Shareowners of Western Resources and Kansas City Power &Light approved the merger of the companies to form Westar Energy.Approval required a majority of Western Resources common shares andtwo-thirds of KCPL outstanding common shares. About 98% of thevoting Western shares approved the transaction, representing 77% ofall shares outstanding. Nearly 94% of KCPL shares represented andvoting approved the transaction, representing 74.4% of alloutstanding KCPL shares.

Westar Energy will be created from the KGE and KPL electricoperations of Western Resources and the electric operations ofKCPL. Based on Western’s current stock price, each KCPL shareownerwould receive $23.50 worth of Western common stock and one share ofWestar Energy common stock, anticipated to have an approximatevalue between $10 and $12 per share. The exchange for KCPLshareowners will take place at the close of the transaction.

Regulatory filings have been made with the Kansas CorporationCommission and the Missouri Public Service Commission. Filings withthe Federal Energy Regulatory Commission and Nuclear RegulatoryCommission are expected soon. The transaction is expected to closeby mid 1999.

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