8-K

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 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):                 July 2, 1999



Commission      Registrant, State of Incorporation,          I.R.S. Employer
File Number     Address and Telephone Number                 Identification No.
- -----------     ----------------------------                 ------------------

1-6047          GPU, Inc.                                       13-5516989
                (a Pennsylvania corporation)
                300 Madison Avenue
                Morristown, New Jersey 07962-1911
                Telephone (973) 455-8200








ITEM 5.     OTHER EVENTS.

      On July 6, 1999, GPU, Inc. announced that it had entered into a definitive
agreement to purchase Cinergy Corp.'s ("Cinergy") 50% ownership interest in Avon
Energy Partners Holdings ("Avon") which, in turn, owns Midlands  Electricity plc
("MEB"),  for a price of 452.5 million  British  pounds  (approximately  US $700
million).  As part of the  transaction,  Cinergy  would retain MEB's gas trading
operations. The sale is expected to be completed in July 1999.

      The Company and Cinergy had jointly formed Avon in 1996 to acquire MEB, an
English regional electric company.

      A copy of GPU's related news release is annexed as an exhibit.






ITEM 7.     FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

      (c)   Exhibit

            1. GPU News Release, dated July 6, 1999.






                                    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.


                                    GPU, INC.



                                    By:  /s/ T. G. Howson
                                        ----------------------------
                                         T. G. Howson, Vice President
                                         and Treasurer


Date:   July 6, 1999

EX-99

                          EXHIBIT TO BE FILED BY EDGAR



(c) 1      GPU News Release, dated July 6, 1999.

EX-99

                                                                   Exhibit (c) 1


GPU News Release
July 6, 1999


                  GPU To Acquire Cinergy's Interest in Midlands


MORRISTOWN, N.J. - July 6, 1999 - GPU, Inc. and Cinergy Global Resources Inc., a
subsidiary of Cinergy Corp.,  have reached an agreement on the purchase and sale
of Cinergy's interest in Midlands  Electricity plc in the United Kingdom to GPU,
Inc.,  the  companies  announced  today.  The  transaction  will  make  Midlands
Electricity  a wholly owned  subsidiary of GPU, Inc. The purchase is expected to
be complete by mid-July.

Cinergy and GPU jointly acquired the British  regional  electric company in 1996
through  Avon  Energy  Partners  plc.  Under  the  agreement,  GPU will  acquire
Cinergy's 50 percent equity interest for approximately  $700 million in cash and
will retain  Midlands'  distribution  and contracting  businesses as well as its
ownership in 1,150  megawatts of  independent  power plants  worldwide.  The gas
trading  operation  headquartered in London will remain with Cinergy.  Cinergy's
international  energy  project  development  subsidiary,  Cinergy  Global  Power
Services Ltd.,  will continue to have a strong  presence in the U.K. and operate
from bases in  Stratford-upon-Avon  and London.  Cinergy Global Power's  current
portfolio of  international  power  investments  and those under  development is
unaffected by this transaction.

"The full ownership of Midlands will provide GPU a base for expansion in the
U.K. and Europe, something very important as we continue to implement our
strategy of geographic and horizontal growth," said GPU Chairman, President and
Chief Executive Officer Fred D. Hafer.  "We see this transaction as a
significant step in growing our business as a premier global utility services
company."

Said Cinergy President and Chief Executive Officer James E. Rogers, "We've had a
good  partnership  with GPU during which Midlands has improved its  productivity
and served its customers well. This is a move that aligns  corporate assets with
corporate  strategy.  It gives Cinergy the  opportunity  to capture the value we
have  achieved  through  our  Midlands  investment  and  pursue  a  strategy  of
nonregulated domestic and international energy growth initiatives.  We also will
continue  to have two key growth  platforms  in the  U.K.--international  energy
project development and gas trading."

Since Cinergy and GPU acquired  Midlands,  the U.K. has completed its transition
to a fully competitive energy market and Midlands has made the strategic move to
separate  its  regulated,  distribution  business--which  transfers  electricity
across its wires to  consumers--from  its  competitive  supply  operation--which
purchases and markets electricity from generators for resale to consumers.  In a
transaction  announced in 1998 and finalized last week, Midlands sold its supply
business to National Power plc and retained the regulated distribution lines and
substations.

"The  operation of Midlands and its  expertise in  competitive  contracting  and
meter  reading  services  will  allow us to compete  aggressively  for these and
additional  utility  services in the U.K.  and Europe,"  said Bruce Levy,  GPU's
chief  financial  officer  and  executive  in  charge of  international  utility
holdings.  "Midlands will provide a source of continued  earnings and a platform
for growth of our utility services business."

"This has been a successful,  strategic  investment  for  Cinergy,"  said Cheryl
Foley,  president of Cinergy  Global  Resources.  "Along with  financial  gains,
ownership of Midlands has helped us establish a base for  international  growth.
From  this   investment  we  formed   Cinergy   Global  Power,   an  experienced
international   development   team  with  a  portfolio   of  power   generation,
transmission and distribution assets worldwide."

Headquartered in Worcester,  England, Midlands Electricity is one of 12 regional
electricity companies in England and Wales. The company distributes  electricity
to 2.2 million  customers  in a  5,000-square-mile  franchise  service area that
includes Birmingham,  the U.K.'s second largest city. Midlands owns and operates
approximately 40,000 miles of overhead and underground circuit.

GPU, Inc.,  headquartered  in Morristown,  NJ, is a registered  utility  holding
company providing  utility and utility related services to customers  throughout
the world.  GPU's  electric  and gas  utility  companies--GPU  Energy,  Midlands
Electricity,  GPU  PowerNet,  GPU  GasNet  and  Emdersa--serve  nearly 6 million
customers in the United States,  the UK, Australia and Argentina.  The company's
IPP units own and  operate 22 projects  in 7  countries  and the United  States.
GPU's 1998 revenues were $ 4.3 billion, and its total assets were $16.3 billion.
GPU's other subsidiaries  include GPU Advanced Resources,  Inc., GPU Generation,
Inc., GPU Nuclear, Inc., GPU Service, Inc. and GPU Telcom Services, Inc.

Cinergy is one of the United States' leading  diversified energy companies.  Its
operating companies,  The Cincinnati Gas & Electric Company and PSI Energy Inc.,
serve more than 1.4 million  electric  customers  and 471,000 gas  customers  in
Ohio,  Indiana and  Kentucky.  Cinergy  Global  Resources  Inc. is the company's
international  business  unit  created  in  1998  for  Cinergy's   international
investments and domestic  initiatives in renewable  generation.  The company has
assets in power generation,  transmission and distribution projects in the Czech
Republic, Spain, the United Kingdom, Zambia, Bangladesh, Estonia, and the United
States.


                                      -XX-

- ------------------------------------------------------------------------------

Contacts:

     GPU, Inc., Morristown, N.J.
     News Contact:  Jeff Dennard, 973-455-8333
     Investor Contact:  Joanne Barbieri, 973-455-8720

    (http://www.gpu.com)