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):
August 7, 1997
DQE, Inc.
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(Exact name of registrant as specified in its charter)
Pennsylvania 1-10290 25-1598483
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(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation or organization) Identification No.)
Cherrington Corporate Center, Suite 100
500 Cherrington Parkway, Coraopolis, Pennsylvania 15108-3184
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(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.
At its annual meeting of stockholders held on August 7, 1997, the
registrant's stockholders voted (1) to approve the Agreement and Plan of Merger
dated as of April 5, 1997 among the registrant, Allegheny Power System, Inc.
("APS"), and AYP Sub, Inc. (the "Merger Agreement"), (2) to approve a proposal
to amend the registrant's Restated Articles of Incorporation to make Sections
2541-2548 of the Pennsylvania Business Corporation Law inapplicable to the
registrant, (3) to elect Daniel Berg, Robert Bozzone, William Knoell and Thomas
Murrin as directors for terms expiring in the year 2000, (4) to approve the
appointment of Deloitte & Touche LLP as independent public accountants to audit
the books of the registrant for the year ended December 31, 1997, and (5) to
reject an advisory stockholder proposal to eliminate three year terms for
directors.
At its annual meeting of shareholders held on August 7, 1997, APS's
shareholders approved the issuance of stock as required under the Merger
Agreement.
Items 6-7. Not applicable.
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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.
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(Registrant)
Date August 7, 1997 /s/Victor A. Roque
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(Signature)
Victor A. Roque
Vice President and
General Counsel