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): April 13, 1998 DQE, Inc. --------- (Exact name of registrant as specified in its charter) Pennsylvania 1-10290 25-159843 ------------ ------- --------- (State or other (Commission File (I.R.S. jurisdiction of Number) Employer incorporation or Identification No.) organization) 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.) Items 1-4. Not applicable. Item 5. Other Events. Duquesne to Join Midwest Independent System Operator. On ---------------------------------------------------- April 13, 1998, Registrant's electric utility subsidiary, Duquesne Light Company (Duquesne) announced that it has applied for membership in the Midwest Independent System Operator (MISO), a regional electricity transmission organization, and will join upon completion of the proposed merger of Registrant with Allegheny Energy, Inc. (AYE). Executives from Registrant and AYE recently notified the Federal Energy Regulatory Commission (FERC) of their intention to join the MISO, and that they would not withdraw from the MISO without the prior approval of the FERC. Nine companies committed to formation of the MISO by filing for approval with the FERC in January 1998. The companies are: Cinergy Corp.; Commonwealth Edison Company; Wisconsin Electric Power Company; Hoosier Energy Rural Electric Cooperative; Wabash Valley Power Association; Ameren; Kentucky Utility Company; Louisville Gas & Electric Company; Illinois Power Company; and Central Illinois Light Company. Registrant Responds to Administrative Law Judges' ------------------------------------------------- Recommended Decisions. On April 14, 1998, Duquesne filed --------------------- exceptions to the recommendations made March 25 by Pennsylvania Public Utility Commission (PUC) administrative law judges regarding Duquesne's restructuring plan. Also on April 14, Registrant and AYE jointly filed exceptions to the PUC administrative law judges' recommendation that approval of the proposed merger be delayed by up to 18 months until market power concerns have been addressed. In its restructuring plan filed in August 1997, Duquesne proposed a market-based approach to determining the value of its generating assets, with a final market test to be applied in 2003, when electricity markets are more fully developed. The administrative law judge did not support this approach, citing the delay until 2003 as inappropriate, and recommended instead either an immediate auction of Duquesne s generating assets if the proposed DQE/AYE merger is not consummated, or an administrative determination of the value of such assets if the proposed DQE/AYE merger is consummated. In its exceptions, Duquesne is seeking clarification of the administrative law judge's recommendation. Also in its exceptions, Duquesne reaffirms its fundamental premise that market data should be used to set the value of its generating assets. In their joint exceptions, Registrant and AYE commit to mitigate the potential market power of the new company by joining the MISO and by relinquishing control of the output of Duquesne's 570-megawatt Cheswick Power Station (Cheswick) for a minimum of two years or until the MISO has been approved. Both actions would occur immediately upon completion of the proposed merger. Registrant and AYE further commit to issue a request for proposals to sell the output of Cheswick within a month of securing all required regulatory approvals for the proposed merger. Duquesne will continue to own and operate Cheswick. Both Registrant and AYE are urging the PUC to adopt the plan for a final valuation of generating assets in 2003. 2 Reply exceptions may be filed until April 24, 1998. The PUC is scheduled to consider all exceptions and the recommended decisions in non-binding polls at its April 30, 1998, meeting. A final vote is set for the May 21, 1998, meeting. Items 6-9. Not applicable. __________________________________ 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 April 17, 1998 /s/Gary L. Schwass ------------------------- ------------------------------ (Signature) Gary L. Schwass Executive Vice President and Chief Financial Officer 3