SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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): November 9, 1998 Commission Registrant, State of Incorporation, I.R.S. Employer File Number Address and Telephone Number Identification No. - ----------- ---------------------------- ------------------ 1-6047 GPU, Inc. 13-5516989 (a Pennsylvania corporation) 300 Madison Avenue Morristown, New Jersey 07962-1911 Telephone (973) 455-8200 1-3141 Jersey Central Power & Light Company 21-0485010 (a New Jersey corporation) 2800 Pottsville Pike Reading, Pennsylvania 19640-0001 Telephone (610) 929-3601 1-446 Metropolitan Edison Company 23-0870160 (a Pennsylvania corporation) 2800 Pottsville Pike Reading, Pennsylvania 19640-0001 Telephone (610) 929-3601 1-3522 Pennsylvania Electric Company 25-0718085 (a Pennsylvania corporation) 2800 Pottsville Pike Reading, Pennsylvania 19640-0001 Telephone (610) 929-3601 ITEM 5. OTHER EVENTS. ------------- As previously reported, on November 9, 1998 GPU announced that it had entered into definitive agreements providing for the sale of its remaining fossil fuel and hydroelectric generating facilities which were offered in a competitive auction process begun during the first quarter of 1998. Sithe Energies has agreed to acquire the fossil and hydroelectric generating facilities and related assets of Jersey Central Power & Light Company (JCP&L) -- other than JCP&L's 50% interest in the 400 MW Yards Creek pumped storage station which was not included in the auction -- Metropolitan Edison Company ("Met-Ed") and Pennsylvania Electric Company ("Penelec") -- other than Penelec's 20% interest in the Seneca pumped storage station -- for a total purchase price of approximately $1.68 billion. Of this amount, approximately $442 million, $677 million and $561 million, respectively, is payable to JCP&L, Met-Ed and Penelec. Separately, FirstEnergy Corp. has agreed to purchase Penelec's 20% interest in the Seneca Station for $43 million. Cleveland Electric Illuminating Co., a subsidiary of FirstEnergy, currently owns the remaining 80% of the station. As previously reported, in August 1998 Penelec and New York State Electric & Gas Corporation agreed to sell their 50% ownership interests in the 1884 MW Homer City Station to Edison Mission Energy for $1.8 billion, and in October 1998 GPU announced that definitive agreements had been signed to sell the Three Mile Island Unit No. 1 nuclear station to AmerGen Energy Company LLC, a joint venture of PECO Energy Company and British Energy, for approximately $100 million. The generation station assets are subject to receipt of various state and federal regulatory approvals and other conditions. A copy of GPU's news release relating to the agreements entered into with Sithe Energies and FirstEnergy is annexed as an exhibit. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. ------------------------------------------------------------------- (c) Exhibits 1. GPU News Release, dated November 9, 1998. SIGNATURE PURSUANT TO THE REQUIREMENTS OF THE SECURITIES EXCHANGE ACT OF 1934, THE REGISTRANTS HAVE DULY CAUSED THIS REPORT TO BE SIGNED ON THEIR BEHALF BY THE UNDERSIGNED THEREUNTO DULY AUTHORIZED. GPU, INC. JERSEY CENTRAL POWER & LIGHT COMPANY METROPOLITAN EDISON COMPANY PENNSYLVANIA ELECTRIC COMPANY By: /s/ T. G. Howson -------------------------------- T. G. Howson, Vice President and Treasurer Date: November 12, 1998