- -------------------------------------------------------------------------------- FORM 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report: December 8, 1999 Commission file number 1-12579 OGE ENERGY CORP. (Exact name of registrant as specified in its charter) Oklahoma 73-1481638 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 321 North Harvey P. O. Box 321 Oklahoma City, Oklahoma 73101-0321 (Address of principal executive offices) (Zip Code) 405-553-3000 (Registrant's telephone number, including area code) - --------------------------------------------------------------------------------

Item 5. Other Events OKLAHOMA GAS & ELECTRIC COMPANY WITHDRAWS PERFORMANCE BASED INCENTIVE PLAN ----------------------------------------------------------- OGE Energy Corp. announced, December 8, 1999, that its subsidiary, Oklahoma Gas and Electric Company ("OG&E") has withdrawn its Performance Based Incentive Plan, which was filed on July 15, 1999 with the Oklahoma Corporation Commission ("OCC"). The Performance Based Incentive Plan would have lowered OG&E's rates by approximately $83 million during a 30-month transition to electric utility deregulation and is discussed in the press release attached hereto as Exhibits 99.01. Some of the matters discussed in this Form 8-K may contain forward-looking statements of OGE Energy that are subject to certain risks, uncertainties and assumptions. Actual results may vary materially. Factors that could cause actual results to differ materially include, but are not limited to: general economic conditions, including their impact on capital expenditures; business conditions in the energy industry; competitive factors; unusual weather; regulatory decisions and other risk factors listed in OGE Energy's Form 10-K for the year ended December 31, 1998 and other factors described from time to time in OGE Energy's reports to the Securities and Exchange Commission. Item 7. (c) Exhibits EXHIBIT NUMBER DESCRIPTION -------------- ----------- 99.01 OGE Energy's press release dated December 8, 1999 announcing Oklahoma Gas & Electric Company withdraws Performance Based Incentive Plan, which was filed on July 15, 1999 with the Oklahoma Corporation Commission.

SIGNATURES 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. OGE ENERGY CORP. (Registrant) By /s/ Donald R. Rowlett ---------------------------------------- Donald R. Rowlett Vice President and Controller (On behalf of the registrant and in his capacity as Vice President and Controller) December 8, 1999

EXHIBIT INDEX EXHIBIT INDEX DESCRIPTION - ------------- ----------- 99.01 OG&E Withdraws Performance Based Incentive Plan



                                                                   Exhibit 99.01


FOR IMMEDIATE RELEASE: December 8, 1999

CONTACT:             Paul Renfrow    (405) 553-3287
FINANCIAL CONTACT:   Jim Hatfield    (405) 553-3984

OG&E WITHDRAWS PERFORMANCE BASED INCENTIVE PLAN;
CITES OCC STAFF'S VIEW: NO NEED TO CHANGE OG&E FINANCIAL POSITION

     OKLAHOMA CITY -- OGE Energy Corp.  (NYSE:  OGE)  announced that its largest
subsidiary,  Oklahoma Gas and Electric  Company,  has  withdrawn  the  company's
Performance Based Incentive Plan.

     If adopted,  the plan,  filed with the Oklahoma  Corporation  Commission in
July,  would have saved OG&E's  Oklahoma  ratepayers  approximately  $83 million
during a 30-month transition to electric utility  deregulation.  The Performance
Based rate plan was the first of its kind to be filed in Oklahoma  and among the
first in the nation.

     OG&E  decided to withdraw  its proposal  after  several days of  settlement
discussions with the OCC staff, the Oklahoma Attorney General's office and other
intervenors failed to produce an agreement. OG&E decided not to proceed with the
case, which was set for hearing Wednesday,  Dec. 8, after it became apparent the
company was being asked to bear too many risks without  enough  opportunity  for
reward.

     "We were pleased that the Corporation  Commission  staff, in its responsive
testimony  to our plan,  indicated  there is no need for  further  review of the
company's  current  rates,"  said  James R.  Hatfield,  OGE Energy  senior  vice
president  and CFO.  "We were  disappointed,  however,  that we  couldn't  reach
agreement on this innovative new plan."