SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 10-K/A
Amendment No. 1 to Annual Report
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
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December 31, 1995 1-672-2
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(For the fiscal year ended) (Commission file number)
ROCHESTER GAS AND ELECTRIC CORPORATION
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(Exact name of registrant as specified in its charter)
New York 16-0612110
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
89 East Avenue, Rochester, New York 14649
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(Address of principal executive offices) (Zip Code)
(Registrant's telephone number, including area code) (716) 546-2700
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Securities registered pursuant to
Section 12(b) of the Act:
Name of each exchange
Title of each class on which registered
Common Stock, $5 par value New York Stock Exchange
Securities registered pursuant
to Section 12(g) of the Act:
Preferred Stock, $100 par value:
4% Series F 4.95% Series K
4.10% Series H 4.55% Series M
4.75% Series I 7.50% Series N
4.10% Series J
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No
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Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be contained,
to the best of Registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K/A. [ X ]
On May 31, 1996 the aggregate market value of the voting stock held by
non-affiliates of the Registrant was $ 780,798,742.
Indicate the number of shares outstanding of each of the Registrant's
classes of common stock as of the latest practicable date: Common Stock, $5 par
value, at May 31, 1996, 38,832,409.
DOCUMENTS INCORPORATED BY REFERENCE
Part III:
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Registrant's Definitive Proxy Statement, in connection with the Annual Meeting
of Shareholders held on April 24, 1996 ("Proxy Statement"). With the
exception of the pages of the Proxy Statement specifically incorporated by
reference herein, the Proxy Statement is not deemed to be filed as part of
this Report on Form 10-K/A.
FORM 10-K/A
AMENDMENT NO. 1
TO
ANNUAL REPORT ON FORM 10-K
OF ROCHESTER GAS AND ELECTRIC CORPORATION
This Amendment No. 1 is being filed to amend the Annual Report on Form 10-K
for the year ending December 31, 1995, filed with the Securities and Exchange
Commission (the "Commission") by Rochester Gas and Electric Corporation (the
"Company") on February 16, 1996.
Item 14(c)
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"Item 601 Exhibits" to the 1995 10-K is being amended hereby by filing a
redacted version of Exhibit 10-8 of the Rochester Gas and Electric Corporation
1995 Annual Report to Shareholders on Form 10-K for the fiscal year ended
December 31, 1995, previously omitted pursuant to a Request for Confidential
Treatment.
Except as described above, the Amendment makes no changes to Item 14(c) of
the 1995 10-K nor to any of the documents listed in Item 14(c) and filed as part
of the 1995 10-K. Exhibit 10.8 has been filed with this Amendment in redacted
form pursuant to the Request for Confidential Treatment. All other Exhibits to
the 1995 10-K were filed with the 1995 10-K, are not amended by the Amendment,
and are not included with this Amendment.
Part IV:
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Item 14(c): ITEM 601 EXHIBITS
Those exhibits required to be filed by Item 601 of Regulation S-K are in the
List of Exhibits filed with the 1995 10-K and such listing is incorporated
herein by reference. Each of Exhibits (10)-9 through (10)-16 is a management
contract or compensatory plan or arrangement required to be filed as an exhibit
to this form pursuant to Item 14(c) of this report.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this amended report to be
signed on its behalf by the undersigned, thereunto duly authorized.
ROCHESTER GAS AND ELECTRIC
CORPORATION
By: /s/ Daniel J. Baier
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Daniel J. Baier
Controller
(Principal Accounting Officer)
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