| For      the transition period from __________________ to      ___________________ |
|------------------------------------------------------------------------------------|

| Commission    | Registrant;      State of Incorporation;         | I.R.S.      Employer |
|---------------|--------------------------------------------------|----------------------|
| File Number   | Address; and Telephone    Number                 | Identification No.   |
|          |                                             |                 |
| 333-21011     | FIRSTENERGY      CORP.                           | 34-1843785           |
|          | (An      Ohio Corporation)                       |                 |
|          | 76      South Main Street                        |                 |
|          | Akron,      OH  44308                  |                 |
|          | Telephone      (800)736-3402                     |                 |
|          |                                             |                 |
| 333-145140-01 | FIRSTENERGY      SOLUTIONS CORP.                 | 31-1560186           |
|          | (An      Ohio Corporation)                       |                 |
|          | c/o      FirstEnergy Corp.                       |                 |
|          | 76      South Main Street                        |                 |
|          | Akron,      OH 44308                        |                 |
|          | Telephone      (800)736-3402                     |                 |
|          |                                             |                 |
| 1-2578        | OHIO      EDISON COMPANY                         | 34-0437786           |
|          | (An      Ohio Corporation)                       |                 |
|          | c/o      FirstEnergy Corp.                       |                 |
|          | 76      South Main Street                        |                 |
|          | Akron,      OH  44308                  |                 |
|          | Telephone      (800)736-3402                     |                 |
|          |                                             |                 |
| 1-2323        | THE      CLEVELAND ELECTRIC ILLUMINATING COMPANY | 34-0150020           |
|          | (An      Ohio Corporation)                       |                 |
|          | c/o      FirstEnergy Corp.                       |                 |
|          | 76      South Main Street                        |                 |
|          | Akron,      OH  44308                  |                 |
|          | Telephone      (800)736-3402                     |                 |
|          |                                             |                 |
| 1-3583        | THE      TOLEDO EDISON COMPANY                   | 34-4375005           |
|          | (An      Ohio Corporation)                       |                 |
|          | c/o      FirstEnergy Corp.                       |                 |
|          | 76      South Main Street                        |                 |
|          | Akron,      OH  44308                  |                 |
|          | Telephone      (800)736-3402                     |                 |
|          |                                             |                 |
| 1-3141        | JERSEY      CENTRAL POWER & LIGHT COMPANY    | 21-0485010           |
|          | (A      New Jersey Corporation)                  |                 |
|          | c/o      FirstEnergy Corp.                       |                 |
|          | 76      South Main Street                        |                 |
|          | Akron,      OH  44308                  |                 |
|          | Telephone      (800)736-3402                     |                 |
|          |                                             |                 |
| 1-446         | METROPOLITAN      EDISON COMPANY                 | 23-0870160           |
|          | (A      Pennsylvania Corporation)                |                 |
|          | c/o      FirstEnergy Corp.                       |                 |
|          | 76      South Main Street                        |                 |
|          | Akron,      OH  44308                  |                 |
|          | Telephone      (800)736-3402                     |                 |
|          |                                             |                 |
| 1-3522        | PENNSYLVANIA      ELECTRIC COMPANY               | 25-0718085           |
|          | (A      Pennsylvania Corporation)                |                 |
|          | c/o      FirstEnergy Corp.                       |                 |
|          | 76      South Main Street                        |                 |
|          | Akron,      OH  44308                  |                 |
|          | Telephone      (800)736-3402                     |                 |

----

|                   |   |                               |   | Name      of Each Exchange  |
|------------------------|--------|------------------------------------|--------|-----------------------------|
| Registrant             |   | Title      of Each Class           |   | on      Which Registered    |
|                   |   |                               |   |                        |
| FirstEnergy      Corp. |   | Common      Stock, $0.10 par value |   | New      York StockExchange |

|                                             |   |                                          |
|--------------------------------------------------|--------|-----------------------------------------------|
| Registrant                                       |   | Title      of Each Class                      |
|                                             |   |                                          |
| Ohio      Edison Company                         |   | Common      Stock, no par value per share     |
|                                             |   |                                          |
| The      Cleveland Electric Illuminating Company |   | Common      Stock, no par value per share     |
|                                             |   |                                          |
| The      Toledo Edison Company                   |   | Common      Stock, $5.00 par value per share  |
|                                             |   |                                          |
| Jersey      Central Power & Light Company    |   | Common      Stock, $10.00 par value per share |
|                                             |   |                                          |
| Metropolitan      Edison Company                 |   | Common      Stock, no par value per share     |
|                                             |   |                                          |
| Pennsylvania      Electric Company               |   | Common      Stock, $20.00 par value pershare  |

| Yes      (X) No      (  ) | FirstEnergy      Corp.                                                                                                                                                                                                                                |
|-------------------------------------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| Yes (  )      No (X) | FirstEnergy      Solutions Corp., Ohio Edison Company, The Cleveland Electric Illuminating      Company, The Toledo Edison Company, Jersey Central Power & Light      Company, Metropolitan Edison Company and Pennsylvania Electric      Company |

| Yes      (X) No      (  ) | FirstEnergy      Solutions Corp.                                                                                                                                                                                                          |
|-------------------------------------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| Yes      (  )      No (X) | FirstEnergy      Corp., Ohio Edison Company, The Cleveland Electric Illuminating Company,      The Toledo Edison Company, Jersey Central Power & Light Company,      Metropolitan Edison Company and Pennsylvania Electric    Company |

| Yes      (X)  No (  ) | FirstEnergy      Corp., Ohio Edison Company, The Cleveland Electric Illuminating Company,      The Toledo Edison Company, Jersey Central Power & Light Company,      Metropolitan Edison Company and Pennsylvania Electric    Company |
|------------------------------------------------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| Yes      (  )  No (X) | FirstEnergy      Solutions Corp.                                                                                                                                                                                                          |

| (  ) | FirstEnergy      Corp.                                                                                                                                                                                                                                |
|----------------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| (X)            | FirstEnergy      Solutions Corp., Ohio Edison Company, The Cleveland Electric Illuminating      Company, The Toledo Edison Company, Jersey Central Power & Light      Company, Metropolitan Edison Company and Pennsylvania Electric      Company |

----

| Large      accelerated filer(X)                                                  | FirstEnergy      Corp.                                                                                                                                                                                                                                |
|----------------------------------------------------------------------------------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| Accelerated      filer(  )                                             | N/A                                                                                                                                                                                                                                                   |
| Non-accelerated      filer (do not check if      a smaller reporting company)(X) | FirstEnergy      Solutions Corp., Ohio Edison Company, The Cleveland Electric Illuminating      Company, The Toledo Edison Company, Jersey Central Power & Light      Company, Metropolitan Edison Company and Pennsylvania Electric      Company |
| Smaller      reporting company(  )                                     | N/A                                                                                                                                                                                                                                                   |

| Yes      (  )      No (X) | FirstEnergy      Corp., FirstEnergy Solutions Corp., Ohio Edison Company, The Cleveland      Electric Illuminating Company, The Toledo Edison Company, Jersey Central      Power & Light Company, Metropolitan Edison Company, and Pennsylvania      Electric Company |
|-------------------------------------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|                                                           |   | OUTSTANDING                  |
|----------------------------------------------------------------|--------|------------------------------|
| CLASS                                                          |   | AS      OF FEBRUARY 24, 2009 |
| FirstEnergy Corp., $.10 par      value                         |   | 304,835,407                  |
| FirstEnergy      Solutions Corp., no par value                 |   | 7                            |
| Ohio      Edison Company, no par value                         |   | 60                           |
| The      Cleveland Electric Illuminating Company, no par value |   | 67,930,743                   |
| The      Toledo Edison Company, $5 par value                   |   | 29,402,054                   |
| Jersey      Central Power & Light Company, $10 par value   |   | 13,628,447                   |
| Metropolitan      Edison Company, no par value                 |   | 859,500                      |
| Pennsylvania      Electric Company, $20 par value              |   | 4,427,577                    |

----

|                                                         |   | PART      OF FORM 10-K INTO WHICH |
|--------------------------------------------------------------|--------|-----------------------------------|
| DOCUMENT                                                     |   | DOCUMENT      IS INCORPORATED     |
|                                                         |   |                              |
| FirstEnergy      Corp. Annual Report to Stockholders for     |   |                              |
| the      fiscal year ended December 31, 2008            |   | Part      II                      |
|                                                         |   |                              |
| Proxy      Statement for 2009 Annual Meeting of Stockholders |   |                              |
| to      be held May 19, 2009                            |   | Part      III                     |

----

|   | · | the      speed and nature of increased competition in the electric utility industry      and legislative and regulatory changes affecting how generation rates will      be determined following the expiration of existing rate plans in Ohio and      Pennsylvania, |
|--------|--------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|   | · | the impact of the PUCO’s regulatory      process on the Ohio Companies associated with the ESP and MRO filings,      including any resultant mechanism under which the Ohio Companies may not      fully recover costs (including, but not limited to, costs of generation      supply procured by the Ohio Companies, Regulatory Transition Charges and      fuel charges), or the outcome of any competitive generation procurement      process inOhio, |
|--------|--------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|   | · | economic      or weather conditions affecting future sales and      margins, |
|--------|--------|------------------------------------------------------------------------------|

|   | · | changes      in markets for energy services, |
|--------|--------|----------------------------------------------|

|   | · | changing      energy and commodity market prices and  availability, |
|--------|--------|---------------------------------------------------------------------|

|   | · | replacement      power costs being higher than anticipated or inadequately      hedged, |
|--------|--------|-----------------------------------------------------------------------------------------|

|   | · | the      continued ability of FirstEnergy’s regulated utilities to collect      transition and other charges or to recover increased transmission      costs, |
|--------|--------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|   | · | maintenance      costs being higher thananticipated, |
|--------|--------|------------------------------------------------------|

|   | · | other      legislative and regulatory changes, revised environmental requirements,      including possible GHG emissionregulations, |
|--------|--------|-------------------------------------------------------------------------------------------------------------------------------------|

|   | · | the      potential impact of the U.S. Court of Appeals’ July 11, 2008 decision      requiring revisions to the CAIR rules and the scope of any laws, rules or      regulations that may ultimately take their  place, |
|--------|--------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|   | · | the      uncertainty of the timing and amounts of the capital expenditures needed      to, among other things, implement the Air Quality Compliance Plan      (including that such amounts could be higher than anticipated or that      certain generating units may need to be shut down) or levels of emission      reductions related to the Consent Decree resolving the NSR litigation or      other potential regulatoryinitiatives, |
|--------|--------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|   | · | adverse      regulatory or legal decisions and outcomes (including, but not limited to,      the revocation of necessary licenses or operating permits and oversight)      by the NRC (including, but not limited to, the Demand for Information      issued to FENOC on May 14,2007), |
|--------|--------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|   | · | the      timing and outcome of various proceedings before the PUCO (including, but      not limited to, the ESP and MRO proceedings as well as the distribution      rate cases and the generation supply plan filing for the Ohio Companies      and the successful resolution of the issues remanded to the PUCO by the      Ohio Supreme Court regarding the RSP and RCP, including the recovery of      deferred fuel costs), |
|--------|--------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|   | · | Met-Ed’s      and Penelec’s transmission service charge filings with the PPUC as well as      the resolution of the Petitions for Review filed with the Commonwealth      Court of Pennsylvania with respect to the transition rate plan for Met-Ed      and Penelec, |
|--------|--------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|   | · | the      continuing availability of generating units and their ability to operate      at or near full capacity, |
|--------|--------|------------------------------------------------------------------------------------------------------------------|

|   | · | the      ability to comply with applicable state and federal reliability      standards, |
|--------|--------|------------------------------------------------------------------------------------------|

|   | · | the      ability to accomplish or realize anticipated benefits from strategic goals      (including employee workforceinitiatives), |
|--------|--------|-------------------------------------------------------------------------------------------------------------------------------------|

|   | · | the      ability to improve electric commodity margins and to experience growth in      the distribution business, |
|--------|--------|--------------------------------------------------------------------------------------------------------------------|

|   | · | the      changing market conditions that could affect the value of assets held in      the registrants’ nuclear decommissioning trusts, pension trusts and other      trust funds, and cause FirstEnergy to make additional contributions      sooner, or in an amount that is larger than currently      anticipated, |
|--------|--------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|   | · | the      ability to access the public securities and other capital and credit      markets in accordance with FirstEnergy’s financing plan and the cost of      such capital, |
|--------|--------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|   | · | changes      in general economic conditions affecting the  registrants, |
|--------|--------|-------------------------------------------------------------------------|

|   | · | the      state of the capital and credit markets affecting the      registrants, |
|--------|--------|----------------------------------------------------------------------------------|

|   | · | interest      rates and any actions taken by credit rating agencies that could      negatively affect the registrants’ access to financing or its costs and      increase requirements to post additional collateral to support outstanding      commodity positions, LOCs and other financial  guarantees, |
|--------|--------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|   | · | the      continuing decline of the national and regional economy and its impact on      the registrants’ major industrial and commercial  customers, |
|--------|--------|------------------------------------------------------------------------------------------------------------------------------------------------------------|

|   | · | issues      concerning the soundness of financial institutions and counterparties with      which the registrants do business,and |
|--------|--------|-----------------------------------------------------------------------------------------------------------------------------------|

|   | · | the      risks and other factors discussed from time to time in the registrants’      SEC filings, and other similarfactors. |
|--------|--------|------------------------------------------------------------------------------------------------------------------------------------|

