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
Duquesne Light Company
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(Exact name of registrant as specified in its charter)
Pennsylvania 1-956 25-0451600
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(State or other (Commission File) (I.R.S. Employer
jurisdiction of Number) Identification No.)
incorporation or
organization)
411 Seventh Avenue
Pittsburgh, Pennsylvania 15219
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (412) 393-6000
N/A
(Former name or former address, if changed since last report.)
Items 1-4. Not applicable.
Item 5. Other Events.
Registrant to Join Midwest Independent System Operator. On
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April 13, 1998, Registrant 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 its parent company,
DQE, Inc. (DQE) with Allegheny Energy, Inc. (AYE). DQE and AYE
executives 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'
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Recommended Decisions. On April 14, 1998, Registrant filed
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exceptions to the recommendations made March 25 by Pennsylvania
Public Utility Commission (PUC) administrative law judges
regarding Registrant's restructuring plan. Also on April 14, DQE
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, Registrant
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 Registrant'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,
Registrant is seeking clarification of the administrative law
judge's recommendation. Also in its exceptions, Registrant
reaffirms its fundamental premise that market data should be used
to set the value of its generating assets.
In their joint exceptions, DQE 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 Registrant'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. DQE
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. Registrant will
continue to own and operate Cheswick. Both DQE and AYE are
urging the PUC to adopt the plan for a final valuation of
generating assets in 2003.
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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.
Incorporation of Certain Documents by Reference. Duquesne
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Light Company (the "Company") does hereby incorporate by
reference into its Registration Statement (File No. 33-63602) the
following documents: (i) as Exhibit 4.5A the officer's
certificate dated June 15, 1993 which set forth certain terms of
and established the series of the Company's mortgage securities
designated First Collateral Trust Bonds, Series E under the
Company's Indenture of Mortgage and Deed of Trust dated April 1,
1992, as supplemented and amended (the "Mortgage") (a copy of
which is filed as Exhibit 4.5A hereto), and (ii) as Exhibit 4.5B
a form of officer's certificate to be used to establish certain
additional terms of and provisions of tranches of First
Collateral Trust Bonds, Series E to be issued (a copy of which is
filed as Exhibit 4.5B hereto).
Item 6. Not applicable.
Item 7. Financial Statements and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Exhibits
The following documents are filed herewith in accordance with
Item 601 of Regulation S-K:
Exhibit No. Description
4.5A Officer's Certificate dated June
15, 1993 setting forth certain
terms of and establishing First
Collateral Trust Bonds, Series E
4.5B Form of Officer's Certificate
establishing certain additional
terms of certain First Collateral
Trust Bonds, Series E bonds to be
issued
Items 8-9. Not applicable.
3
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.
DUQUESNE LIGHT
COMPANY
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(Registrant)
Date April 17, 1998 /s/Gary L. Schwass
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(Signature)
Gary L. Schwass
Senior Vice President
and Chief Financial Officer
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EXHIBIT INDEX
Exhibit Description
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4.5A Officer's Certificate dated June 15, 1993
setting forth certain terms of and
establishing First Collateral Trust Bonds,
Series E
4.5B Form of Officer's Certificate establishing
certain additional terms of certain First
Collateral Trust Bonds, Series E bonds to be
issued