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 28, 2000 Duquesne Light Company ---------------------- (Exact name of registrant as specified in its charter) Pennsylvania 1-956 25-0451600 ------------ ----- ---------- (State or other jurisdiction of (Commission File Number) (I.R.S. Employer incorporation or organization) Identification No.) 411 Seventh Avenue Pittsburgh, Pennsylvania 15219 ------------------------------- (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.) Item 1. Not applicable. Item 2. Acquisition or Disposition of Assets On April 28, 2000, Duquesne Light Company announced the completion of its sale of all of its power generation facilities to Orion Power MidWest, L.P., a subsidiary of Orion Power Holdings, Inc. The sale was consummated pursuant to a September 24, 1999 asset purchase agreement in which Duquesne Light agreed to sell its seven power generating facilities to Orion for approximately $1.7 billion. A copy of the asset purchase agreement was included with a Current Report on Form 8-K filed with the SEC on September 29, 1999. The generation facilities total 2,614 megawatts of capacity. The facilities are located in Pennsylvania and Ohio, and include 3 plants that Duquesne Light acquired from FirstEnergy in the swap of generating assets that occurred in December 1999. In the transaction, Orion also acquired the obligation to provide Duquesne Light with electricity to serve customers who have not selected an alternative generation supplier as part of Pennsylvania's retail choice program, pursuant to the terms of a provider of last resort agreement. A copy of the provider of last resort agreement was also included with the Current Report on Form 8-K filed with the SEC on September 29, 1999. Items 3-6. Not applicable. Item 7. Exhibits. 99.1 Pro Forma Financial Statements of Duquesne Light Company. Items 8-9. 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. Duquesne Light Company ---------------------- (Registrant) Date May 12, 2000 /s/Morgan K. O'Brien ------------ ------------------------ (Signature) Morgan K. O'Brien Vice President--Finance 2