----

| ATSI                                                                                                                                              | American Transmission Systems,      Inc., owns and operates transmission facilities                                                                                                                                   |
|---------------------------------------------------------------------------------------------------------------------------------------------------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| CEI                                                                                                                                               | The      Cleveland Electric Illuminating Company, an Ohio electric utility      operating subsidiary                                                                                                                  |
| Centerior                                                                                                                                         | Centerior Energy Corporation,      former parent of CEI and TE, which merged with OE to      form   FirstEnergy on November 8,      1997                                                               |
| FENOC                                                                                                                                             | FirstEnergy Nuclear Operating      Company, operates nuclear generating facilities                                                                                                                                    |
| FES                                                                                                                                               | FirstEnergy Solutions Corp.,      provides energy-related products and services                                                                                                                                       |
| FESC                                                                                                                                              | FirstEnergy      Service Company, provides legal, financial and other corporate support      services                                                                                                                 |
| FEV                                                                                                                                               | FirstEnergy Ventures Corp.,      invests in certain unregulated enterprises and business      ventures                                                                                                                |
| FGCO                                                                                                                                              | FirstEnergy Generation Corp., owns      and operates non-nuclear generating facilities                                                                                                                                |
| FirstEnergy                                                                                                                                       | FirstEnergy Corp., a public      utility holding company                                                                                                                                                              |
| GPU                                                                                                                                               | GPU, Inc., former parent of      JCP&L, Met-Ed and Penelec, which merged with FirstEnergy      on   November 7,      2001                                                                     |
| JCP&L                                                                                                                                         | Jersey Central Power & Light      Company, a New      Jersey electric      utility operating subsidiary                                                                                                           |
| JCP&L      Transition   Funding                                                                                                | JCP&L Transition Funding LLC,      a Delaware limited liability company and      issuer of transition bonds                                                                                                       |
| JCP&L      Transition   Funding      II                                                                                        | JCP&L Transition Funding II      LLC, a Delaware limited liability company and issuer of      transition   bonds                                                                                   |
| Met-Ed                                                                                                                                            | Metropolitan Edison Company, a      Pennsylvania electric utility operating      subsidiary                                                                                                                           |
| MYR                                                                                                                                               | MYR Group, Inc., a utility      infrastructure construction service company                                                                                                                                           |
| NGC                                                                                                                                               | FirstEnergy Nuclear Generation      Corp., owns nuclear generating facilities                                                                                                                                         |
| OE                                                                                                                                                | Ohio Edison Company, an      Ohio electric utility operating      subsidiary                                                                                                                                          |
| Ohio    Companies                                                                                                                                 | CEI, OE and    TE                                                                                                                                                                                                     |
| Penelec                                                                                                                                           | Pennsylvania Electric Company, a      Pennsylvania electric utility operating      subsidiary                                                                                                                         |
| Penn                                                                                                                                              | Pennsylvania Power Company, a      Pennsylvania electric utility operating      subsidiary of OE                                                                                                                      |
| Pennsylvania      Companies                                                                                                                       | Met-Ed, Penelec and      Penn                                                                                                                                                                                         |
| Shelf      Registrants                                                                                                                            | OE, CEI, TE, JCP&L, Met-Ed and      Penelec                                                                                                                                                                       |
| Shippingport                                                                                                                                      | Shippingport Capital Trust, a      special purpose entity created by CEI and TE in  1997                                                                                                                              |
| Signal Peak                                                                                                                                  | A joint venture between      FirstEnergy Ventures Corp. and Boich Companies, that owns mining      and   coal transportation operations      near Roundup, Montana, formerly known as Bull    Mountain |
| TE                                                                                                                                                | The Toledo Edison Company, an      Ohio electric utility operating      subsidiary                                                                                                                                    |
| Utilities                                                                                                                                         | OE, CEI, TE, Penn, JCP&L,      Met-Ed and Penelec                                                                                                                                                                 |
| Waverly                                                                                                                                           | The Waverly Power and Light      Company, a wholly owned subsidiary of Penelec                                                                                                                                        |
|                                                                                                                                              |                                                                                                                                                                                                                  |
|       The following abbreviations and      acronyms are used to identify frequently used terms in this      report: |
|                                                                                                                                              |                                                                                                                                                                                                                  |
| ACO                                                                                                                                               | Administrative      Consent Order                                                                                                                                                                                     |
| AEP                                                                                                                                               | American Electric Power Company,      Inc.                                                                                                                                                                            |
| ALJ                                                                                                                                               | Administrative Law      Judge                                                                                                                                                                                         |
| AMP-Ohio                                                                                                                                          | American Municipal Power -      Ohio                                                                                                                                                                                  |
| AQC                                                                                                                                               | Air Quality      Control                                                                                                                                                                                              |
| BGS                                                                                                                                               | Basic Generation      Service                                                                                                                                                                                         |
| CAA                                                                                                                                               | Clean Air    Act                                                                                                                                                                                                      |
| CAIR                                                                                                                                              | Clean Air Interstate      Rule                                                                                                                                                                                        |
| CAMR                                                                                                                                              | Clean Air Mercury      Rule                                                                                                                                                                                           |
| CAVR                                                                                                                                              | Clean Air Visibility      Rule                                                                                                                                                                                        |
| CBP                                                                                                                                               | Competitive Bid      Process                                                                                                                                                                                          |
| CO2                                                                                                                                               | Carbon    Dioxide                                                                                                                                                                                                     |
| CTC                                                                                                                                               | Competitive Transition      Charge                                                                                                                                                                                    |
| DFI                                                                                                                                               | Demand for      Information                                                                                                                                                                                           |
| DOE                                                                                                                                               | United States Department of      Energy                                                                                                                                                                               |
| DOJ                                                                                                                                               | United States Department of      Justice                                                                                                                                                                              |
| DRA                                                                                                                                               | Division of Ratepayer      Advocate                                                                                                                                                                                   |
| ECAR                                                                                                                                              | East Central Area Reliability      Coordination Agreement                                                                                                                                                             |
| EIS                                                                                                                                               | Energy IndependenceStrategy                                                                                                                                                                                           |
| EMP                                                                                                                                               | Energy Master      Plan                                                                                                                                                                                               |
| EPA                                                                                                                                               | United States Environmental Protection      Agency                                                                                                                                                                    |
| EPACT                                                                                                                                             | Energy Policy Act of      2005                                                                                                                                                                                        |
| EPRI                                                                                                                                              | Electric Power Research      Institute                                                                                                                                                                                |
| ERO                                                                                                                                               | Electric Reliability      Organization                                                                                                                                                                                |
| ESP                                                                                                                                               | Electric      Security Plan                                                                                                                                                                                           |
| FASB                                                                                                                                              | Financial Accounting Standards      Board                                                                                                                                                                             |
| FERC                                                                                                                                              | Federal Energy Regulatory      Commission                                                                                                                                                                             |

----

| FMB           | First Mortgage      Bond                                                                                                                                                                            |
|---------------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| FPA           | Federal Power      Act                                                                                                                                                                              |
| GHG           | Greenhouse      Gases                                                                                                                                                                               |
| IRS           | Internal Revenue      Service                                                                                                                                                                       |
| ISO           | Independent System      Operator                                                                                                                                                                    |
| kV            | Kilovolts                                                                                                                                                                                           |
| KWH           | Kilowatt-hours                                                                                                                                                                                      |
| LED           | Light-emitting      Diode                                                                                                                                                                           |
| MEW           | Mission      Energy Westside, Inc.                                                                                                                                                                  |
| MISO          | Midwest Independent Transmission      System Operator, Inc.                                                                                                                                         |
| Moody’s | Moody’s Investors Service,      Inc.                                                                                                                                                          |
| MRO           | Market      Rate Offer                                                                                                                                                                              |
| MW            | Megawatts                                                                                                                                                                                           |
| MWH           | Megawatt-hour                                                                                                                                                                                       |
| NAAQS         | National Ambient Air Quality      Standards                                                                                                                                                         |
| NERC          | North American Electric      Reliability Corporation                                                                                                                                                |
| NJBPU         | New Jersey Board of Public      Utilities                                                                                                                                                           |
| NOV           | Notice of      Violation                                                                                                                                                                            |
| NOX           | Nitrogen    Oxide                                                                                                                                                                                   |
| NRC           | Nuclear Regulatory      Commission                                                                                                                                                                  |
| NSR           | New Source      Review                                                                                                                                                                              |
| NUG           | Non-Utility      Generation                                                                                                                                                                         |
| NUGC          | Non-Utility Generation      Charge                                                                                                                                                                  |
| OCA           | Office of Consumer      Advocate                                                                                                                                                                    |
| OSBA          | Office of Small Business      Advocate                                                                                                                                                              |
| OVEC          | Ohio Valley Electric      Corporation                                                                                                                                                               |
| PJM           | PJM Interconnection L. L.      C.                                                                                                                                                                   |
| PLR           | Provider of Last      Resort; an electric      utility’s obligation to provide generation service to      customers   whose      alternative supplier fails to deliver service |
| PPUC          | Pennsylvania Public Utility      Commission                                                                                                                                                         |
| PRP           | Potentially Responsible      Party                                                                                                                                                                  |
| PSA           | Power Supply      Agreement                                                                                                                                                                         |
| PUCO          | Public Utilities Commission of      Ohio                                                                                                                                                            |
| PUHCA         | Public Utility Holding Company Act      of 1935                                                                                                                                                     |
| RCP           | Rate Certainty      Plan                                                                                                                                                                            |
| RECB          | Regional Expansion Criteria and      Benefits                                                                                                                                                       |
| RFP           | Request for      Proposal                                                                                                                                                                           |
| RSP           | Rate Stabilization      Plan                                                                                                                                                                        |
| RTC           | Regulatory Transition      Charge                                                                                                                                                                   |
| RTO           | Regional Transmission      Organization                                                                                                                                                             |
| S&P       | Standard & Poor’s Ratings      Service                                                                                                                                                    |
| SBC           | Societal Benefits      Charge                                                                                                                                                                       |
| SEC           | U.S. Securities and Exchange      Commission                                                                                                                                                        |
| SECA          | Seams Elimination Cost      Adjustment                                                                                                                                                              |
| SFAS          | Statement of Financial Accounting      Standards                                                                                                                                                    |
| SFAS 71       | SFAS No. 71, "Accounting for the      Effects of Certain Types of Regulation"                                                                                                                       |
| SFAS 101      | SFAS No. 101, "Accounting for      Discontinuation of Application of SFAS 71"                                                                                                                       |
| SIP           | State Implementation Plan(s) Under      the Clean Air Act                                                                                                                                           |
| SNCR          | Selective Non-Catalytic      Reduction                                                                                                                                                              |
| SO2           | Sulfur    Dioxide                                                                                                                                                                                   |
| TMI-1         | Three Mile Island Unit 1                                                                                                                                                                            |
| TMI-2         | Three Mile Island Unit 2                                                                                                                                                                            |
| TSC           | Transmission Service      Charge                                                                                                                                                                    |

----

|                                                                                                                                                              | Page   |
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|
| Part      I                                                                                                                                                       |   |
| Item      1.    Business                                                                                                                      |   |
| The      Company                                                                                                                                                  | 1-2    |
| Utility      Regulation                                                                                                                                           | 2-11   |
| Regulatory      Accounting                                                                                                                                        | 3      |
| Reliability      Initiatives                                                                                                                                      | 3-4    |
| PUCO      Rate Matters                                                                                                                                            | 4-5    |
| PPUC      Rate Matters                                                                                                                                            | 6-7    |
| NJBPU      Rate Matters                                                                                                                                           | 7-8    |
| FERC      Rate Matters                                                                                                                                            | 8-11   |
| Capital      Requirements                                                                                                                                         | 11-13  |
| Nuclear      Operating Licenses                                                                                                                                   | 13-14  |
| Nuclear      Regulation                                                                                                                                           | 14     |
| Nuclear      Insurance                                                                                                                                            | 14-15  |
| Environmental      Matters                                                                                                                                        | 15-19  |
| Fuel      Supply                                                                                                                                                  | 19-20  |
| System      Demand                                                                                                                                                | 20     |
| Supply      Plan                                                                                                                                                  | 20     |
| Regional      Reliability                                                                                                                                         | 21     |
| Competition                                                                                                                                                       | 21     |
| Research      and Development                                                                                                                                     | 21     |
| Executive      Officers                                                                                                                                           | 22     |
| Employees                                                                                                                                                         | 23     |
| FirstEnergy      Web Site                                                                                                                                         | 23     |
|                                                                                                                                                              |   |
| Item      1A.  Risk Factors                                                                                                                                  | 23-36  |
|                                                                                                                                                              |   |
| Item      1B.  Unresolved Staff Comments                                                                                                                     | 36     |
|                                                                                                                                                              |   |
| Item 2.          Properties                                                                                                              | 36-38  |
|                                                                                                                                                              |   |
| Item 3.          Legal Proceedings                                                                                                       | 38     |
|                                                                                                                                                              |   |
| Item 4.          Submission of Matters to a Vote of Security Holders                                                                     | 38     |
|                                                                                                                                                              |   |
| Part      II                                                                                                                                                      |   |
| Item 5.          Market for Registrant’s Common Equity, Related Stockholder Matters and      Issuer Purchases of Equity Securities | 38-39  |
|                                                                                                                                                              |   |
| Item 6.          Selected Financial Data                                                                                                 | 39     |
|                                                                                                                                                              |   |
| Item 7.          Management’s Discussion and Analysis of Financial Condition and      Results of Operations                        | 39     |
|                                                                                                                                                              |   |
| Item 7A.       Quantitative and Qualitative Disclosures About Market Risk                                                                               | 39     |
|                                                                                                                                                              |   |
| Item 8.          Financial Statements and Supplementary Data                                                                             | 39     |
|                                                                                                                                                              |   |
| Item 9.          Changes In and Disagreements with Accountants on Accounting and Financial      Disclosure                               | 39     |
|                                                                                                                                                              |   |
| Item 9A.       Controls and Procedures                                                                                                                  | 39-40  |
|                                                                                                                                                              |   |
| Item 9A(T).  Controls      and Procedures                                                                                                          | 40     |
|                                                                                                                                                              |   |
| Item      9B.  Other Information                                                                                                                             | 40     |
|                                                                                                                                                              |   |
| Part      III                                                                                                                                                     |   |
| Item 10.        Directors, Executive Officers and Corporate Governance                                                                             | 41     |
|                                                                                                                                                              |   |
| Item 11.   Executive      Compensation                                                                                                        | 41     |
|                                                                                                                                                              |   |
| Item 12.   Security      Ownership of Certain Beneficial Owners and Management and      RelatedStockholder      Matters                       | 41     |
|                                                                                                                                                              |   |
| Item 13.   Certain      Relationships and Related Transactions, and Director      Independence                                                | 41     |
|                                                                                                                                                              |   |
| Item      14.   Principal Accounting Fees andServices                                                                                              | 41     |
|                                                                                                                                                              |   |
| Part      IV                                                                                                                                                      |   |
| Item 15.   Exhibits,      Financial Statement Schedules                                                                                       | 42-88  |

----

----

----

|   | · | are      established by a third-party regulator with the authority to set rates      that bind customers; |
|--------|--------|-----------------------------------------------------------------------------------------------------------|

|   | · | are      cost-based; and |
|--------|--------|--------------------------|

|   | · | can      be charged to and collected fromcustomers. |
|--------|--------|-----------------------------------------------------|

|   | · | restructuring      the electric generation business and allowing the Utilities' customers to      select a competitive electric generation supplier other than the      Utilities; |
|--------|--------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|   | · | establishing      or defining the PLR obligations to customers in the Utilities' service      areas; |
|--------|--------|------------------------------------------------------------------------------------------------------|

|   | · | providing      the Utilities with the opportunity to recover potentially stranded      investment (or transition costs) not otherwise recoverable in a      competitive generation market; |
|--------|--------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|   | · | itemizing      (unbundling) the price of electricity into its component elements –      including generation, transmission, distribution and stranded costs      recovery charges; |
|--------|--------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|   | · | continuing      regulation of the Utilities' transmission and distribution systems;      and |
|--------|--------|----------------------------------------------------------------------------------------------|

|   | · | requiring      corporate separation of regulated and unregulated business      activities. |
|--------|--------|--------------------------------------------------------------------------------------------|

----

----

----

|   | · | power      acquired by utilities to serve customers after rate caps expire will be      procured through a competitive procurement process that must include a mix      of long-term and short-term contracts and spot market      purchases; |
|--------|--------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|   | · | the      competitive procurement process must be approved by the PPUC and may      include auctions, RFPs, and/or bilateral  agreements; |
|--------|--------|------------------------------------------------------------------------------------------------------------------------------------------|

|   | · | utilities      must provide for the installation of smart meter technology within 15      years; |
|--------|--------|--------------------------------------------------------------------------------------------------|

----

|   | · | a      minimum reduction in peak demand of 4.5% by May 31,  2013; |
|--------|--------|-------------------------------------------------------------------|

|   | · | minimum      reductions in energy consumption of 1% and 3% by May 31, 2011 and May 31,      2013, respectively; and |
|--------|--------|---------------------------------------------------------------------------------------------------------------------|

|   | · | an      expanded definition of alternative energy to include additional types of      hydroelectric and biomassfacilities. |
|--------|--------|----------------------------------------------------------------------------------------------------------------------------|

----

|   | · | maximize      energy efficiency to achieve a 20% reduction in energy consumption by      2020; |
|--------|--------|------------------------------------------------------------------------------------------------|

|   | · | reduce      peak demand for electricity by 5,700 MW by2020; |
|--------|--------|-------------------------------------------------------------|

|   | · | meet      30% of the state’s electricity needs with renewable energy by      2020; |
|--------|--------|------------------------------------------------------------------------------------------|

|   | · | examine      smart grid technology and develop additional cogeneration and other      generation resources consistent with the state’s greenhouse gas targets;      and |
|--------|--------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|   | · | invest      in innovative clean energy technologies and businesses to stimulate the      industry’s growth in New Jersey. |
|--------|--------|---------------------------------------------------------------------------------------------------------------------------------|

