ENERGY INITIATIVES INC
35-CERT, 1996-07-10
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                                                       SEC File No. 70-8369




                          SECURITIES AND EXCHANGE COMMISSION

                               WASHINGTON, D. C.  20549








                               CERTIFICATE PURSUANT TO

                                       RULE 24

                               OF PARTIAL COMPLETION OF

                                     TRANSACTIONS







                           ENERGY INITIATIVES, INC. ("EI")
                     GENERAL PUBLIC UTILITIES CORPORATION ("GPU")<PAGE>





                          SECURITIES AND EXCHANGE COMMISSION

                                WASHINGTON, D.C. 20549

          ________________________________________
                                                  :
                    In the Matter of              :
                                                  :  
          ENERGY INITIATIVES, INC.,               :
          GENERAL PUBLIC UTILITIES CORPORATION,   :  Certificate Pursuant
                                                  :  to Rule 24 of Partial
                    SEC File No. 70-8369          :  Completion of
          (Public Utility Holding Company Act     :  Transactions
            of 1935)                              :
          ________________________________________:


          TO THE MEMBERS OF THE SECURITIES AND EXCHANGE COMMISSION:



                    The undersigned, Energy Initiatives, Inc. ("EI") and

          General Public Utilities Corporation ("GPU"), do hereby certify,

          pursuant to Rule 24 of the General Rules and Regulations under

          the Public Utility Holding Company Act of 1935 (the "Act"), that

          certain of the transactions proposed in the Application, as

          amended,  filed in SEC File No. 70-8369, have been carried out in

          accordance with the terms and conditions of, and for the purposes

          requested in, said Application and pursuant to the Commission's

          Order dated May 17, 1994, and Supplemental Orders dated December

          1, 1994 and September 15, 1995, with respect to said Application

          as follows: 

                    During the period April 1, 1996 through June 30, 1996,

          the following borrowings and letters of credit were outstanding

          under the Credit Agreement,  dated as of December 12, 1994, among

          EI, the banks named therein, and Citibank, N.A., as Agent.

               a.   Borrowings.  The proceeds of the three borrowings

          listed below which were extended to EI were loaned to EI Energy,


                                          2<PAGE>





          Inc. (a wholly-owned subsidiary of GPU) which in turn used the

          funds to acquire securities in a foreign utility company:

               (1)  On May 15, 1996, the $8,000,000 borrowing extended to

          EI on February 13, 1996, matured.  On such date, $1,500,000 was

          repaid and a $6,500,000 borrowing was extended to EI.  The

          borrowing bore interest at 5.9375 percent per annum, which was

          based on the LIBOR at May 15, 1996, plus 50 basis points, and was

          repaid on May 17, 1996.

               (2)  On May 6, 1996, a borrowing in the amount of $3,000,000

          was extended to EI.  The borrowing bore interest at 8.25 percent

          per annum, which was based on the Prime Rate at May 6, 1996, and

          was repaid on May 8, 1996.

               (3)  On May 1, 1996, a borrowing in the amount of $8,700,000

          was extended to EI.  The borrowing bore interest at 5.9375

          percent per annum, which was based on the LIBOR at May 1, 1996,

          plus 50 basis points, and was repaid on June 3, 1996.

               On April 18, 1996, a borrowing in the amount of $700,000 was

          extended to EI for working capital needs.  The borrowing bore

          interest at 5.9375 percent per annum, which was based on the

          LIBOR at April 18, 1996, plus 50 basis points, and was repaid on

          May 17, 1996.

               b.   Letters of Credit.  On May 17, 1996, a letter of credit

          in the face amount of $7,000,000 which was issued on August 7,

          1995 and scheduled to expire on August 7, 1996, was cancelled. 

          The letter of credit carried a fee equal to 1/2 of 1 percent per

          annum of the face amount, plus a .10 percent fronting fee.  The

          purpose of the letter of credit was to support EI's commitment to



                                          3<PAGE>





          construct a 300 MW cogeneration facility pursuant to the Power

          Sales Agreement with Georgia Power Company. 

               On February 26, 1996, a letter of credit in the face amount

          of $30,000 was issued to support a bid for a 500 MW coal-fired

          generating plant in Punjab State, India.  The letter of credit

          carries a fee equal to 1/2 of 1 percent per annum of the face

          amount, plus a .10 percent fronting fee, and expires on May 26,

          1997.

               On December 8, 1995, a letter of credit in the face amount

          of $1,788,850 was issued.  The letter of credit carries a fee

          equal to 1/2 of 1 percent per annum of the face amount, plus a

          .10 percent fronting fee, and expires on December 8, 1996. The

          purpose of the letter of credit is to support Polsky Energy

          Corp's (PEC) commitment to construct a 236 MW cogeneration

          facility pursuant to its power sales agreement with Wisconsin

          Public Service Co.  EI is the joint developer, along with PEC, of

          this project.























                                          4<PAGE>





                                      SIGNATURE



               PURSUANT TO THE REQUIREMENTS OF THE PUBLIC UTILITY HOLDING

          COMPANY ACT OF 1935, THE UNDERSIGNED COMPANIES HAVE CAUSED THIS

          STATEMENT TO BE SIGNED ON THEIR BEHALF BY THE UNDERSIGNED

          THEREUNTO DULY AUTHORIZED.



                                   ENERGY INITIATIVES, INC.



                                   By:________________________________
                                      B. L. Levy, President



                                   GENERAL PUBLIC UTILITIES CORPORATION


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


          Dated: July 10, 1996
           <PAGE>


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