ENERGY INITIATIVES INC
POS AMC, 1994-10-04
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                                          Post-Effective Amendment No. 2 to
                                          SEC File No. 70-8369




                          SECURITIES AND EXCHANGE COMMISSION

                                WASHINGTON, D.C. 20549


                                       FORM U-1

                                     APPLICATION

                                        UNDER

                THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935 ("Act")


                     GENERAL PUBLIC UTILITIES CORPORATION ("GPU")
                                100 Interpace Parkway
                             Parsippany, New Jersey 07054


                           ENERGY INITIATIVES, INC. ("EI")
                                 One Upper Pond Road
                             Parsippany, New Jersey 07054
               (Names of companies filing this statement and addresses
                           of principal executive offices)


                        GENERAL PUBLIC UTILITIES CORPORATION
            (Name of top registered holding company parent of applicants)






          T. G. Howson, Vice President            Douglas E. Davidson, Esq.
            and Treasurer                         Berlack, Israels & Liberman
          M. A. Nalewako, Secretary               120 West 45th Street
          GPU Service Corporation                 New York, New York 10036
          100 Interpace Parkway
          Parsippany, NJ 07054

          B. L. Levy, President
          K. A. Tomblin, Secretary
          Energy Initiatives, Inc.
          One Upper Pond Road
          Parsippany, New Jersey 07054
          _________________________________________________________________
                     (Names and addresses of agents for service)<PAGE>





                    GPU and EI hereby amend their Application on Form  U-1,

          docketed  in SEC  File  No. 70-8369,  as  heretofore amended,  as

          follows:

                    1.   By   amending   paragraph   I  of   Post-Effective

          Amendment No. 1 thereof to read in its entirety as follows:

                    I.   Since  substantially  all  of   the  NCP
                    purchase  price  has  heretofore been  funded
                    with a cash capital contribution from GPU, EI
                    now proposes to use  the proceeds of the sale
                    of the Notes from time to time in its general
                    business activities, and, in particular:

                         (i) to    fund    preliminary    project
                    development and  administrative activities in
                    connection    with   EI's    investments   in
                    qualifying   cogeneration  and   small  power
                    production facilities ("QFs"), as  defined in
                    the Public Utility Regulatory Policies Act of
                    1978,   and   exempt   wholesale   generators
                    ("EWGs")   and   foreign  utility   companies
                    ("FUCOs"), as defined  in Sections 32 and  33
                    of the Act, respectively, as heretofore or as
                    may be hereafter authorized by the Commission
                    in Docket No. 70-7727 or any successor docket
                    thereto,

                         (ii)  to  acquire  securities  or  other
                    interests  in QFs,  EWGs or  FUCOs, provided,
                    however,  that EI  will  not,  without  prior
                    Commission  authorization,  acquire:  (i)  an
                    interest in a QF (which  is not also an  EWG)
                    or  (ii)  except  as  may  be  permitted   by
                    Commission   rule,    regulation   or   order
                    authorizing the same,  an indirect  ownership
                    interest  in a  FUCO  (which is  not also  an
                    EWG), and

                         (iii) to reimburse GPU  for a portion of
                    its funding of the NCP purchase price.

                    2.   By   amending   paragraph   M  of   Post-Effective

          Amendment No. 1 thereof to read in its entirety as follows:

                         M.   It is believed that  Sections 6(a),
                    7,  9(a), 10 and  12(b) of the  Act and Rules
                    45, 53  and 54  thereunder are  applicable to
                    the transactions proposed herein.



                                          1<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.



                                   GENERAL PUBLIC UTILITIES CORPORATION



                                   By:______________________________
                                        T. G. Howson
                                        Vice President and Treasurer


                                   ENERGY INITIATIVES, INC.



                                   By:______________________________
                                        Bruce L. Levy
                                        President

          Date: October 4, 1994<PAGE>



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