----

----

----

|                                                                                                                                                                                                  |   | 2008               |   |   | Capital      Expenditures Forecast |   |
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|--------------------|--------|--------|------------------------------------|--------|
|                                                                                                                                                                                                  |   | Actual(1)          |   |   | 2009                               |   |   | 2010-2013 |   |   | Total |   |
|                                                                                                                                                                                                  |   | (In      millions) |   |
| OE                                                                                                                                                                                                    |   | $                  | 140    |   |                               | $      | 130 |   |   | $ | 600 |   |   | $ | 730 |   |
| Penn                                                                                                                                                                                                  |   |               | 35     |   |                               |   | 22 |   |   |   | 112 |   |   |   | 134 |   |
| CEI                                                                                                                                                                                                   |   |               | 139    |   |                               |   | 103 |   |   |   | 494 |   |   |   | 597 |   |
| TE                                                                                                                                                                                                    |   |               | 57     |   |                               |   | 48 |   |   |   | 202 |   |   |   | 250 |   |
| JCP&L                                                                                                                                                                                             |   |               | 177    |   |                               |   | 160 |   |   |   | 812 |   |   |   | 972 |   |
| Met-Ed                                                                                                                                                                                                |   |               | 108    |   |                               |   | 97 |   |   |   | 447 |   |   |   | 544 |   |
| Penelec                                                                                                                                                                                               |   |               | 129    |   |                               |   | 122 |   |   |   | 484 |   |   |   | 606 |   |
| ATSI                                                                                                                                                                                                  |   |               | 46     |   |                               |   | 39 |   |   |   | 177 |   |   |   | 216 |   |
| FGCO                                                                                                                                                                                                  |   |               | 1,037  |   |                               |   | 635 |   |   |   | 1,373 |   |   |   | 2,008 |   |
| NGC                                                                                                                                                                                                   |   |               | 115    |   |                               |   | 243 |   |   |   | 1,323 |   |   |   | 1,566 |   |
| Other      subsidiaries                                                                                                                                                                               |   |               | 167    |   |                               |   | 58 |   |   |   | 458 |   |   |   | 516 |   |
| Total                                                                                                                                                                                                 |   | $                  | 2,150  |   |                               | $      | 1,657 |   |   | $ | 6,482 |   |   | $ | 8,139 |   |
|                                                                                                                                                                                                  |   |               |   |   |                               |   |   |   |   |   |   |   |   |   |   |   |
| (1) Excludes      nuclear fuel, the purchase of lessor equity interests in Beaver Valley      Unit 2 and Perry ($438 million),      and the acquisition of Signal Peak ($125 million). |   |

|                                                                                                 |   | Long-Term      Debt Redemption Schedule |   |
|------------------------------------------------------------------------------------------------------|--------|-----------------------------------------|--------|
|                                                                                                 |   | 2009                                    |   |   |   | 2010-2013 |   |   | Total |   |
|                                                                                                 |   | (In      millions)                      |   |
|                                                                                                 |   |                                    |   |   |   |   |   |   |   |   |
| FirstEnergy                                                                                          |   | $                                       | -      |   |   | $ | 1,500 |   |   | $ | 1,500 |   |
| FES                                                                                                  |   |                                    | 42     |   |   |   | 254 |   |   |   | 296 |   |
| OE                                                                                                   |   |                                    | -      |   |   |   | 1 |   |   |   | 1 |   |
| Penn(1)                                                                                              |   |                                    | 1      |   |   |   | 5 |   |   |   | 6 |   |
| CEI(2)                                                                                               |   |                                    | 150    |   |   |   | 300 |   |   |   | 450 |   |
| JCP&L                                                                                            |   |                                    | 29     |   |   |   | 133 |   |   |   | 162 |   |
| Met-Ed                                                                                               |   |                                    | -      |   |   |   | 250 |   |   |   | 250 |   |
| Penelec                                                                                              |   |                                    | 100    |   |   |   | 59 |   |   |   | 159 |   |
| Other                                                                                                |   |                                    | 1      |   |   |   | 64 |   |   |   | 65 |   |
| Total                                                                                                |   | $                                       | 323    |   |   | $ | 2,566 |   |   | $ | 2,889 |   |
|                                                                                                 |   |                                    |   |   |   |   |   |   |   |   |   |   |
| (1) Penn      has an additional $63 million due to associated companies in      2010-2013. |   |
| (2)      CEI has an additional $85 million due to associated companies      in 2010-2013.       |   |

----

|                                                                                                                                                                                                                                                                                                                                           |   | Net      Operating Lease Commitments |   |
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|--------------------------------------|--------|
|                                                                                                                                                                                                                                                                                                                                           |   | 2009                                 |   |   |   | 2010-2013 |   |   | Total |   |
|                                                                                                                                                                                                                                                                                                                                           |   | (In      millions)                   |   |
|                                                                                                                                                                                                                                                                                                                                           |   |                                 |   |   |   |   |   |   |   |   |
| OE                                                                                                                                                                                                                                                                                                                                             |   | $                                    | 103    |   |   | $ | 390 |   |   | $ | 493 |   |
| CEI(1)                                                                                                                                                                                                                                                                                                                                         |   |                                 | (38    | ) |   |   | (196 | ) |   |   | (234 | ) |
| TE                                                                                                                                                                                                                                                                                                                                             |   |                                 | 41     |   |   |   | 134 |   |   |   | 175 |   |
| JCP&L                                                                                                                                                                                                                                                                                                                                      |   |                                 | 8      |   |   |   | 15 |   |   |   | 23 |   |
| Met-Ed                                                                                                                                                                                                                                                                                                                                         |   |                                 | 4      |   |   |   | 7 |   |   |   | 11 |   |
| Penelec                                                                                                                                                                                                                                                                                                                                        |   |                                 | 4      |   |   |   | 5 |   |   |   | 9 |   |
| FESC                                                                                                                                                                                                                                                                                                                                           |   |                                 | 8      |   |   |   | 34 |   |   |   | 42 |   |
| FGCO                                                                                                                                                                                                                                                                                                                                           |   |                                 | 176    |   |   |   | 787 |   |   |   | 963 |   |
| NGC(2)                                                                                                                                                                                                                                                                                                                                         |   |                                 | (103   | ) |   |   | (413 | ) |   |   | (516 | ) |
| Total                                                                                                                                                                                                                                                                                                                                          |   | $                                    | 203    |   |   | $ | 763 |   |   | $ | 966 |   |
|                                                                                                                                                                                                                                                                                                                                           |   |                                 |   |   |   |   |   |   |   |   |   |   |
| (1) Reflects CEI's investment in      Shippingport that purchased lease obligations bonds  issued on behalf of lessors in      Bruce Mansfield Units 1, 2 and 3 sale and leaseback      transactions. Effective October 16, 2007, CEI and TE assigned their      leasehold interests in the Bruce Mansfield Plant to      FGCO. |   |
| (2)  Reflects NGC’s purchase of lessor      equity interests in Beaver Valley Unit 2 and Perry in the second quarter      of 2008.                                                                                                                                                                                                  |   |

----

| Company                              |   | Type                       |   | Maturity          |   | Commitment         |   |   | AvailableLiquidity      as ofJanuary 31,      2009 |   |
|--------------------------------------|--------|----------------------------|--------|-------------------|--------|--------------------|--------|--------|---------------------------------------------------------|--------|
|                                 |   |                       |   |              |   | (In      millions) |   |
| FirstEnergy(1)                       |   | Revolving                  |   | Aug.      2012    |   | $                  | 2,750  |   |                                                    | $      | 405 |   |
| FirstEnergy      and FES             |   | Revolving                  |   | May      2009     |   |               | 300    |   |                                                    |   | 300 |   |
| FirstEnergy                          |   | Bank      lines            |   | Various(2)        |   |               | 120    |   |                                                    |   | 20 |   |
| FGCO                                 |   | Term      loan             |   | Oct.      2009(3) |   |               | 300    |   |                                                    |   | 300 |   |
| Ohio      and Pennsylvania Companies |   | Receivables      financing |   | Various(4)        |   |               | 550    |   |                                                    |   | 469 |   |
|                                 |   |                       |   | Subtotal          |   | $                  | 4,020  |   |                                                    | $      | 1,494 |   |
|                                 |   |                       |   | Cash              |   |               | -      |   |                                                    |   | 1,110 |   |
|                                 |   |                       |   | Total             |   | $                  | 4,020  |   |                                                    | $      | 2,604 |   |

|   | (1) | FirstEnergy      Corp. and subsidiary borrowers. |
|--------|-----|--------------------------------------------------|

|   | (2) | $100 million      matures November 30, 2009; $20 million uncommitted line of credit      with no maturity date. |
|--------|-----|---------------------------------------------------------------------------------------------------------------------------|

|   | (3) | Drawn      amounts are payable within 30 days and may not be    re-borrowed. |
|--------|-----|------------------------------------------------------------------------------|

|   | (4) | $370 million      expires February 22, 2010; $180 million expires      December 18, 2009. |
|--------|-----|--------------------------------------------------------------------------------------------------------------------|

|  Station             |  In-Service      Date | Current      LicenseExpiration |
|---------------------------|----------------------------|--------------------------------|
| Beaver Valley      Unit 1 | 1976                       | 2016                           |
| Beaver Valley      Unit 2 | 1987                       | 2027                           |
| Perry                     | 1986                       | 2026                           |
| Davis-Besse               | 1977                       | 2017                           |

----

----

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| Name                         |   | Age            |   | Positions      Held During Past Five Years                                                                                                                                                                                                                                   |   | Dates                                         |
|------------------------------|--------|----------------|--------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|-----------------------------------------------|
| A.      J. Alexander         |   | 57             |   | President      and Chief Executive Officer                                                                                                                                                                                                                                   |   | 2004-present                                  |
|                         |   |           |   | President      and Chief Operating Officer                                                                                                                                                                                                                              |   | *-2004                                        |
| W.      D. Byrd         |   | 54             |   | Vice      President, Corporate Risk & Chief Risk OfficerDirector      – Rates StrategyDirector      – Commodity Supply                                                                                                                                       |   | 2007-present2004-2007*-2004              |
| L.      M. Cavalier          |   | 57             |   | Senior      Vice President – Human ResourcesVice      President – Human Resources                                                                                                                                                                                |   | 2005-present*-2005                            |
|                         |   |           |   |                                                                                                                                                                                                                                                                         |   |                                          |
| M.      T. Clark             |   | 58             |   | Executive      Vice President – Strategic Planning & OperationsSenior      Vice President – Strategic Planning & OperationsVice      President – Business Development                                                                              |   | 2008-present2004-2008*-2004                   |
|                         |   |           |   |                                                                                                                                                                                                                                                                         |   |                                          |
| D.      S. Elliott (B)       |   | 54             |   | President      – Pennsylvania Operations                                                                                                                                                                                                                               |   | 2005-present                                  |
|                         |   |           |   | Senior      Vice President                                                                                                                                                                                                                                                   |   | *-2005                                        |
|                         |   |           |   |                                                                                                                                                                                                                                                                         |   |                                          |
| R.      R. Grigg (A)(B)      |   | 60             |   | Executive      Vice President and President-FirstEnergy Utilities                                                                                                                                                                                                            |   | 2008-present                                  |
|                         |   |           |   | Executive      Vice President and Chief Operating Officer                                                                                                                                                                                                                    |   | 2004-2008                                     |
|   J.      J. Hagan |   |   58 |   | President      and Chief Executive Officer – WE Generation President      and Chief Nuclear Officer – FENOCSenior      Vice President and Chief Operating Officer – FENOCSenior      Vice President - FENOC                                      |   | *-2004 2007-present2005-2007*-2005  |
| C.      E. Jones (A)(B)      |   | 53             |   | Senior      Vice President – Energy Delivery & Customer Service (E)President      – FirstEnergy SolutionsSenior      Vice President – Energy Delivery & Customer Service                                                                           |   | 2009-present2007-2009*-2007              |
| C.      D. Lasky (D)         |   | 46             |   | Vice      President – Fossil Operations                                                                                                                                                                                                                                |   | 2008-present                                  |
|                         |   |           |   | Vice      President – Fossil Operations & Air Quality Compliance                                                                                                                                                                                                   |   | 2004-2008                                     |
|                         |   |           |   | Plant      Director                                                                                                                                                                                                                                                          |   | *-2004                                        |
|                         |   |           |   |                                                                                                                                                                                                                                                                         |   |                                          |
| G.      R. Leidich           |   | 58             |   | Executive      Vice President & President – FirstEnergy Generation                                                                                                                                                                                                 |   | 2008-present                                  |
|                         |   |           |   | Senior      Vice President – OperationsPresident      and Chief Nuclear Officer – FENOC                                                                                                                                                                          |   | 2007-2008*-2007                               |
|                         |   |           |   |                                                                                                                                                                                                                                                                         |   |                                          |
| D.      C. Luff              |   | 61             |   | Senior      Vice President – Governmental Affairs                                                                                                                                                                                                                      |   | 2007-present                                  |
|                         |   |           |   | Vice      President                                                                                                                                                                                                                                                          |   | *-2007                                        |
|                         |   |           |   |                                                                                                                                                                                                                                                                         |   |                                          |
| R.      H. Marsh (A)(B)(D)   |   | 58             |   | Senior      Vice President and Chief Financial Officer                                                                                                                                                                                                                       |   | *-present                                     |
|                         |   |           |   |                                                                                                                                                                                                                                                                         |   |                                          |
| S.      E. Morgan (C)(F)     |   | 58             |   | President      – JCP&LVice      President – Energy Delivery                                                                                                                                                                                                  |   | 2004-present*-2004                            |
|                         |   |           |   |                                                                                                                                                                                                                                                                         |   |                                          |
| J.      M. Murray (A)(G)     |   | 62             |   | President      – Ohio OperationsRegional      President – Toledo Edison CompanyRegional      President – West                                                                                                                                              |   | 2005-present2004-2005*-2004                   |
|                         |   |           |   |                                                                                                                                                                                                                                                                         |   |                                          |
| J.      F. Pearson (A)(B)(D) |   | 54             |   | Vice      President and Treasurer                                                                                                                                                                                                                                            |   | 2006-present                                  |
|                         |   |           |   | TreasurerGroup      Controller – Strategic Planning and OperationsGroup      Controller  – FirstEnergy Solutions                                                                                                                                       |   | 2005-20062004-2005*-2004                      |
|                         |   |           |   |                                                                                                                                                                                                                                                                         |   |                                          |
| D.      R. Schneider (D)     |   | 47             |   | President      – FirstEnergy Solutions (E)Senior      Vice President – Energy Delivery & Customer ServiceVice      President – Energy DeliveryVice      President – Commodity OperationsVice      President  – Fossil Operations |   | 2009-present2007-20092006-20072004-2006*-2004 |
|                         |   |           |   |                                                                                                                                                                                                                                                                         |   |                                          |
| L.L.      Vespoli (A)(B)(D)  |   | 49             |   | Executive      Vice President and General Counsel                                                                                                                                                                                                                            |   | 2008-present                                  |
|                         |   |           |   | Senior      Vice President and General Counsel                                                                                                                                                                                                                               |   | *-2008                                        |
|                         |   |           |   |                                                                                                                                                                                                                                                                         |   |                                          |
| H.      L. Wagner (A)(B)(D)  |   | 56             |   | Vice      President, Controller and Chief Accounting Officer                                                                                                                                                                                                                 |   | *-present                                     |
|                         |   |           |   |                                                                                                                                                                                                                                                                         |   |                                          |
| T.      M. Welsh             |   | 59             |   | Senior      Vice President – Assistant to CEOSenior      Vice PresidentVice      President                                                                                                                                                                             |   | 2007-present2004-2007*-2004                   |

| (A) Denotes      executive officers of OE, CEI and TE.     |   | (E) Position      effective February 2, 2009.                                   |
|------------------------------------------------------------|--------|---------------------------------------------------------------------------------|
| (B) Denotes      executive officers of Met-Ed and Penelec. |   | (F) Retiring,      September 1, 2009.                                      |
| (C) Denotes      executive officer of JCP&L            |   | (G) Retiring,      June 1, 2009.                                                |
| (D) Denotes      executive officers of FES.                |   | *  Indicates      position held at least since January 1,  2004. |

