OGLETHORPE POWER CORP
8-K, 1999-09-07
COGENERATION SERVICES & SMALL POWER PRODUCERS
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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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                                    FORM 8-K

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



Date of Report (Date of earliest event reported)            SEPTEMBER 3, 1999


                          OGLETHORPE POWER CORPORATION
                      (AN ELECTRIC MEMBERSHIP CORPORATION)

             (Exact name of Registrant as specified in its charter)


             GEORGIA                  33-7591              58-1211925
  (State or other jurisdiction      (Commission         (I.R.S. Employer
        of incorporation)          File Number)        Identification No.)


               POST OFFICE BOX 1349                        30085-1349
             2100 EAST EXCHANGE PLACE                      (Zip Code)
                  TUCKER, GEORGIA
     (Address of principal executive offices)


Registrant's telephone number, including area code       (770) 270-7600


                                      NONE
          (Former name or former address, if changed since last report)

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Item 5.  OTHER EVENTS.

         In a press release disseminated on September 3, 1999, Oglethorpe
Power Corporation announced that Thomas A. Smith has been named to succeed
Jack L. King as President and Chief Executive Officer and Director of
Oglethorpe, effective September 15, 1999. Mr. King also resigned from his
position as President and Chief Executive Officer and Director of both
Georgia Transmission Corporation and Georgia System Operations Corporation.
A copy of the press release is attached hereto as an exhibit.


Item 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

(c)  Exhibits

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<CAPTION>
  Number                                               Exhibit
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  <S>                                              <C>
   99                                              Press Release

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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 hereunto duly authorized.

                                         OGLETHORPE POWER CORPORATION
                                         (AN ELECTRIC MEMBERSHIP
                                         CORPORATION)




Date:    September 3, 1999               By:  /s/ J. Calvin Earwood
     ---------------------------             ---------------------------------
                                              J. Calvin Earwood
                                              Chairman of the Board
                                              (Principal Executive Officer)



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                                                                    EXHIBIT 99


FOR IMMEDIATE RELEASE


CONTACT:   Greg Jones
           770 270-7890, or
           1 800 241-5374, Ext. 7890



                            THOMAS A. SMITH IS NAMED
                        PRESIDENT/CEO OF OGLETHORPE POWER


         Oglethorpe Power Corporation announced today that Thomas A. Smith
has been named to succeed Jack L. King as President and Chief Executive
Officer and Director of Oglethorpe Power. King announced his resignation,
effective as of September 15, 1999, as part of the corporation's management
transition plan.

         King left retirement in July 1998 to become Oglethorpe's CEO for a
period of up to two years. King advised the Board that he felt the time was
now right to transition to a new CEO who would lead the company beyond his
originally planned departure in the middle of next year. Calvin Earwood,
Chairman of the Board of Oglethorpe Power, praised King's leadership during
his tenure as CEO and thanked him for his willingness to serve Oglethorpe,
and for his efforts to implement a management transition plan.

         Tom Smith, the new CEO, has over 13 years of experience with
Oglethorpe. For the past year, he served as Senior Vice President and Chief
Financial Officer.

                                     -More-


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                         OGLETHORPE NAMES SMITH - Page 2

         He previously served as Senior Financial Officer of Oglethorpe from
1997 to August 1998; Vice President, Finance from 1986 to 1990; Manager of
Finance from 1983 to 1986; and Manager, Financial Services from 1979 to 1983.
From 1990 to 1997, Smith was Senior Vice President of the Rural Utility
Banking Group of CoBank, ACB, where he managed the bank's eastern division,
rural utilities.

         Smith is a Certified Public Accountant, has a Master of Science
degree in Industrial Management - Finance from the Georgia Institute of
Technology, a Master of Science degree in Analytical Chemistry from Purdue
University and a Bachelor of Arts degree in Mathematics and Chemistry from
Catawba College.

         "I look forward to the opportunity to lead a dynamic company like
Oglethorpe Power during such an exciting period in the electric utility
industry," Smith said.

         King also resigned from his positions as President and Chief
Executive Officer and Director at both Georgia Transmission Corporation and
Georgia System Operations Corporation.

         Oglethorpe Power Corporation is the not-for-profit power supplier to
39 of Georgia's 42 customer-owned Electric Membership Corporations (EMCs).
These EMCs serve more than 2.9 million Georgians in about three-fourths of
the state's land area.

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