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):                                    December 19, 1997


                                    GPU, Inc.
               (Exact name of registrant as specified in charter)


      Pennsylvania                   1-6047               13-5516989
      --------------------------------------------------------------

 (State or other                    (Commission          (IRS employer
  jurisdiction of                    file number)      identification no.)
  incorporation)




           300 Madison Avenue, Morristown, New Jersey 07962-1911
           -----------------------------------------------------
         (Address of principal executive offices)         (Zip Code)




       Registrant's telephone number, including area code: (973) 455-8200
       ------------------------------------------------------------------




<PAGE>




ITEM 5.           OTHER EVENTS.

         1.       1997 Results Of Operations.
                  --------------------------

                  On January 20,  1998,  the Company  reported  earnings for the
year ended December 31, 1997 of $335.1 million,  or $2.77 per share, as compared
to 1996 earnings of $298.4 million,  or $2.47 per share.  Operating revenues for
1997 were $4,143.4  million as compared to 1996  operating  revenues of $3,970.7
million.
                  Earnings for 1997 included a previously reported non-recurring
charge of $109.3 million, or $0.90 per share, for a windfall profits tax imposed
by the  Government  of the United  Kingdom on  privatized  utilities,  including
Midlands  Electricity  plc, in which the Company owns a 50% share.  In 1996, the
Company  reported a non-recurring  charge of $74.5 million,  or $0.62 per share,
for the costs related to voluntary enhanced retirement programs.
                  The  1997  earnings  increase  was  mainly  due  to  increased
earnings from the GPU International Group (including the result of the Company's
policy of accruing U.S. income tax on its wordwide operations, which reduced its
federal  income tax  liability  by 31 cents per share);  reduced  operation  and
maintenance  expenses;  increased  kilowatt sales to domestic utility customers;
and the recording of step increases in operating revenues by Metropolitan Edison
Company and Pennsylvania  Electric Company as a result of including their energy
cost rates in base rates and the cessation of deferred energy  accounting,  both
effective  January 1, 1997.  These  increases  were  partially  offset by higher
depreciation and financing expenses,  increased  amortizations due to a rate cap
on


<PAGE>



Jersey  Central Power & Light  Company's  earnings and the absence,  in 1997, of
gains associated with the 1996 reacquisition of preferred stock.
                  The Company  also  reported  earnings  for the  quarter  ended
December  31, 1997 of $92.9  million,  or $0.77 per share,  as compared to $80.7
million, or $0.67 per share, for the same period in 1996.
                  A copy of the Company's  related news release is annexed as an
exhibit.

         2. Amendment to By-Laws.
            --------------------

                  Effective  December 19, 1997, the Company amended Section 1 of
its By-Laws to reflect a change in its  principal  office from  Parsippany,  New
Jersey to the County of Morris, State of New Jersey.
                  A copy of the amendment to the Company's By-Laws is annexed as
an exhibit.


Item 7.           Financial Statements, Pro Forma Financial
                  Information and Exhibits.

                  (c) Exhibits.

                           1.       GPU News Release, dated January 20, 1998.

                           2.       Text of Amendment to Section 1 of By-Laws of
                                    GPU, Inc. effective December 19, 1997.





<PAGE>



                                    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:______________________________
                                         T.G. Howson
                                         Vice President and Treasurer


Date:  January 20, 1998
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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):                                    December 19, 1997

                                    GPU, Inc.
               (Exact name of registrant as specified in charter)

      Pennsylvania                   1-6047               13-5516989
      --------------------------------------------------------------

 (State or other                    (Commission          (IRS employer
  jurisdiction of                    file number)      identification no.)
  incorporation)

           300 Madison Avenue, Morristown, New Jersey 07962-1911
           -----------------------------------------------------
         (Address of principal executive offices)         (Zip Code)

       Registrant's telephone number, including area code: (973) 455-8200
       ------------------------------------------------------------------
ITEM 5.           OTHER EVENTS.

         1.       1997 Results Of Operations.
                  --------------------------

                  On January 20,  1998,  the Company  reported  earnings for the
year ended December 31, 1997 of $335.1 million,  or $2.77 per share, as compared
to 1996 earnings of $298.4 million,  or $2.47 per share.  Operating revenues for
1997 were $4,143.4  million as compared to 1996  operating  revenues of $3,970.7
million.
                  Earnings for 1997 included a previously reported non-recurring
charge of $109.3 million, or $0.90 per share, for a windfall profits tax imposed
by the  Government  of the United  Kingdom on  privatized  utilities,  including
Midlands  Electricity  plc, in which the Company owns a 50% share.  In 1996, the
Company  reported a non-recurring  charge of $74.5 million,  or $0.62 per share,
for the costs related to voluntary enhanced retirement programs.
                  The  1997  earnings  increase  was  mainly  due  to  increased
earnings from the GPU International Group (including the result of the Company's
policy of accruing U.S. income tax on its wordwide operations, which reduced its
federal  income tax  liability  by 31 cents per share);  reduced  operation  and
maintenance  expenses;  increased  kilowatt sales to domestic utility customers;
and the recording of step increases in operating revenues by Metropolitan Edison
Company and Pennsylvania  Electric Company as a result of including their energy
cost rates in base rates and the cessation of deferred energy  accounting,  both
effective  January 1, 1997.  These  increases  were  partially  offset by higher
depreciation and financing expenses,  increased  amortizations due to a rate cap
on
Jersey  Central Power & Light  Company's  earnings and the absence,  in 1997, of
gains associated with the 1996 reacquisition of preferred stock.
                  The Company  also  reported  earnings  for the  quarter  ended
December  31, 1997 of $92.9  million,  or $0.77 per share,  as compared to $80.7
million, or $0.67 per share, for the same period in 1996.
                  A copy of the Company's  related news release is annexed as an
exhibit.

         2. Amendment to By-Laws.
            --------------------

                  Effective  December 19, 1997, the Company amended Section 1 of
its By-Laws to reflect a change in its  principal  office from  Parsippany,  New
Jersey to the County of Morris, State of New Jersey.
                  A copy of the amendment to the Company's By-Laws is annexed as
an exhibit.

Item 7.           Financial Statements, Pro Forma Financial
                  Information and Exhibits.

                  (c) Exhibits.

                           1.       GPU News Release, dated January 20, 1998.

                           2.       Text of Amendment to Section 1 of By-Laws of
                                    GPU, Inc. effective December 19, 1997.
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:______________________________
                                         T.G. Howson
                                         Vice President and Treasurer

Date:  January 20, 1998