----

|      |   | Total     |   |   | Bargaining      Unit |   |
|-----------|--------|-----------|--------|--------|----------------------|--------|
|      |   | Employees |   |   | Employees            |   |
| FESC      |   |      | 3,355  |   |                 |   | 250 |   |
| OE        |   |      | 1,328  |   |                 |   | 770 |   |
| CEI       |   |      | 1,010  |   |                 |   | 651 |   |
| TE        |   |      | 445    |   |                 |   | 321 |   |
| Penn      |   |      | 223    |   |                 |   | 165 |   |
| JCP&L |   |      | 1,470  |   |                 |   | 1,113 |   |
| Met-Ed    |   |      | 776    |   |                 |   | 536 |   |
| Penelec   |   |      | 994    |   |                 |   | 664 |   |
| ATSI      |   |      | 43     |   |                 |   | - |   |
| FES       |   |      | 219    |   |                 |   | - |   |
| FGCO      |   |      | 2,006  |   |                 |   | 1,283 |   |
| FENOC     |   |      | 2,829  |   |                 |   | 1,031 |   |
| Total     |   |      | 14,698 |   |                 |   | 6,784 |   |

----

|   | ▪ | changing      weather conditions or seasonality; |
|--------|---------|--------------------------------------------------|

|   | ▪ | changes      in electricity usage by ourcustomers; |
|--------|---------|----------------------------------------------------|

|   | ▪ | illiquidity      in wholesale power and othermarkets; |
|--------|---------|-------------------------------------------------------|

|   | ▪ | transmission      congestion or transportation constraints, inoperability or      inefficiencies; |
|--------|---------|---------------------------------------------------------------------------------------------------|

|   | ▪ | availability      of competitively priced alternative energy  sources; |
|--------|---------|------------------------------------------------------------------------|

|   | ▪ | changes      in supply and demand for energycommodities; |
|--------|---------|----------------------------------------------------------|

|   | ▪ | changes      in power production capacity; |
|--------|---------|--------------------------------------------|

|   | ▪ | outages      at our power production facilities or those of our      competitors; |
|--------|---------|-----------------------------------------------------------------------------------|

|   | ▪ | changes      in production and storage levels of natural gas, lignite, coal, crude oil      and refined products; and |
|--------|---------|-----------------------------------------------------------------------------------------------------------------------|

|   | ▪ | natural      disasters, wars, acts of sabotage, terrorist acts, embargoes and other      catastrophic events. |
|--------|---------|---------------------------------------------------------------------------------------------------------------|

----

----

|   | ▪ | the      potential harmful effects on the environment and human health resulting      from unplanned radiological releases associated with the operation of our      nuclear facilities and the storage, handling and disposal of radioactive      materials; |
|--------|---------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|   | ▪ | limitations      on the amounts and types of insurance commercially available to cover      losses that might arise in connection with our nuclear operations or those      of others in the United States; |
|--------|---------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

|   | ▪ | uncertainties      with respect to contingencies and assessments if insurance coverage is      inadequate; and |
|--------|---------|----------------------------------------------------------------------------------------------------------------|

|   | ▪ | uncertainties      with respect to the technological and financial aspects of decommissioning      nuclear plants at the end of their licensed operation including increases      in minimum funding requirements or costs of  completion. |
|--------|---------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

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|                                 |   |   |   |   | Net          |
|--------------------------------------|--------|--------|--------|--------|--------------|
|                                 |   |   |   |   | Demonstrated |
|                                 |   |   |   |   | Capacity     |
|                                 |   | Unit   |   |   | (MW)         |
| Plant-Location                       |   |   |   |   |         |   |
| Coal-Fired Units                     |   |   |   |   |         |   |
| Ashtabula-                           |   |   |   |   |         |   |
| Ashtabula,      OH                   |   |   | 5      |   |         |   | 244 |   |
| Bay      Shore-                      |   |   |   |   |         |   |   |   |
| Toledo,      OH                      |   |   | 1-4    |   |         |   | 631 |   |
| R.      E. Burger-                   |   |   |   |   |         |   |   |   |
| Shadyside,      OH                   |   |   | 3-5    |   |         |   | 406 |   |
| Eastlake-Eastlake,      OH           |   |   | 1-5    |   |         |   | 1,233 |   |
| Lakeshore-                           |   |   |   |   |         |   |   |   |
| Cleveland,      OH                   |   |   | 18     |   |         |   | 245 |   |
| Bruce      Mansfield-                |   |   | 1      |   |         |   | 830 | (a) |
| Shippingport,      PA                |   |   | 2      |   |         |   | 830 | (b) |
|                                 |   |   | 3      |   |         |   | 830 | (c) |
| W.      H. Sammis - Stratton, OH     |   |   | 1-7    |   |         |   | 2,220 |   |
| Kyger      Creek - Cheshire, OH      |   |   | 1-5    |   |         |   | 210 | (d) |
| Clifty      Creek - Madison, IN      |   |   | 1-6    |   |         |   | 253 | (d) |
| Total                                |   |   |   |   |         |   | 7,932 |   |
|                                 |   |   |   |   |         |   |   |   |
| Nuclear Units                        |   |   |   |   |         |   |   |   |
| Beaver      Valley-                  |   |   | 1      |   |         |   | 911 |   |
| Shippingport,      PA                |   |   | 2      |   |         |   | 904 | (e) |
| Davis-Besse-                         |   |   |   |   |         |   |   |   |
| Oak      Harbor, OH                  |   |   | 1      |   |         |   | 908 |   |
| Perry-                               |   |   |   |   |         |   |   |   |
| N.      Perry Village, OH            |   |   | 1      |   |         |   | 1,268 | (f) |
| Total                                |   |   |   |   |         |   | 3,991 |   |
|                                 |   |   |   |   |         |   |   |   |
| Oil/Gas      - Fired/                |   |   |   |   |         |   |   |   |
| Pumped Storage Units                 |   |   |   |   |         |   |   |   |
| Richland      - Defiance, OH         |   |   | 1-6    |   |         |   | 432 |   |
| Seneca      - Warren, PA             |   |   | 1-3    |   |         |   | 451 |   |
| Sumpter      - Sumpter Twp, MI       |   |   | 1-4    |   |         |   | 340 |   |
| West      Lorain - Lorain, OH        |   |   | 1-6    |   |         |   | 545 |   |
| Yard’s      Creek - Blairstown |   |   |   |   |         |   |   |   |
| Twp.,      NJ                        |   |   | 1-3    |   |         |   | 200 | (g) |
| Other                                |   |   |   |   |         |   | 282 |   |
| Total                                |   |   |   |   |         |   | 2,250 |   |
| Total                                |   |   |   |   |         |   | 14,173 |   |

| Notes: | (a) | Includes      FGCO’s leasehold interest of 93.825% (779 MW) and CEI’s leasehold interest      of 6.175% (51 MW), which has been assigned to FGCO.                                                                                                                                                   |
|--------|-----|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   | (b) | Includes      CEI’s and TE’s leasehold interests of 27.17% (226 MW) and 16.435% (136      MW), respectively, which have been assigned to FGCO.                                                                                                                                                      |
|   | (c) | Includes      CEI’s and TE’s leasehold interests of 23.247% (193 MW) and 18.915%      (157 MW), respectively, which have been assigned to  FGCO.                                                                                                                                               |
|   | (d) | Represents      FGCO’s 20.5% entitlement based on its participation in OVEC. FGCO has      entered into a definitive agreement to sell 9% of its 20.5% participation      in OVEC.  Final closing of the transaction, which is expected in      April 2009, is subject to approval by the FERC. |
|   | (e) | Includes      OE’s leasehold interest of 16.65% (151 MW) from      non-affiliates.                                                                                                                                                                                                                        |
|   | (f) | Includes      OE’s leasehold interest of 8.11% (103 MW) from    non-affiliates.                                                                                                                                                                                                                           |
|   | (g) | Represents      JCP&L’s 50% ownershipinterest.                                                                                                                                                                                                                                                        |

----

|      |   |         |    |   |         |   |   | Substation  |   |
|-----------|--------|--------------|---------|--------|--------------|--------|--------|-------------|--------|
|      |   | Distribution |    |   | Transmission |   |   | Transformer |   |
|      |   | Lines        |    |   | Lines        |   |   | Capacity    |   |
|      |   | (Miles)      |    |   | (kV-amperes) |   |
|      |   |         |    |   |         |   |   |        |   |
| OE        |   |         | 30,413  |   |         |   | 555    |        |   |   | 9,718,000 |   |
| Penn      |   |         | 5,911   |   |         |   | 44     |        |   |   | 922,000 |   |
| CEI       |   |         | 25,321  |   |         |   | 2,144  |        |   |   | 7,841,000 |   |
| TE        |   |         | 2,083   |   |         |   | 224    |        |   |   | 2,503,000 |   |
| JCP&L |   |         | 19,604  |   |         |   | 2,160  |        |   |   | 21,216,000 |   |
| Met-Ed    |   |         | 15,057  |   |         |   | 1,421  |        |   |   | 9,962,000 |   |
| Penelec   |   |         | 20,173  |   |         |   | 2,701  |        |   |   | 14,033,000 |   |
| ATSI*     |   |         | -       |   |         |   | 5,821  |        |   |   | 21,429,000 |   |
| Total     |   |         | 118,562 |   |         |   | 15,070 |        |   |   | 87,624,000 |   |

|  | * | Represents      transmission lines of 69kV and above located in the service areas of OE,      Penn, CEI and TE. |
|--|---|-----------------------------------------------------------------------------------------------------------------|

| ITEM      5. | MARKET      FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS      AND ISSUER PURCHASES OF EQUITYSECURITIES |
|--------------|-----------------------------------------------------------------------------------------------------------------------------|

----

|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    |   | Period  |
|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|---------|
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    |   | October |   |   | November |   |   | December |   |   | Fourth      Quarter |
| Total      Number of Shares Purchased(a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |   |    | 22,317 |   |   |   | 44,129 |   |   |   | 253,936 |   |   |   | 320,382 |   |
| Average      Price Paid per Share                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |   | $       | 54.66 |   |   | $ | 54.39 |   |   | $ | 55.94 |   |   | $ | 55.64 |   |
| Total      Number of Shares Purchased as Part of Publicly Announced Plans or      Programs                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |   |    | - |   |   |   | - |   |   |   | - |   |   |   | - |   |
| Maximum      Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased      Under the Plans or Programs                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |   |    | - |   |   |   | - |   |   |   | - |   |   |   | - |   |
| (a)           Share      amounts reflect purchases on the open market to satisfy FirstEnergy's      obligations to deliver common stock under its 2007 Incentive Compensation      Plan, Deferred Compensation Plan for Outside Directors, Executive Deferred      Compensation Plan, Savings Plan and Stock Investment Plan. In addition,      such amounts reflect shares tendered by employees to pay the exercise      price or withholding taxes upon exercise of stock options granted under      the 2007 Incentive Compensation Plan and the Executive Deferred      Compensation Plan, and shares purchased as part of publicly announced      plans. |   |    |

| ITEM      7.  | MANAGEMENT’S      DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS      OF OPERATIONS |
|--------------------|-------------------------------------------------------------------------------------------------------|

|        | Item      6* | Item      7* | Item      7A | Item      8        |
|-------------|--------------|--------------|--------------|--------------------|
|        |         |         |         |               |
| FirstEnergy | 1-2          | 3-59         | 38-41        | 62-109             |
| FES         | N/A          | N/A          | 3-5          | 8-12,      91-145  |
| OE          | N/A          | N/A          | 14-15        | 18-22,      91-145 |
| CEI         | N/A          | N/A          | 24-25        | 28-32,      91-145 |
| TE          | N/A          | N/A          | 35           | 38-42,      91-145 |
| JCP&L   | N/A          | N/A          | 44-46        | 49-53,      91-145 |
| Met-Ed      | N/A          | N/A          | 55-57        | 60-64,      91-145 |
| Penelec     | N/A          | N/A          | 66-68        | 71-75,      91-145 |

| ITEM      9. | CHANGES      IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND      FINANCIAL DISCLOSURE |
|--------------|------------------------------------------------------------------------------------------------|

----

----

| ITEM      10. | DIRECTORS,      EXECUTIVE OFFICERS AND CORPORATEGOVERNANCE |
|---------------|------------------------------------------------------------|

| ITEM      11. | EXECUTIVE      COMPENSATION |
|---------------|-----------------------------|

| ITEM      12. | SECURITY      OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED      STOCKHOLDER MATTERS |
|---------------|----------------------------------------------------------------------------------------------------------|

| ITEM      13. | CERTAIN      RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR      INDEPENDENCE |
|---------------|-------------------------------------------------------------------------------------|

|                    |   | Audit Fees(1)     |   |   | Audit-Related      Fees |   |
|-------------------------|--------|-------------------|--------|--------|-------------------------|--------|
| Company                 |   | 2008              |   |   | 2007                    |   |   | 2008 |   |   | 2007 |   |
|                    |   | (In    thousands) |   |
| FES                     |   | $                 | 835    |   |                    | $      | 1,091 |   |   | $ | - |   |   | $ | 494 |   |
| OE                      |   |              | 1,155  |   |                    |   | 1,014 |   |   |   | - |   |   |   | - |   |
| CEI                     |   |              | 764    |   |                    |   | 719 |   |   |   | - |   |   |   | - |   |
| TE                      |   |              | 598    |   |                    |   | 540 |   |   |   | - |   |   |   | - |   |
| JCP&L               |   |              | 682    |   |                    |   | 701 |   |   |   | - |   |   |   | - |   |
| Met-Ed                  |   |              | 583    |   |                    |   | 528 |   |   |   | - |   |   |   | - |   |
| Penelec                 |   |              | 595    |   |                    |   | 586 |   |   |   | - |   |   |   | - |   |
| Other      subsidiaries |   |              | 607    |   |                    |   | 886 |   |   |   | - |   |   |   | - |   |
| Total      FirstEnergy  |   | $                 | 5,819  |   |                    | $      | 6,065 |   |   | $ | - |   |   | $ | 494 |   |

|   | (1) | Professional      services rendered for the audits of FirstEnergy’s annual financial      statements and reviews of financial statements included in FirstEnergy’s      Quarterly Reports on Form 10-Q and for services in connection with      statutory and regulatory filings or engagements, including comfort letters      and consents for financings and filings made with the  SEC. |
|--------|-----|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

