[Federal Register Volume 65, Number 68 (Friday, April 7, 2000)]
[Notices]
[Pages 18390-18391]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 00-8618]


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SECURITIES AND EXCHANGE COMMISSION

[Release No. 35-27161]


Filings Under the Public Utility Holding Company Act of 1935, as 
Amended (``Act'')

March 31, 2000.
    Notice is hereby given that the following filing(s) has/have been 
made with the Commission pursuant to provisions of the Act and rules 
promulgated under the Act. All interested persons are referred to the 
application(s) and/or declaration(s) for complete statements of the 
proposed transaction(s) summarized below. The application(s) and/or 
declaration(s) and any amendment(s) is/are available for public 
inspection through the Commission's Branch of Public Reference.
    Interested persons wishing to comment or request a hearing on the 
application(s) and/or declaration(s) should submit their views in 
writing by April 25, 2000, to the Secretary, Securities and Exchange 
Commission, Washington, D.C. 20549-0609, and serve a copy on the 
relevant applicant(s) and/or declarant(s) at the address(es) specified 
below. Proof of service (by affidavit or, in the case of an attorney at 
law, by certificate) should be filed with the request. Any request for 
hearing should identify specifically the issues of facts or law that 
are disputed. A person who so requests will be notified or any hearing, 
if ordered, and will receive a copy of any notice or order issued in 
the matter. After April 25, 2000, the application(s) and/or 
declaration(s), as filed or as amended, may be granted and/or permitted 
to become effective.

GPU, Inc. (70-9629)

    GPU, Inc. (``GPU''), 300 Madison Avenue, Morristown, New Jersey 
07960,

[[Page 18391]]

a registered holding company, has filed with this Commission an 
application under sections 9(a) and 10 and rule 54 of the Act.
    GPU seeks authorization to acquire a 36% interest in a nonutility 
subsidiary. GPU and several of its subsidiary companies \1\ currently 
purchase workers compensation insurance from Utilities Mutual Insurance 
Company (``UMI''), a captive mutual insurer providing insurance to a 
limited number of companies.\2\ UMI is in the process of obtaining 
approval from the New York States Department of Insurance to convert 
from a mutual company to stock company status. It is contemplated, that 
once UMI becomes a stock company, each policy holder will receive 
shares of common stock, $.01 par value, of a newly formed holding 
company parent, UMICO Holdings, Inc. (``UMICO''), in proportion to its 
current ownership interest in UMI. GPU and its subsidiaries currently 
have an aggregate ownership interest in UMI of approximately 36% and 
would, therefore, receive approximately 36% of UMICO's voting shares 
upon UMI's demutualization. GPU would not pay any other consideration 
for the UMICO shares.
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    \1\ The GPU subsidiaries that purchase workers compensation 
insurance from UMI as the following: GPU Advanced Resources, Inc., 
Metropolitan Edison Company, Pennsylvania Electric Company, Jersey 
Central Power & Light Company, GPU International, Inc., GPU Service, 
Inc., GPU Nuclear, Inc., Prime Energy Limited Partnership 
(``Prime'') and Onondaga Cogeneration Limited Partnership 
(``Onondaga'') (collectively, ``Subsidiaries'').
    \2\ In addition to GPU and its Subsidiaries, the current UMI 
members and policy holders are the following: South Jersey 
Industries, Inc., Central Hudson Gas & Electric Corp., Empire State 
Electric Energy Research Corp., Griffth Oil Co., Long Island Water 
Corp., Middleburg Telephone, New York State Electric & Gas Corp., 
Niagara Mohawk Power Corp., Rochester Gas & Electric Corp. and Fi-
Net Technologies.
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    In connection with the demutualization, GPU expects UMI to sell its 
entire insurance portfolio to Cologne Re, which will assume all UMI 
obligations and liabilities for outstanding claims and future claims 
under policies written by UMI. GPU states that UMI will not conduct any 
active business. The workers compensation insurance previously provided 
by UMI will instead be provide by an affiliate of Cologne Re to the 
UMICO shareholders, at least through 2003. UMI and UMICO will not be 
liquidated and dissolved and will remain in existence until all claims 
or potential claims covered by outstanding UMI policies have either 
been resolved or adequately reinsured. Upon dissolution, the UMICO 
shareholders will be entitled to their pro rata shares of any remaining 
UMI surplus.
    Prior to demutualization, the GPU subsidiaries (other than Prime 
and Onondaga) have assigned their present interests in UMI to GPU. In 
contemplation of the demutualization, GPU and other utility policy 
holders have entered into a subscription agreement providing for their 
purchase of shares of UMICO in proportion to their respective interests 
in UMI. Under the subscription agreement, GPU has agreed to acquire 
approximately 36.52% of UMICO in exchange for its present interest in 
UMI. Following the acquisition, UMICO will become a nonutility 
subsidary of GPU.

    For the Commission by the Division of Investment Management, 
under delegated authority.
Jonathan G. Katz,
Secretary.
[FR Doc. 00-8618 Filed 4-6-00; 8:45 am]
BILLING CODE 8010-01-M