<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
December 3, 1999
DQE, Inc.
---------
(Exact name of registrant as specified in its charter)
Pennsylvania 1-10290 25-1598483
------------ ------- ----------
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation or organization) Identification No.)
Cherrington Corporate Center, Suite 100
500 Cherrington Parkway, Coraopolis, Pennsylvania 15108-3184
-------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (412) 262-4700
N/A
(Former name or former address, if changed since last report.)
<PAGE>
Item 1. Not applicable.
Item 2. Acquisition or Disposition of Assets
On December 3, 1999, Duquesne Light Company (a wholly owned subsidiary of
DQE, Inc.) completed the exchange of its partial interests in five power plants
for three wholly owned power plants of subsidiaries of FirstEnergy Corp.
Duquesne Light Company received three fossil-powered plants (located in Avon
Lake and Niles, Ohio, and in New Castle, Pennsylvania) having an aggregate net
demonstrated capacity of 1,323 megawatts. The ownership interests transferred
by Duquesne Light Company include the nuclear-powered Beaver Valley,
Pennsylvania and Perry, Ohio plants, and the fossil-powered Bruce Mansfield,
Pennsylvania and Sammis and Eastlake, Ohio plants, having an aggregate net
demonstrated capacity of 1,400 megawatts.
Duquesne Light Company will incorporate its three newly-acquired plants
into the generation assets (totaling 2,614 megawatts) it intends to sell to
Orion Power Holdings, Inc., as reported in DQE, Inc.'s Form 8-K filed with the
Securities and Exchange Commission on September 29, 1999. Such sale is expected
to be completed in the second quarter of 2000.
Items 3-6. Not applicable.
Item 7. Exhibits.
2.1 Generation Exchange Agreement, dated as of March 25, 1999, by and
between Duquesne Light Company, on the one hand, and The Cleveland
Electric Illuminating Company, Ohio Edison Company and Pennsylvania
Power Company on the other, previously filed as Exhibit 2.1 to the
Registrant's Form 8-K filed with the Securities and Exchange
Commission on March 26, 1999, and incorporated herein by reference.
2.2 Nuclear Generation Conveyance Agreement, dated as of March 25, 1999,
by and between Duquesne Light Company, on the one hand, and
Pennsylvania Power Company and The Cleveland Electric Illuminating
Company, on the other, previously filed as Exhibit 2.2 to the
Registrant's Form 8-K filed with the Securities and Exchange
Commission on March 26, 1999, and incorporated herein by reference.
Items 8-9. Not applicable.
<PAGE>
SIGNATURE
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 thereunto duly authorized.
DQE, Inc.
-----------------
(Registrant)
Date December 20, 1999 /s/Morgan K. O'Brien
----------------- -----------------------------
(Signature)
Morgan K. O'Brien
Vice President - Corporate Development