----

|                                                                                                | FirstEnergy |  FES |  OE |  CEI |  TE |  JCP&L |  Met-Ed |  Penelec |
|-----------------------------------------------------------------------------------------------------|-------------|-----------|----------|-----------|----------|-----------------|--------------|---------------|
|                                                                                                |        |      |     |      |     |            |         |          |
| Management      Reports                                                                             | 59          | 6         | 16       | 26        | 36       | 47              | 58           | 69            |
| Report      of Independent Registered Public Accounting Firm                                        | 60          | 7         | 17       | 27        | 37       | 48              | 59           | 70            |
| Statements      of Income, Three Years Ended December 31, 2008                                 | 61          | 8         | 18       | 28        | 38       | 49              | 60           | 71            |
| Balance      Sheets, December 31, 2008 and 2007                                                | 62          | 9         | 19       | 29        | 39       | 50              | 61           | 72            |
| Statements      of Capitalization, December 31, 2008 and 2007                                  | N/A         | 10        | 20       | 30        | 40       | 51              | 62           | 73            |
| Statements      of Common Stockholders’ Equity, Three Years Ended      December 31, 2008 | 63          | 11        | 21       | 31        | 41       | 52              | 63           | 74            |
| Statements      of Cash Flows, Three Years Ended December 31, 2008                             | 64          | 12        | 22       | 32        | 42       | 53              | 64           | 75            |
| Notes      to Financial Statements                                                                  | 65-108      | 91-145    | 91-145   | 91-145    | 91-145   | 91-145          | 91-145       | 91-145        |

| 2. | Financial      Statement Schedules |
|----|------------------------------------|

|                                                                                                              | FirstEnergy |  FES |  OE |  CEI |  TE |  JCP&L |  Met-Ed |  Penelec |
|-------------------------------------------------------------------------------------------------------------------|-------------|-----------|----------|-----------|----------|-----------------|--------------|---------------|
|                                                                                                              |        |      |     |      |     |            |         |          |
| Report      of Independent Registered Public Accounting Firm                                                      | 73          | 74        | 75       | 76        | 77       | 78              | 79           | 80            |
|                                                                                                              |        |      |     |      |     |            |         |          |
| Schedule      II -- Consolidated Valuation and Qualifying Accounts, Three Years Ended      December 31, 2008 | 81          | 82        | 83       | 84        | 85       | 86              | 87           | 88            |

| 3. | Exhibits      – FirstEnergy |
|----|-----------------------------------|

| 3-1              | Amended      Articles of Incorporation of FirstEnergy Corp. (Form S-3 filed February 3,      1997, Exhibit 4(a), File No. 333-21011)                                                                 |
|------------------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|             |                                                                                                                                                                                                 |
| (A)      3-2     | FirstEnergy      Corp. Amended Code of Regulations.                                                                                                                                                  |
|             |                                                                                                                                                                                                 |
| 4-1              | Indenture,      dated November 15, 2001, between FirstEnergy Corp. and The Bank of New      York Mellon, as Trustee. (Form S-3 filed September 21, 2001, Exhibit      4(a), File No. 333-69856) |
|             |                                                                                                                                                                                                 |
| (A)(B)      10-1 | FirstEnergy      Corp. 2007 Incentive Plan, effective May 15, 2007.                                                                                                                                  |
|             |                                                                                                                                                                                                 |
| (A)(B)      10-2 | Amended      FirstEnergy Corp. Deferred Compensation Plan for Outside Directors,      amended and restated as of January 1, 2005 and ratified as of September      18, 2007.                         |
|             |                                                                                                                                                                                                 |
| (B)      10-3    | FirstEnergy      Corp. Supplemental Executive Retirement Plan, amended January 1,      1999. (1999 Form 10-K, Exhibit 10-4)                                                                     |
|             |                                                                                                                                                                                                 |
| (B)      10-4    | Stock Option      Agreement between FirstEnergy Corp. and officers dated November 22,      2000. (2000 Form 10-K, Exhibit 10-3)                                                                 |
|             |                                                                                                                                                                                                 |
| (B)      10-5    | Stock Option      Agreement between FirstEnergy Corp. and officers dated March 1, 2000.      (2000 Form 10-K, Exhibit 10-4)                                                                     |
|             |                                                                                                                                                                                                 |

----

| (B)      10-6  | Stock Option      Agreement between FirstEnergy Corp. and director dated January 1,      2000. (2000 Form 10-K, Exhibit 10-5)                                                                                                                                                                      |
|----------------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|           |                                                                                                                                                                                                                                                                                                    |
| (B)      10-7  | Stock Option      Agreement between FirstEnergy Corp. and two directors dated      January 1, 2001. (2000 Form 10-K, Exhibit 10-6)                                                                                                                                                                 |
|           |                                                                                                                                                                                                                                                                                                    |
| (B)      10-8  | Stock Option      Agreements between FirstEnergy Corp. and One Director dated      January 1, 2002. (2001 Form 10-K, Exhibit 10-5)                                                                                                                                                                 |
|           |                                                                                                                                                                                                                                                                                                    |
| (B)      10-9  | FirstEnergy      Corp. Executive Deferred Compensation Plan, amended and restated as of      January 1, 2005 and ratified as of September 18, 2007. (September 2007      10-Q, Exhibit 10.2)                                                                                                            |
|           |                                                                                                                                                                                                                                                                                                    |
| (B)      10-10 | Executive      Incentive Compensation Plan-Tier 2. (2001 Form 10-K, Exhibit      10-7)                                                                                                                                                                                                                  |
|           |                                                                                                                                                                                                                                                                                                    |
| (B)      10-11 | Executive      Incentive Compensation Plan-Tier 3. (2001 Form 10-K, Exhibit      10-8)                                                                                                                                                                                                                  |
|           |                                                                                                                                                                                                                                                                                                    |
| (B)      10-12 | Executive      Incentive Compensation Plan-Tier 4. (2001 Form 10-K, Exhibit      10-9)                                                                                                                                                                                                                  |
|           |                                                                                                                                                                                                                                                                                                    |
| (B)      10-13 | Executive      Incentive Compensation Plan-Tier 5. (2001 Form 10-K, Exhibit      10-10)                                                                                                                                                                                                                 |
|           |                                                                                                                                                                                                                                                                                                    |
| (B)      10-14 | Amendment to      GPU, Inc. 1990 Stock Plan for Employees of GPU, Inc. and Subsidiaries,      effective April 5, 2001. (2001 Form 10-K, Exhibit10-11)                                                                                                                                                   |
|           |                                                                                                                                                                                                                                                                                                    |
| (B)      10-15 | Form of      Amendment, effective November 7, 2001, to GPU, Inc. 1990 Stock Plan      for Employees of GPU, Inc. and Subsidiaries, Deferred Remuneration Plan      for Outside Directors of GPU, Inc., and Retirement Plan for Outside      Directors of GPU, Inc. (2001 Form 10-K, Exhibit 10-12) |
|           |                                                                                                                                                                                                                                                                                                    |
| (B)      10-16 | GPU, Inc.      Stock Option and Restricted Stock Plan for MYR Group, Inc. Employees.      (2001 Form 10-K, Exhibit 10-13)                                                                                                                                                                               |
|           |                                                                                                                                                                                                                                                                                                    |
| (B)      10-17 | Executive and      Director Stock Option Agreement dated June 11, 2002. (2002 Form 10-K,      Exhibit 10-1)                                                                                                                                                                                             |
|           |                                                                                                                                                                                                                                                                                                    |
| (B)      10-18 | Director Stock      Option Agreement. (2002 Form 10-K, Exhibit 10-2)                                                                                                                                                                                                                                    |
|           |                                                                                                                                                                                                                                                                                                    |
| (B)      10-19 | Executive      Incentive Compensation Plan 2002. (2002 Form 10-K, Exhibit      10-28)                                                                                                                                                                                                                   |
|           |                                                                                                                                                                                                                                                                                                    |
| (B)      10-20 | GPU, Inc. 1990      Stock Plan for Employees of GPU, Inc. and Subsidiaries as amended and      restated to reflect amendments through June 3, 1999. (1999 Form 10-K,      Exhibit 10-V, File No. 1-6047, GPU, Inc.)                                                                                     |
|           |                                                                                                                                                                                                                                                                                                    |
| (B)      10-21 | Form of 1998      Stock Option Agreement under the GPU, Inc. 1990 Stock Plan for Employees      of GPU, Inc. and Subsidiaries. (1997 Form 10-K, Exhibit 10-Q, File No.      1-6047, GPU, Inc.)                                                                                                          |
|           |                                                                                                                                                                                                                                                                                                    |
| (B)      10-22 | Form of 1999      Stock Option Agreement under the GPU, Inc. 1990 Stock Plan for Employees      of GPU, Inc. and Subsidiaries. (1999 Form 10-K, Exhibit 10-W, File No.      1-6047, GPU, Inc.)                                                                                                          |
|           |                                                                                                                                                                                                                                                                                                    |
| (B)      10-23 | Form of 2000      Stock Option Agreement under the GPU, Inc. 1990 Stock Plan for Employees      of GPU, Inc. and Subsidiaries. (1999 Form 10-K, Exhibit 10-W, File No.      1-6047, GPU, Inc.)                                                                                                          |
|           |                                                                                                                                                                                                                                                                                                    |
| (B)      10-24 | Deferred      Remuneration Plan for Outside Directors of GPU, Inc. as amended and      restated effective August 8, 2000. (1999 Form 10-K, Exhibit 10-O, File No.      1-6047, GPU, Inc.)                                                                                                               |
|           |                                                                                                                                                                                                                                                                                                    |
| (B)      10-25 | Retirement      Plan for Outside Directors of GPU, Inc. as amended and restated as of      August 8, 2000. (1999 Form 10-K, Exhibit 10-N, File No. 1-6047, GPU,      Inc.)                                                                                                                              |
|           |                                                                                                                                                                                                                                                                                                    |
| (B)      10-26 | Forms of      Estate Enhancement Program Agreements entered into by certain former GPU      directors. (1999 Form 10-K, Exhibit 10-JJ, File No. 1-6047, GPU,      Inc.)                                                                                                                                 |
|           |                                                                                                                                                                                                                                                                                                    |
| (B)      10-27 | Employment      Agreement for Richard R. Grigg dated February 26, 2008. (2007 Form 10-K,      Exhibit 10.5)                                                                                                                                                                                        |
|           |                                                                                                                                                                                                                                                                                                    |

----

| (B)      10-28 | Stock Option      Agreement between FirstEnergy Corp. and an officer dated August 20,      2004.  (September 2004 Form 10-Q, Exhibit  10-42)                                                                                                                                                                                                             |
|----------------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|           |                                                                                                                                                                                                                                                                                                                                                               |
| (B)      10-29 | Executive      Bonus Plan between FirstEnergy Corp. and Officers effective November 3,      2004. (September 2004 Form 10-Q, Exhibit 10-44)                                                                                                                                                                                                                        |
|           |                                                                                                                                                                                                                                                                                                                                                               |
| 10-30          | Consent Decree      dated March 18, 2005. (Form 8-K dated March 18, 2005 by FirstEnergy Corp.,      Exhibit 10-1)                                                                                                                                                                                                                                                  |
|           |                                                                                                                                                                                                                                                                                                                                                               |
| (C)      10-31 | Form of      Guaranty Agreement dated as of December 16, 2005 between FirstEnergy Corp.      and FirstEnergy Solutions Corp. in Favor of Barclays Bank PLC as      Administrative Agent for the Banks. (2005 Form 10-K, Exhibit      10-1)                                                                                                                         |
|           |                                                                                                                                                                                                                                                                                                                                                               |
| (D)      10-32 | Form of      Guaranty Agreement dated as of April 3, 2006 by FirstEnergy Corp. in favor      of the Participating Banks, Barclays Bank PLC, as administrative agent and      fronting bank, and KeyBank National Association, as syndication agent,      under the related Letter of Credit and Reimbursement Agreement. (March      2006 Form 10-Q, Exhibit 10-1) |
|           |                                                                                                                                                                                                                                                                                                                                                               |
| (B)      10-33 | Form of      Restricted Stock Agreement between FirstEnergy Corp. and A. J. Alexander,      dated February 27, 2006. (March 2006 Form 10-Q, Exhibit    10-6)                                                                                                                                                                                                       |
|           |                                                                                                                                                                                                                                                                                                                                                               |
| (B)      10-34 | Form of      Restricted Stock Unit Agreement (Performance Adjusted) between FirstEnergy      Corp. and A.J. Alexander, dated March 1, 2006. (March 2006 Form 10-Q,      Exhibit 10-7)                                                                                                                                                                              |
|           |                                                                                                                                                                                                                                                                                                                                                               |
| (B)      10-35 | Form of      Restricted Stock Unit Agreement (Performance Adjusted) between FirstEnergy      Corp. and named executive officers, dated March 1, 2006. (March 2006 Form      10-Q, Exhibit 10-8)                                                                                                                                                                    |
|           |                                                                                                                                                                                                                                                                                                                                                               |
| (B)      10-36 | Form of      Restricted Stock Unit Agreement (Performance Adjusted) between FirstEnergy      Corp. and R.H. Marsh, dated March 1, 2006. (March 2006 Form 10-Q, Exhibit      10-9)                                                                                                                                                                                  |
|           |                                                                                                                                                                                                                                                                                                                                                               |
| 10-37          | Confirmation      dated March 1, 2007 between FirstEnergy Corp. and Morgan Stanley and      Co., International Limited. (March 2007 Form 10-Q, Exhibit      10.1)                                                                                                                                                                                             |
|           |                                                                                                                                                                                                                                                                                                                                                               |
| 10-38          | Form of U.S.      $250,000,000 Credit Agreement, dated as of March 2, 2007, between      FirstEnergy Corp., as Borrower, and Morgan Stanley Senior Funding, Inc.,      as Lender. (March 2007 Form 10-Q, Exhibit 10.2)                                                                                                                                        |
|           |                                                                                                                                                                                                                                                                                                                                                               |
| 10-39          | Form of      Guaranty dated as of March 2, 2007, between FirstEnergy Corp., as      Guarantor, and Morgan Stanley Senior Funding, Inc., as Lender under a U.S.      $250,000,000 Credit Agreement dated as of March 2, 2007, with      FirstEnergy Solutions Corp., as Borrower. (March 2007 Form 10-Q, Exhibit      10.2)                               |
|           |                                                                                                                                                                                                                                                                                                                                                               |
| (B)      10-40 | FirstEnergy      Corp. Supplemental Executive Retirement Plan as amended September 18,      2007. (September 2007 Form 10-Q, Exhibit 10.2)                                                                                                                                                                                                                    |
|           |                                                                                                                                                                                                                                                                                                                                                               |
| (B)      10-41 | Employment      Agreement between FirstEnergy Corp. and Gary R. Leidich, dated February      26, 2008. (2007 Form 10-K, Exhibit 10-88)                                                                                                                                                                                                                             |
|           |                                                                                                                                                                                                                                                                                                                                                               |
| (B)      10-42 | Form of      Restricted Stock Unit Agreement for Gary R. Leidich (per Employment      Agreement dated February 26, 2008). (2007 Form 10-K, Exhibit      10-90)                                                                                                                                                                                                     |
|           |                                                                                                                                                                                                                                                                                                                                                               |
| (B)      10-43 | Form of      Restricted Stock Agreement Amendment for Gary R. Leidich dated February      26, 2008.  (2007 Form 10-K, Exhibit 10-91)                                                                                                                                                                                                                     |
|           |                                                                                                                                                                                                                                                                                                                                                               |
| (B)      10-44 | Form of      Restricted Stock Unit Agreement for Richard R. Grigg (per Employment      Agreement dated February 26, 2008). (2007 Form 10-K, Exhibit      10-92)                                                                                                                                                                                                    |
|           |                                                                                                                                                                                                                                                                                                                                                               |
| (B)      10-45 | Form of      Restricted Stock Unit Agreement for named executive officers dated March      3, 2008. (2007 Form 10-K, Exhibit 10-93)                                                                                                                                                                                                                                |
|           |                                                                                                                                                                                                                                                                                                                                                               |
| (B)      10-46 | Form of 2007      Incentive Compensation Plan Performance Share Award for the performance      period January 1, 2008 to December 31, 2010. (2007 Form 10-K, Exhibit      10-94)                                                                                                                                                                                   |

