No. 333-04813
PENNSYLVANIA ENTERPRISES, INC.
Wilkes-Barre Center
39 Public Square
Wilkes-Barre, Pennsylvania 18711-0601
September 23, 1996
Dear DRIP Participant:
Pennsylvania Enterprises, Inc. has amended its Dividend Reinvestment
and Stock Purchase Plan (the "DRIP") to provide that on and after December 2,
1996, a shareholder may participate in the DRIP only if such shareholder is the
owner of at least 10 shares of the Company's common stock. For purposes of
determining the 10 share minimum participation requirement, both shares
registered in a shareholder's name and shares held in a shareholder's DRIP
account will be counted. Participants who do not meet the 10 share minimum
participation requirement as of December 2, 1996 will not have any dividends
reinvested on December 16, 1996 and will be removed from the DRIP on such date.
A participant who does not meet the 10 share minimum participation
requirement but who wishes to continue to participate in the DRIP must increase
his or her shareholdings to the minimum requirement prior to December 2. This
may be accomplished either by making supplemental cash payments in accordance
with the terms of the DRIP at least 5 business days prior to the October 15,
1996 and/or November 15, 1996 investment dates or by purchasing more shares of
common stock in such participant's name. Any participant who does not own at
least 10 shares of common stock on December 2 will not have any dividends with
respect to any of his or her shares reinvested on December 16, 1996. Instead,
any dividends payable on such date will be paid to such participant in cash. The
participant will then be issued a certificate for any whole shares of common
stock held in such participant's account and a check for any fractional shares
held in the account. Following these issuances, such participant's account will
be closed.
A participant in the DRIP must maintain ownership of at least 10 shares
of common stock. If on the record date for any quarterly dividend payment a
participant fails to meet the 10 share minimum participation requirement, such
participant would be removed from the DRIP on the next dividend payment date as
follows. First, such participant's dividends would not be reinvested on the next
dividend payment date but instead would be paid to the participant in cash.
Then, immediately following such dividend payment date, the participant would
receive a certificate for any whole shares of common stock held in such
participant's account and a check for any fractional shares held in the account.
Following these issuances, such participant's account would be closed.
<PAGE>
Any participant who does not wish to remain a Company shareholder
because of his or her ineligibility to participate in the DRIP may sell his or
her shares of common stock to the Company under the terms of the Company's odd
lot buyback program. Information regarding the oddlot buyback program may be
obtained by calling the Company's Investor Relations Department at
1-800-379-4768.
Any questions with respect to the foregoing amendments to the DRIP may
be directed to ChaseMellon Shareholder Services at 1-800-851-9677.
Very truly yours,
PENNSYLVANIA ENTERPRISES, INC.
By: /s/ Thomas F. Karam
-------------------------------------
President and Chief Executive Officer
<PAGE>
This is a Supplement to the Prospectus of
Pennsylvania Enterprises, Inc. with respect
to its Dividend Reinvestment and Stock
Purchase Plan dated May 21, 1996 contained
in Registration Statement No. 333-04813
PENNSYLVANIA ENTERPRISES, INC.
Wilkes-Barre Center
39 Public Square
Wilkes-Barre, Pennsylvania 18711-0601
September 23, 1996
Dear Shareholder:
Pennsylvania Enterprises, Inc. has amended its Dividend Reinvestment
and Stock Purchase Plan (the "DRIP") to provide that on and after December 2,
1996, a shareholder may participate in the DRIP only if such shareholder is the
owner of at least 10 shares of the Company's common stock. For purposes of
determining the 10 share minimum participation requirement, both shares
registered in a shareholder's name and shares held in a shareholder's DRIP
account will be counted. Any current DRIP participant who does not meet the 10
share minimum participation requirement as of December 2, 1996 will not have any
dividends reinvested on December 16, 1996 and will be removed from the DRIP on
such date. Any current or future DRIP participant who fails to maintain
ownership of at least 10 shares of common stock on the record date for any
quarterly dividend payment will be removed from the DRIP on the next dividend
payment date.
A participant who is removed from the DRIP will be treated as follows.
First, such participant's dividends will not be reinvested on the next dividend
payment date but instead will be paid to the participant in cash. Then,
immediately following such dividend payment date, the participant will receive a
certificate for any whole shares of common stock held in such participant's
account and a check for any fractional shares held in the account. Following
such issuances, the participant's account will be closed.
Any questions with respect to the foregoing amendments to the DRIP may
be directed to ChaseMellon Shareholder Services at 1-800-851-9677.
Very truly yours,
PENNSYLVANIA ENTERPRISES, INC.
By: /s/ Thomas F. Karam
-------------------------------------
President and Chief Executive Officer