----

|              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
|-------------------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 10-47             | U.S.      $300,000,000 Credit Agreement, dated as of October 8, 2008, among      FirstEnergy Generation Corp., as Borrower, FirstEnergy Corp. and      FirstEnergy Solutions Corp., as Guarantors, Credit Suisse and the other      Banks parties thereto from time to time, as Banks and Credit Suisse, as      Administrative Agent. (September 2008 Form 10-Q, Exhibit    10.1)                                                                                                     |
|              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (A)(B)      10-48 | Form of      2009-2011 Performance Share Award Agreement effective January 1,      2009                                                                                                                                                                                                                                                                                                                                                                                                |
|              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (A)(B)      10-49 | Form of      Performance-Adjusted Restricted Stock Unit Award Agreement as of March 2,      2009                                                                                                                                                                                                                                                                                                                                                                                       |
|              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (A)      12-1     | Consolidated      ratios of earnings to fixed charges.                                                                                                                                                                                                                                                                                                                                                                                                                                 |
|              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (A)      13-1     | FirstEnergy      2008 Annual Report to Stockholders. (Only those portions expressly      incorporated by reference in this Form 10–K are to be deemed “filed”      with the SEC.)                                                                                                                                                                                                                                                                               |
|              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (A)      21       | List of      Subsidiaries of the Registrant at December 31,  2008.                                                                                                                                                                                                                                                                                                                                                                                                                |
|              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (A)      23-1     | Consent of      Independent Registered Public Accounting Firm.                                                                                                                                                                                                                                                                                                                                                                                                                         |
|              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (A)      31-1     | Certification      of chief executive officer, as adopted pursuant to Rule      13a-15(e)/15d-15(e).                                                                                                                                                                                                                                                                                                                                                                                   |
|              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (A)      31-2     | Certification      of chief financial officer, as adopted pursuant to Rule      13a-15(e)/15d-15(e).                                                                                                                                                                                                                                                                                                                                                                                   |
|              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (A)      32       | Certification      of chief executive officer and chief financial officer, pursuant to 18      U.S.C. §1350.                                                                                                                                                                                                                                                                                                                                                                      |
|              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (A)               | Provided      herein in electronic format as an exhibit.                                                                                                                                                                                                                                                                                                                                                                                                                               |
|              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (B)               | Management      contract or compensatory plan contract or arrangement filed pursuant to      Item 601 of Regulation S-K.                                                                                                                                                                                                                                                                                                                                                               |
|              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (C)               | Four      substantially similar agreements, each dated as of the same date, were      executed and delivered by the registrant and its affiliates with respect      to four other series of pollution control revenue refunding bonds issued      by the Ohio Water Development Authority, the Ohio Air Quality Authority      and Beaver County Industrial Development Authority, Pennsylvania, relating      to pollution control notes of FirstEnergy Nuclear Generation      Corp. |
|              |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (D)               | Three      substantially similar agreements, each dated as of the same date, were      executed and delivered by the registrant and its affiliates with respect      to three other series of pollution control revenue refunding bonds issued      by the Ohio Water Development Authority and the Beaver County Industrial      Development Authority relating to pollution control notes of FirstEnergy      Generation Corp. and FirstEnergy Nuclear Generation  Corp.             |

| 3-1    | Articles of      Incorporation of FirstEnergy Solutions Corp., as amended August 31,      2001. (Form S-4 filed August 6, 2007, Exhibit  3.1)                                                                                                                                                  |
|--------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                                                                                                |
| 3-2    | Code of Regulations of      FirstEnergy Solutions Corp. (Form S-4 filed August 6, 2007, Exhibit      3.4)                                                                                                                                                                                           |
|   |                                                                                                                                                                                                                                                                                                |
| 10-1   | Form of 6.85% Exchange      Certificate due 2034. (Form S-4 filed August 6, 2007, Exhibit      4.1)                                                                                                                                                                                                 |
|   |                                                                                                                                                                                                                                                                                                |
| 10-2   | Guaranty of FirstEnergy      Solutions Corp., dated as of July 1, 2007. (Form 8-K/A filed August      2, 2007 by FirstEnergy Corp. (333-21011), Exhibit    10-9)                                                                                                                               |
|   |                                                                                                                                                                                                                                                                                                |
| 10-3   | Indenture of Trust,      Open-End Mortgage and Security Agreement, dated as of July 1, 2007,      between the applicable Lessor and The Bank of New York Trust Company,      N.A., as Indenture Trustee. (Form 8-K/A filed August 2, 2007 by      FirstEnergy Corp. (333-21011), Exhibit 10-3) |
|   |                                                                                                                                                                                                                                                                                                |
| 10-4   | 6.85% Lessor Note due      2034. (Form 8-K/A filed August 2, 2007 by FirstEnergy Corp.      (333-21011), Exhibit 10-3)                                                                                                                                                                         |
|   |                                                                                                                                                                                                                                                                                                |

----

| 10-5   | Registration Rights      Agreement, dated as of July 13, 2007, among FirstEnergy Generation      Corp., FirstEnergy Solutions Corp., The Bank of New York Trust Company,      N.A., as Pass Through Trustee, Morgan Stanley & Co. Incorporated, and      Credit Suisse Securities (USA) LLC, as representatives of the several      initial purchasers named in the Purchase Agreement. (Form 8-K/A filed      August 2, 2007 by FirstEnergy Corp. (333-21011), Exhibit      10-14)                                   |
|--------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |
| 10-6   | Participation      Agreement, dated as of June 26, 2007, among FirstEnergy Generation      Corp., as Lessee, FirstEnergy Solutions Corp., as Guarantor, the      applicable Lessor, U.S. Bank Trust National Association, as Trust Company,      the applicable Owner Participant, The Bank of New York Trust Company,      N.A., as Indenture Trustee, and The Bank of New York Trust Company, N.A.,      as Pass Through Trustee. (Form 8-K/A filed August 2, 2007 by      FirstEnergy Corp. (333-21011), Exhibit 10-1) |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |
| 10-7   | Trust Agreement, dated      as of June 26, 2007, between the applicable Owner Participant and U.S.      Bank Trust National Association, as Owner Trustee. (Form 8-K/A filed      August 2, 2007 by FirstEnergy Corp. (333-21011), Exhibit      10-2)                                                                                                                                                                                                                                                                     |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |
| 10-8   | Pass Through Trust      Agreement, dated as of June 26, 2007, among FirstEnergy      Generation Corp., FirstEnergy Solutions Corp., and The Bank of New York      Trust Company, N.A., as Pass Through Trustee. (Form 8-K/A filed      August 2, 2007 by FirstEnergy Corp. (333-21011), Exhibit      10-12)                                                                                                                                                                                                     |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |
| 10-9   | Bill of Sale and      Transfer, dated as of July 1, 2007, between FirstEnergy      Generation Corp. and the applicable Lessor. (Form 8-K/A filed      August 2, 2007 by FirstEnergy Corp. (333-21011), Exhibit      10-5)                                                                                                                                                                                                                                                                                       |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |
| 10-10  | Facility Lease      Agreement, dated as of July 1, 2007, between FirstEnergy      Generation Corp. and the applicable Lessor. (Form 8-K/A filed      August 2, 2007 by FirstEnergy Corp. (333-21011), Exhibit      10-6)                                                                                                                                                                                                                                                                                        |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |
| 10-11  | Site Lease, dated as of      July 1, 2007, between FirstEnergy Generation Corp. and the      applicable Lessor. (Form 8-K/A filed August 2, 2007 by      FirstEnergy Corp. (333-21011), Exhibit 10-7)                                                                                                                                                                                                                                                                                                           |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |
| 10-12  | Site Sublease, dated as      of July 1, 2007, between FirstEnergy Generation Corp. and the      applicable Lessor. (Form 8-K/A filed August 2, 2007 by      FirstEnergy Corp. (333-21011), Exhibit 10-8)                                                                                                                                                                                                                                                                                                        |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |
| 10-13  | Support Agreement,      dated as of July 1, 2007, between FirstEnergy Generation Corp.      and the applicable Lessor. (Form 8-K/A filed August 2, 2007 by      FirstEnergy Corp. (333-21011), Exhibit 10-10)                                                                                                                                                                                                                                                                                                   |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |
| 10-14  | Second Amendment to the      Bruce Mansfield Units 1, 2, and 3 Operating Agreement, dated as of      July 1, 2007, between FirstEnergy Generation Corp., The      Cleveland Electric Illuminating Company and The Toledo Edison Company.      (Form 8-K/A filed August 2, 2007 by FirstEnergy Corp.      (333-21011), Exhibit 10-11)                                                                                                                                                                            |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |
| 10-15  | OE Fossil Purchase and      Sale Agreement by and      between Ohio Edison Company (Seller) and FirstEnergy Generation Corp.      (Purchaser). (June 2005 Form 10-Q filed by FirstEnergy Corp. (333-21011),      Exhibit 10.2)                                                                                                                                                                                                                                                                                                      |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |
| 10-16  | CEI Fossil Purchase and      Sale Agreement by and      between The Cleveland Electric Illuminating      Company (Seller) and FirstEnergy Generation Corp. (Purchaser). (June 2005      Form 10-Q, Exhibit 10.6)                                                                                                                                                                                                                                                                                                               |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |
| 10-17  | TE Fossil Purchase and      Sale Agreement by and      between The Toledo Edison Company (Seller) and FirstEnergy Generation      Corp. (Purchaser). (June 2005 Form 10-Q, Exhibit    10.2)                                                                                                                                                                                                                                                                                                                                         |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |
| 10-18  | Agreement, dated      August 26, 2005, by and between FirstEnergy Generation Corp. and      Bechtel Power Corporation. (September 2005 Form 10-Q,      Exhibit 10-2)                                                                                                                                                                                                                                                                                                                                                 |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                |
| 10-19  | CEI Fossil Note, dated      October 24, 2005, of FirstEnergy Generation Corp. (Form S-4/A filed      August 20, 2007, Exhibit10.15)                                                                                                                                                                                                                                                                                                                                                                                            |

----

|   |                                                                                                                                                                                                                                                             |
|--------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 10-20  | CEI Fossil Security      Agreement, dated October 24, 2005, by and between FirstEnergy      Generation Corp. and The Cleveland Electric Illuminating Company.      (Form S-4/A filed August 20, 2007, Exhibit10.16)                                    |
|   |                                                                                                                                                                                                                                                             |
| 10-21  | OE Fossil Note,      dated October 24, 2005, of FirstEnergy Generation Corp. (Form S-4/A      filed August 20, 2007, Exhibit 10.17)                                                                                                                         |
|   |                                                                                                                                                                                                                                                             |
| 10-22  | OE Fossil      Security Agreement, dated October 24, 2005, by and between      FirstEnergy Generation Corp. and Ohio Edison Company. (Form S-4/A      filed August 20, 2007, Exhibit 10.18)                                                            |
|   |                                                                                                                                                                                                                                                             |
| 10-23  | Amendment No. 1 to OE      Fossil Security Agreement, dated as of June 30, 2007, between      FirstEnergy Generation Corp. and Ohio Edison Company. (Form S-4/A      filed August 20, 2007, Exhibit 10.19)                                             |
|   |                                                                                                                                                                                                                                                             |
| 10-24  | PP Fossil Note, dated      October 24, 2005, of FirstEnergy Generation Corp. (Form S-4/A filed      August 20, 2007, Exhibit 10.20)                                                                                                                         |
|   |                                                                                                                                                                                                                                                             |
| 10-25  | PP Fossil      Security Agreement, dated October 24, 2005, by and between      FirstEnergy Generation Corp. and Pennsylvania Power Company. (Form      S-4/A filed August 20, 2007, Exhibit 10.21)                                                     |
|   |                                                                                                                                                                                                                                                             |
| 10-26  | Amendment No. 1 to PP      Fossil Security Agreement, dated as of June 30, 2007, between      FirstEnergy Generation Corp. and Pennsylvania Power Company. (Form      S-4/A filed August 20, 2007, Exhibit 10.22)                                      |
|   |                                                                                                                                                                                                                                                             |
| 10-27  | TE Fossil Note,      dated October 24, 2005, of FirstEnergy Generation Corp. (Form S-4/A      filed August 20, 2007, Exhibit 10.23)                                                                                                                         |
|   |                                                                                                                                                                                                                                                             |
| 10-28  | TE Fossil      Security Agreement, dated October 24, 2005, by and between      FirstEnergy Generation Corp. and The Toledo Edison Company. (Form      S-4/A filed August 20, 2007, Exhibit 10.24)                                                      |
|   |                                                                                                                                                                                                                                                             |
| 10-29  | CEI Nuclear      Note, dated December 16, 2005, of FirstEnergy Nuclear Generation      Corp. (Form S-4/A filed August 20, 2007, Exhibit    10.25)                                                                                                           |
|   |                                                                                                                                                                                                                                                             |
| 10-30  | CEI Nuclear      Security Agreement, dated December 16, 2005, by and between      FirstEnergy Nuclear Generation Corp. and The Cleveland Electric      Illuminating Company. (Form S-4/A filed August 20, 2007, Exhibit      10.26)                    |
|   |                                                                                                                                                                                                                                                             |
| 10-31  | OE Nuclear Note, dated      December 16, 2005, of FirstEnergy Nuclear Generation Corp. (Form      S-4/A filed August 20, 2007, Exhibit 10.27)                                                                                                               |
|   |                                                                                                                                                                                                                                                             |
| 10-32  | PP Nuclear Note,      dated December 16, 2005, of FirstEnergy Nuclear Generation Corp.      (Form S-4/A filed August 20, 2007, Exhibit10.28)                                                                                                                |
|   |                                                                                                                                                                                                                                                             |
| 10-33  | TE Nuclear Note, dated      December 16, 2005, of FirstEnergy Nuclear Generation Corp. (Form      S-4/A filed August 20, 2007, Exhibit 10.29)                                                                                                               |
|   |                                                                                                                                                                                                                                                             |
| 10-34  | TE Nuclear Security      Agreement, dated December 16, 2005, by and between FirstEnergy      Nuclear Generation Corp. and The Toledo Edison Company. (Form S-4/A filed      August 20, 2007, Exhibit 10.30)                                                 |
|   |                                                                                                                                                                                                                                                             |
| 10-35  | Mansfield Power Supply      Agreement, dated August 10, 2006, among The Cleveland Electric      Illuminating Company, The Toledo Edison Company and FirstEnergy Generation      Corp. (Form S-4/A filed August 20, 2007, Exhibit    10.31)                       |
|   |                                                                                                                                                                                                                                                             |
| 10-36  | Nuclear Power Supply      Agreement, dated August 10, 2006, between FirstEnergy Nuclear Generation      Corp. and FirstEnergy Solutions Corp. (Form S-4/A filed August 20,      2007, Exhibit 10.32)                                                        |
|   |                                                                                                                                                                                                                                                             |
| 10-37  | Revised Power Supply      Agreement, dated December 8, 2006, among FirstEnergy Solutions Corp., Ohio      Edison Company, The Cleveland Electric Illuminating Company and The Toledo      Edison Company. (Form S-4/A filed August 20, 2007, Exhibit      10.34) |

----

|           |                                                                                                                                                                                                                                                                                                                                                                          |
|----------------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 10-38          | GENCO Power Supply      Agreement, dated January 1, 2007, between FirstEnergy Generation Corp. and      FirstEnergy Solutions Corp. (Form S-4/A filed August 20, 2007, Exhibit      10.36)                                                                                                                                                                                    |
|           |                                                                                                                                                                                                                                                                                                                                                                          |
| 10-39          | Form of U.S.      $250,000,000 Credit Agreement, dated as of March 2, 2007, between      FirstEnergy Solutions Corp., as Borrower, and Morgan Stanley Senior      Funding, Inc., as Lender. (March 2007 Form 10-Q filed by FirstEnergy      Corp., Exhibit 10-2)                                                                                                    |
|           |                                                                                                                                                                                                                                                                                                                                                                          |
| 10-40          | Form of Guaranty dated      as of March 2, 2007, between FirstEnergy Corp., as Guarantor, and      Morgan Stanley Senior Funding, Inc., as Lender under the U.S. $250,000,000      Credit Agreement, dated as of March 2, 2007, with FirstEnergy      Solutions Corp., as Borrower. (March 2007 Form 10-Q filed by      FirstEnergy Corp., Exhibit 10-23) |
|           |                                                                                                                                                                                                                                                                                                                                                                          |
| 10-41          | Guaranty, dated as of      March 26, 2007, by FirstEnergy Generation Corp. on behalf of      FirstEnergy Solutions Corp. (Form S-4/A filed August 20, 2007, Exhibit      10.39)                                                                                                                                                                                     |
|           |                                                                                                                                                                                                                                                                                                                                                                          |
| 10-42          | Guaranty, dated as of      March 26, 2007, by FirstEnergy Solutions Corp. on behalf of      FirstEnergy Generation Corp. (Form S-4/A filed August 20, 2007, Exhibit      10.40)                                                                                                                                                                                     |
|           |                                                                                                                                                                                                                                                                                                                                                                          |
| 10-43          | Guaranty, dated as of      March 26, 2007, by FirstEnergy Solutions Corp. on behalf of      FirstEnergy Nuclear Generation Corp. (Form S-4/A filed August 20, 2007,      Exhibit 10.41)                                                                                                                                                                             |
|           |                                                                                                                                                                                                                                                                                                                                                                          |
| 10-44          | Guaranty, dated as of      March 26, 2007, by FirstEnergy Nuclear Generation Corp. on      behalf of FirstEnergy Solutions Corp. (Form S-4/A filed August 20, 2007,      Exhibit 10.42)                                                                                                                                                                             |
|           |                                                                                                                                                                                                                                                                                                                                                                          |
| (B)      10-45 | Form of      Guaranty Agreement dated as of December 16, 2005 between FirstEnergy Corp.      and FirstEnergy Solutions Corp. in Favor of Barclays Bank PLC as      Administrative Agent for the Banks. (2005 Form 10-K, Exhibit      10-58)                                                                                                                                   |
|           |                                                                                                                                                                                                                                                                                                                                                                          |
| (B)      10-46 | Form of Trust      Indenture dated as of December 1, 2005 between Ohio Water Development      Authority and JP Morgan Trust Company related to issuance of FirstEnergy      Nuclear Generation Corp. pollution control revenue refunding bonds. (2005      Form 10-K, Exhibit 10-59)                                                                                          |
|           |                                                                                                                                                                                                                                                                                                                                                                          |
| 10-47          | GENCO Power Supply      Agreement dated as of October 14, 2005 between FirstEnergy Generation      Corp. (Seller) and FirstEnergy Solutions Corp. (Buyer). (2005 Form 10-K,      Exhibit 10-60)                                                                                                                                                                               |
|           |                                                                                                                                                                                                                                                                                                                                                                          |
| 10-48          | Nuclear Power      Supply Agreement dated as of October 14, 2005 between FirstEnergy Nuclear      Generation Corp. (Seller) and FirstEnergy Solutions Corp. (Buyer). (2005      Form 10-K, Exhibit 10-61)                                                                                                                                                                     |
|           |                                                                                                                                                                                                                                                                                                                                                                          |
| (B)      10-49 | Form of Letter      of Credit and Reimbursement Agreement Dated as of December 16, 2005 among      FirstEnergy Nuclear Generation Corp., and the Participating Banks and      Barclays Bank PLC. (2005 Form 10-K, Exhibit 10-62)                                                                                                                                              |
|           |                                                                                                                                                                                                                                                                                                                                                                          |
| (B)      10-50 | Form of Waste      Water Facilities and Solid Waste Facilities Loan Agreement between Ohio      Water Development Authority and FirstEnergy Nuclear Generation Corp.,      dated as of December 1, 2005. (2005 Form 10-K, Exhibit    10-63)                                                                                                                                   |
|           |                                                                                                                                                                                                                                                                                                                                                                          |
| 10-51          | Nuclear      Sale/Leaseback Power Supply Agreement dated as of October 14, 2005 between      Ohio Edison Company and the Toledo Edison Company (Sellers) and      FirstEnergy Nuclear Generation Corp. (Buyer). (2005 Form 10-K, Exhibit      10-64)                                                                                                                          |
|           |                                                                                                                                                                                                                                                                                                                                                                          |
| 10-52          | Mansfield      Power Supply Agreement dated as of October 14, 2005 between Cleveland      Electric Illuminating Company and The Toledo Edison Company (Sellers) and      FirstEnergy Generation Corp. (Buyer). (2005 Form 10-K, Exhibit      10-65)                                                                                                                           |
|           |                                                                                                                                                                                                                                                                                                                                                                          |
| 10-53          | Power Supply      Agreement dated as of October 31, 2005 between FirstEnergy Solutions Corp.      (Seller) and the FirstEnergy Operating Companies – Ohio Edison Company,      The Cleveland Electric Illuminating Company, and The Toledo Edison Company      (Buyers). (2005 Form 10-K, Exhibit 10-66)                                                                |
|           |                                                                                                                                                                                                                                                                                                                                                                          |

----

| 10-54          | Electric Power      Supply Agreement dated as of October 3, 2005 between FirstEnergy Solutions      Corp.  (Seller) and Pennsylvania Power Company (Buyer). (2005      Form 10-K, Exhibit 10-67)                                                                                                                                                                                                                                                                             |
|----------------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (C)      10-55 | Form of Letter      of Credit and Reimbursement Agreement dated as of April 3, 2006 among      FirstEnergy Generation Corp., the Participating Banks, Barclays Bank PLC,      as administrative agent and fronting bank, and KeyBank National      Association, as syndication agent. (March 2006 Form 10-Q, Exhibit      10-2)                                                                                                                                                        |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (C)      10-56 | Form of Trust      Indenture dated as of April 1, 2006 between the Ohio Water Development      Authority and The Bank of New York Trust Company, N.A. as Trustee securing      pollution control revenue refunding bonds issued on behalf of FirstEnergy      Generation Corp. (March 2006 Form 10-Q, Exhibit 10-3)                                                                                                                                                                    |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (C)      10-57 | Form of Waste      Water Facilities Loan Agreement between the Ohio Water Development      Authority and FirstEnergy Generation Corp. dated as of April 1, 2006.      (March 2006 Form 10-Q, Exhibit 10-4)                                                                                                                                                                                                                                                                             |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (D)      10-58 | Form of Trust      Indenture dated as of December 1, 2006 between the Ohio Water Development      Authority and The Bank of New York Trust Company, N.A. as Trustee securing      State of Ohio Pollution Control Revenue Refunding Bonds (FirstEnergy      Nuclear Generation Corp. Project). (2006 Form 10-K, Exhibit      10-77)                                                                                                                                                    |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (D)      10-59 | Form of Waste      Water Facilities and Solid Waste Facilities Loan Agreement between the      Ohio Water Development Authority and FirstEnergy Nuclear Generation Corp.      dated as of December 1, 2006. (2006 Form 10-K, Exhibit    10-80)                                                                                                                                                                                                                                         |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| 10-60          | Consent Decree dated      March 18, 2005. (Form 8-K filed March 18, 2005 by FirstEnergy Corp.,      Exhibit 10.1)                                                                                                                                                                                                                                                                                                                                                                      |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| 10-61          | Amendment to      Agreement for Engineering, Procurement and Construction of Air Quality      Control Systems by and between FirstEnergy Generation Corp. and Bechtel      Power Corporation dated September 14, 2007. (September 2007 Form 10-Q,      Exhibit 10.1)                                                                                                                                                                                                                   |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| 10-62          | Asset Purchase      Agreement by and between Calpine Corporation, as Seller, and FirstEnergy      Generation Corp., as Buyer, dated as of January 28, 2008. (2007 Form 10-K,      Exhibit 10-48)                                                                                                                                                                                                                                                                                       |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| 10-63          | U.S.      $300,000,000 Credit Agreement, dated as of October 8, 2008, among      FirstEnergy Generation Corp., as Borrower, FirstEnergy Corp. and      FirstEnergy Solutions Corp., as Guarantors, Credit Suisse and the other      Banks parties thereto from time to time, as Banks and Credit Suisse, as      Administrative Agent. (September 2008 Form 10-Q, Exhibit    10.1)                                                                                                     |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (A)      12-2  | Consolidated      ratios of earnings to fixed charges.                                                                                                                                                                                                                                                                                                                                                                                                                                 |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (A)      13-2  | FES 2008      Annual Report to Stockholders. (Only those portions expressly incorporated      by reference in this Form 10-K are to be deemed “filed” with the      SEC.)                                                                                                                                                                                                                                                                                                  |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (A)      31-1  | Certification      of chief executive officer, as adopted pursuant to Rule      13a-15(e)/15d-15(e).                                                                                                                                                                                                                                                                                                                                                                                   |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (A)      31-2  | Certification      of chief financial officer, as adopted pursuant to Rule      13a-15(e)/15d-15(e).                                                                                                                                                                                                                                                                                                                                                                                   |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (A)      32    | Certification      of chief executive officer and chief financial officer, pursuant to 18      U.S.C. §1350.                                                                                                                                                                                                                                                                                                                                                                      |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (A)            | Provided      herein in electronic format as an exhibit.                                                                                                                                                                                                                                                                                                                                                                                                                               |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (B)            | Four      substantially similar agreements, each dated as of the same date, were      executed and delivered by the registrant and its affiliates with respect      to four other series of pollution control revenue refunding bonds issued      by the Ohio Water Development Authority, the Ohio Air Quality Authority      and Beaver County Industrial Development Authority, Pennsylvania, relating      to pollution control notes of FirstEnergy Nuclear Generation      Corp. |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |

----

| (C)    | Three      substantially similar agreements, each dated as of the same date, were      executed and delivered by the registrant and its affiliates with respect      to three other series of pollution control revenue refunding bonds issued      by the Ohio Water Development Authority and the Beaver County Industrial      Development Authority relating to pollution control notes of FirstEnergy      Generation Corp. and FirstEnergy Nuclear Generation  Corp.                                                                                                                                                                              |
|--------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    |
| (D)    | Seven      substantially similar agreements, each dated as of the same date, were      executed and delivered by the registrant and its affiliates with respect      to one other series of pollution control revenue refunding bonds issued by      the Ohio Water Development Authority, three other series of pollution      control bonds issued by the Ohio Air Quality Development Authority and the      three other series of pollution control bonds issued by the Beaver County      Industrial Development Authority, relating to pollution control notes of      FirstEnergy Generation Corp. and FirstEnergy Nuclear Generation      Corp. |

| 2-1    | Agreement and      Plan of Merger, dated as of September 13, 1996, between Ohio Edison      Company and Centerior Energy Corporation. (Form 8–K filed      September 17, 1996, Exhibit 2–1)                                                                                                                                                   |
|--------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                                                                                                                                                                          |
| 3-1    | Amended and      Restated Articles of Incorporation of Ohio Edison Company, Effective      December 18, 2007. (2007 Form 10-K, Exhibit 3-4)                                                                                                                                                                                                                              |
|   |                                                                                                                                                                                                                                                                                                                                                                          |
| 3-2    | Amended and      Restated Code of Regulations of Ohio Edison Company, dated      December 14, 2007. (2007 Form 10-K, Exhibit 3-5)                                                                                                                                                                                                                                        |
|   |                                                                                                                                                                                                                                                                                                                                                                          |
| 4-1    | General      Mortgage Indenture and Deed of Trust dated as of January 1, 1998      between Ohio Edison Company and the Bank of New York, as Trustee, as      amended and supplemented by Supplemental Indentures: (Registration      No. 333-05277, Exhibit 4(g))                                                                                              |   |
|   |                                                                                                                                                                                                                                                                                                                                                                          |   |
| 4-1(a) | February 1,      2003 (2003 Form10-K, File No. 1-2578, Exhibit 4-4)                                                                                                                                                                                                                                                                                                           |   |
| 4-1(b) | March 1, 2003      (2003 Form 10-K, File No. 1-2578, Exhibit 4-5)                                                                                                                                                                                                                                                                                                             |   |
| 4-1(c) | August 1, 2003      (2003 Form 10-K, File No. 1-2578, Exhibit 4-6)                                                                                                                                                                                                                                                                                                            |   |
| 4-1(d) | June 1, 2004      (2004 Form 10-K, File No. 1-2578, Exhibit 4-4)                                                                                                                                                                                                                                                                                                              |   |
| 4-1(e) | December 1,      2004 (2004 Form 10-K, File No. 1-2578, Exhibit 4-4)                                                                                                                                                                                                                                                                                                          |   |
| 4-1(f) | April 1, 2005      (June 2005 Form 10-Q, File No. 1-2578, Exhibit 4-4)                                                                                                                                                                                                                                                                                                        |   |
| 4-1(g) | April 15, 2005      (June 2005 Form 10-Q, File No. 1-2578, Exhibit 4-5)                                                                                                                                                                                                                                                                                                       |   |
| 4-1(h) | June 1, 2005      (June 2005 Form 10-Q, File No. 1-2578, Exhibit 4-6)                                                                                                                                                                                                                                                                                                         |   |
| 4-1(i) | October 1,      2008 (Form 8-K filed October 22, 2008, Exhibit 4.1)                                                                                                                                                                                                                                                                                                           |   |
|   |                                                                                                                                                                                                                                                                                                                                                                          |   |
| 4-2    | Indenture      dated as of April 1, 2003 between Ohio Edison Company and The Bank of New      York, as Trustee. (2003 Form 10-K, Exhibit 4-3)                                                                                                                                                                                                                                 |   |
|   |                                                                                                                                                                                                                                                                                                                                                                          |   |
| 4-2(a) | Officer’s      Certificate (including the forms of the 6.40% Senior Notes due 2016 and      the 6.875% Senior Notes due 2036), dated June 21, 2006. (Form 8-K      filed June 27, 2006, Exhibit 4)                                                                                                                                                                 |   |
|   |                                                                                                                                                                                                                                                                                                                                                                          |   |
| 10-1   | Administration      Agreement between the CAPCO Group dated as of September 14, 1967.      (Registration No. 2-43102, Exhibit 5(c)(2))                                                                                                                                                                                                                         |   |
|   |                                                                                                                                                                                                                                                                                                                                                                          |   |
| 10-2   | Amendment      No. 1 dated January 4, 1974 to Administration Agreement between      the CAPCO Group dated as of September 14, 1967. (Registration      No. 2-68906, Exhibit 5(c)(3))                                                                                                                                                                 |   |
|   |                                                                                                                                                                                                                                                                                                                                                                          |   |
| 10-3   | Amendment      No. 4 dated as of July 1, 1985 to the Bond Guaranty dated as of      October 1, 1973, as amended, by the CAPCO Companies to National City      Bank as Bond Trustee. (1985 Form 10-K,      Exhibit 10-30)                                                                                                                             |   |
|   |                                                                                                                                                                                                                                                                                                                                                                          |   |
| 10-4   | Amendment      No. 5 dated as of May 1, 1986, to the Bond Guaranty by the CAPCO      Companies to National City Bank as Bond Trustee. (1986 Form 10-K,      Exhibit 10-33)                                                                                                                                                                                |   |
|   |                                                                                                                                                                                                                                                                                                                                                                          |   |
| 10-5   | Amendment      No. 6A dated as of December 1, 1991, to the Bond Guaranty dated      as of October 1, 1973, by The Cleveland Electric Illuminating      Company, Duquesne Light Company, Ohio Edison Company, Pennsylvania Power      Company, The Toledo Edison Company to National City Bank, as Bond Trustee.      (1991 Form 10-K, Exhibit 10-33) |   |

----

|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |   |
|----------------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|
| 10-6           | Amendment      No. 6B dated as of December 30, 1991, to the Bond Guaranty dated      as of October 1, 1973 by The Cleveland Electric Illuminating Company,      Duquesne Light Company, Ohio Edison Company, Pennsylvania Power Company,      The Toledo Edison Company to National City Bank, as Bond Trustee. (1991      Form 10-K, Exhibit 10-34)                                                                                                                                                                                                            |   |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |   |
| (B)      10-7  | Ohio Edison      System Executive Supplemental Life Insurance Plan. (1995 Form 10-K,      Exhibit 10-44)                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |   |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |   |
| (B)      10-8  | Ohio Edison      System Executive Incentive Compensation Plan.  (1995      Form 10-K, Exhibit 10-45)                                                                                                                                                                                                                                                                                                                                                                                                                                                                 |   |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |   |
| (B)      10-9  | Ohio Edison      System Restated and Amended Supplemental Executive Retirement Plan. (1995      Form 10-K, Exhibit 10-47)                                                                                                                                                                                                                                                                                                                                                                                                                                                      |   |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |   |
| (B)      10-10 | Form of      Amendment, effective November 7, 2001, to GPU, Inc. 1990 Stock Plan for      Employees of GPU, Inc. and Subsidiaries, Deferred Remuneration Plan for      Outside Directors of GPU, Inc., and Retirement Plan for Outside Directors      of GPU, Inc. (2001 Form 10-K, Exhibit 10-26)                                                                                                                                                                                                                                                                                       |   |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |   |
| (B)      10-11 | GPU, Inc.      Stock Option and Restricted Stock Plan for MYR Group, Inc. Employees.      (2001 Form 10-K, Exhibit 10-27)                                                                                                                                                                                                                                                                                                                                                                                                                                                                |   |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |   |
| (B)      10-12 | Severance pay      agreement between Ohio Edison Company and A. J. Alexander. (1995      Form 10-K, Exhibit 10-50)                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
| (C)      10-13 | Participation      Agreement dated as of March 16, 1987 among Perry One Alpha Limited      Partnership, as Owner Participant, the Original Loan Participants listed      in Schedule 1 Hereto, as Original Loan Participants, PNPP Funding      Corporation, as Funding Corporation, The First National Bank of Boston, as      Owner Trustee, Irving Trust Company, as Indenture Trustee and Ohio Edison      Company, as Lessee. (1986 Form 10-K,    Exhibit 28-1)                                                                                                 |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
| (C)      10-14 | Amendment      No. 1 dated as of September 1, 1987 to Participation Agreement      dated as of March 16, 1987 among Perry One Alpha Limited Partnership,      as Owner Participant, the Original Loan Participants listed in      Schedule 1 thereto, as Original Loan Participants, PNPP Funding      Corporation, as Funding Corporation, The First National Bank of Boston, as      Owner Trustee, Irving Trust Company (now The Bank of New York), as      Indenture Trustee, and Ohio Edison Company, as Lessee. (1991      Form 10-K, Exhibit 10-46) |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
| (C)      10-15 | Amendment      No. 3 dated as of May 16, 1988 to Participation Agreement dated      as of March 16, 1987, as amended among Perry One Alpha Limited      Partnership, as Owner Participant, PNPP Funding Corporation, The First      National Bank of Boston, as Owner Trustee, Irving Trust Company, as      Indenture Trustee, and Ohio Edison Company, as Lessee. (1992      Form 10-K, Exhibit 10-47)                                                                                                                                                        |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
| (C)      10-16 | Amendment      No. 4 dated as of November 1, 1991 to Participation Agreement      dated as of March 16, 1987 among Perry One Alpha Limited Partnership,      as Owner Participant, PNPP Funding Corporation, as Funding Corporation,      PNPP II Funding Corporation, as New Funding Corporation, The First      National Bank of Boston, as Owner Trustee, The Bank of New York, as      Indenture Trustee and Ohio Edison Company, as Lessee. (1991      Form 10-K, Exhibit 10-47)                                                                      |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
| (C)      10-17 | Amendment      No. 5 dated as of November 24, 1992 to Participation Agreement      dated as of March 16, 1987, as amended, among Perry One Alpha Limited      Partnership, as Owner Participant, PNPP Funding Corporation, as Funding      Corporation, PNPP II Funding Corporation, as New Funding Corporation,      The First National Bank of Boston, as Owner Trustee, The Bank of New York,      as Indenture Trustee and Ohio Edison Company as Lessee. (1992      Form 10-K, Exhibit 10-49)                                                         |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
| (C)      10-18 | Amendment      No. 6 dated as of January 12, 1993 to Participation Agreement      dated as of March 16, 1987 among Perry One Alpha Limited Partnership,      as Owner Participant, PNPP Funding Corporation, as Funding Corporation,      PNPP II Funding Corporation, as New Funding Corporation, The First      National Bank of Boston, as Owner Trustee, The Bank of New York, as      Indenture Trustee and Ohio Edison Company, as Lessee. (1992      Form 10-K, Exhibit 10-50)                                                                      |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |

----

| (C)      10-19 | Amendment      No. 7 dated as of October 12, 1994 to Participation Agreement      dated as of March 16, 1987 as amended, among Perry One Alpha Limited      Partnership, as Owner Participant, PNPP Funding Corporation, as Funding      Corporation, PNPP II Funding Corporation, as New Funding Corporation,      The First National Bank of Boston, as Owner Trustee, The Bank of New York,      as Indenture Trustee and Ohio Edison Company, as Lessee. (1994      Form 10-K, Exhibit 10-54) |
|----------------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
| (C)      10-20 | Facility Lease      dated as of March 16, 1987 between The First National Bank of Boston,      as Owner Trustee, with Perry One Alpha Limited Partnership, Lessor, and      Ohio Edison Company, Lessee. (1986 Form 10-K,      Exhibit 28-2)                                                                                                                                                                                                                                                                     |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
| (C)      10-21 | Amendment      No. 1 dated as of September 1, 1987 to Facility Lease dated as      of March 16, 1997 between The First National Bank of Boston, as Owner      Trustee, Lessor and Ohio Edison Company, Lessee. (1991 Form 10-K,      Exhibit 10-49)                                                                                                                                                                                                                                                    |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
| (C)      10-22 | Amendment      No. 2 dated as of November 1, 1991, to Facility Lease dated as      of March 16, 1987, between The First National Bank of Boston, as      Owner Trustee, Lessor and Ohio Edison Company, Lessee. (1991      Form 10-K, Exhibit 10-50)                                                                                                                                                                                                                                                   |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
| (C)      10-23 | Amendment      No. 3 dated as of November 24, 1992 to Facility Lease dated as      March 16, 1987 as amended, between The First National Bank of Boston,      as Owner Trustee, with Perry One Alpha Limited partnership, as Owner      Participant and Ohio Edison Company, as Lessee. (1992 Form 10-K,      Exhibit 10-54)                                                                                                                                                                           |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
| (C)      10-24 | Amendment      No. 4 dated as of January 12, 1993 to Facility Lease dated as of      March 16, 1987 as amended, between, The First National Bank of      Boston, as Owner Trustee, with Perry One Alpha Limited Partnership, as      Owner Participant, and Ohio Edison Company, as Lessee.      (1994 Form 10-K, Exhibit 10-59)                                                                                                                                                                  |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
| (C)      10-25 | Amendment      No. 5 dated as of October 12, 1994 to Facility Lease dated as of      March 16, 1987 as amended, between, The First National Bank of      Boston, as Owner Trustee, with Perry One Alpha Limited Partnership, as      Owner Participant, and Ohio Edison Company, as Lessee. (1994      Form 10-K, Exhibit 10-60)                                                                                                                                                                       |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
| (C)      10-26 | Letter      Agreement dated as of March 19, 1987 between Ohio Edison Company,      Lessee, and The First National Bank of Boston, Owner Trustee under a Trust      dated March 16, 1987 with Chase Manhattan Realty Leasing Corporation,      required by Section 3(d) of the Facility Lease. (1986 Form 10-K,      Exhibit 28-3)                                                                                                                                                                           |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
| (C)      10-27 | Ground Lease      dated as of March 16, 1987 between Ohio Edison Company, Ground      Lessor, and The First National Bank of Boston, as Owner Trustee under a      Trust Agreement, dated as of March 16, 1987, with the Owner      Participant, Tenant. (1986 Form 10-K,    Exhibit 28-4)                                                                                                                                                                                                                  |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
| (C)      10-28 | Trust      Agreement dated as of March 16, 1987 between Perry One Alpha Limited      Partnership, as Owner Participant, and The First National Bank of Boston.      (1986 Form 10-K, Exhibit 28-5)                                                                                                                                                                                                                                                                                                               |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
| (C)      10-29 | Trust      Indenture, Mortgage, Security Agreement and Assignment of Facility Lease      dated as of March 16, 1987 between The First National Bank of Boston,      as Owner Trustee under a Trust Agreement dated as of March 16, 1987      with Perry One Alpha Limited Partnership, and Irving Trust Company, as      Indenture Trustee. (1986 Form 10-K,  Exhibit 28-6)                                                                                                                                 |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
| (C)      10-30 | Supplemental      Indenture No. 1 dated as of September 1, 1987 to Trust      Indenture, Mortgage, Security Agreement and Assignment of Facility Lease      dated as of March 16, 1987 between The First National Bank of Boston      as Owner Trustee and Irving Trust Company (now The Bank of New York), as      Indenture Trustee. (1991 Form 10-K,    Exhibit 10-55)                                                                                                                              |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |
| (C)      10-31 | Supplemental      Indenture No. 2 dated as of November 1, 1991 to Trust Indenture,      Mortgage, Security Agreement and Assignment of Facility Lease dated as of      March 16, 1987 between The First National Bank of Boston, as Owner      Trustee and The Bank of New York, as Indenture Trustee. (1991      Form 10-K, Exhibit 10-56)                                                                                                                                                                 |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            |

----

| (C)      10-32 | Tax      Indemnification Agreement dated as of March 16, 1987 between Perry      One, Inc. and PARock Limited Partnership as General Partners and Ohio      Edison Company, as Lessee. (1986 Form 10-K,      Exhibit 28-7)                                                                                                                                                                                                                                                                                                                      |
|----------------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |
| (C)      10-33 | Amendment      No. 1 dated as of November 1, 1991 to Tax Indemnification      Agreement dated as of March 16, 1987 between Perry One, Inc. and      PARock Limited Partnership and Ohio Edison Company. (1991 Form 10-K,      Exhibit 10-58)                                                                                                                                                                                                                                                                                          |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |
| (C)      10-34 | Amendment      No. 2 dated as of January 12, 1993 to Tax Indemnification      Agreement dated as of March 16, 1987 between Perry One, Inc. and      PARock Limited Partnership and Ohio Edison Company. (1994 Form 10-K,      Exhibit 10-69)                                                                                                                                                                                                                                                                                          |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |
| (C)      10-35 | Amendment      No. 3 dated as of October 12, 1994 to Tax Indemnification      Agreement dated as of March 16, 1987 between Perry One, Inc. and      PARock Limited Partnership and Ohio Edison Company. (1994 Form 10-K,      Exhibit 10-70)                                                                                                                                                                                                                                                                                          |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |
| (C)      10-36 | Partial      Mortgage Release dated as of March 19, 1987 under the Indenture      between Ohio Edison Company and Bankers Trust Company, as Trustee, dated      as of the 1st day of August 1930. (1986 Form 10-K,      Exhibit 28-8)                                                                                                                                                                                                                                                                                                      |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |
| (C)      10-37 | Assignment,      Assumption and Further Agreement dated as of March 16, 1987 among The      First National Bank of Boston, as Owner Trustee under a Trust Agreement,      dated as of March 16, 1987, with Perry One Alpha Limited Partnership,      The Cleveland Electric Illuminating Company, Duquesne Light Company, Ohio      Edison Company, Pennsylvania Power Company and Toledo Edison Company.      (1986 Form 10-K, Exhibit 28-9)                                                                                              |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |
| (C)      10-38 | Additional      Support Agreement dated as of March 16, 1987 between The First      National Bank of Boston, as Owner Trustee under a Trust Agreement, dated      as of March 16, 1987, with Perry One Alpha Limited Partnership, and      Ohio Edison Company. (1986 Form 10-K,    Exhibit 28-10)                                                                                                                                                                                                                                         |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |
| (C)      10-39 | Bill of Sale,      Instrument of Transfer and Severance Agreement dated as of March 19,      1987 between Ohio Edison Company, Seller, and The First National Bank of      Boston, as Owner Trustee under a Trust Agreement, dated as of      March 16, 1987, with Perry One Alpha Limited Partnership. (1986      Form 10-K, Exhibit 28-11)                                                                                                                                                                                               |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |
| (C)      10-40 | Easement dated      as of March 16, 1987 from Ohio Edison Company, Grantor, to The First      National Bank of Boston, as Owner Trustee under a Trust Agreement, dated      as of March 16, 1987, with Perry One Alpha Limited Partnership,      Grantee. (1986 Form 10-K, Exhibit 28-12)                                                                                                                                                                                                                                                  |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |
| 10-41          | Participation      Agreement dated as of March 16, 1987 among Security Pacific Capital      Leasing Corporation, as Owner Participant, the Original Loan Participants      listed in Schedule 1 Hereto, as Original Loan Participants, PNPP      Funding Corporation, as Funding Corporation, The First National Bank of      Boston, as Owner Trustee, Irving Trust Company, as Indenture Trustee and      Ohio Edison Company, as Lessee. (1986 Form 10-K,      Exhibit 28-13)                                                           |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |
| 10-42          | Amendment      No. 1 dated as of September 1, 1987 to Participation Agreement      dated as of March 16, 1987 among Security Pacific Capital Leasing      Corporation, as Owner Participant, The Original Loan Participants Listed      in Schedule 1 thereto, as Original Loan Participants, PNPP Funding      Corporation, as Funding Corporation, The First National Bank of Boston, as      Owner Trustee, Irving Trust Company, as Indenture Trustee and Ohio Edison      Company, as Lessee. (1991 Form 10-K,    Exhibit 10-65) |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |
| 10-43          | Amendment      No. 4 dated as of November 1, 1991, to Participation Agreement      dated as of March 16, 1987 among Security Pacific Capital Leasing      Corporation, as Owner Participant, PNPP Funding Corporation, as Funding      Corporation, PNPP II Funding Corporation, as New Funding Corporation,      The First National Bank of Boston, as Owner Trustee, The Bank of New York,      as Indenture Trustee and Ohio Edison Company, as Lessee. (1991      Form 10-K, Exhibit 10-66)                                  |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           |

----

| 10-44  | Amendment      No. 5 dated as of November 24, 1992 to Participation Agreement      dated as of March 16, 1987 as amended among Security Pacific Capital      Leasing Corporation, as Owner Participant, PNPP Funding Corporation, as      Funding Corporation, PNPP II Funding Corporation, as New Funding      Corporation, The First National Bank of Boston, as Owner Trustee, The Bank      of New York, as Indenture Trustee and Ohio Edison Company, as Lessee.      (1992 Form 10-K, Exhibit 10-71) |
|--------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
| 10-45  | Amendment      No. 6 dated as of January 12, 1993 to Participation Agreement      dated as of March 16, 1987 as amended among Security Pacific Capital      Leasing Corporation, as Owner Participant, PNPP Funding Corporation, as      Funding Corporation, PNPP II Funding Corporation, as New Funding      Corporation, The First National Bank of Boston, as Owner Trustee, The Bank      of New York, as Indenture Trustee and Ohio Edison Company, as Lessee.      (1994 Form 10-K, Exhibit 10-80)  |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
| 10-46  | Amendment      No. 7 dated as of October 12, 1994 to Participation Agreement      dated as of March 16, 1987 as amended among Security Pacific Capital      Leasing Corporation, as Owner Participant, PNPP Funding Corporation, as      Funding Corporation, PNPP II Funding Corporation, as New Funding      Corporation, The First National Bank of Boston, as Owner Trustee, The Bank      of New York, as Indenture Trustee and Ohio Edison Company, as Lessee.      (1994 Form 10-K, Exhibit 10-81)  |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
| 10-47  | Facility Lease      dated as of March 16, 1987 between The First National Bank of Boston,      as Owner Trustee, with Security Pacific Capital Leasing Corporation,      Lessor, and Ohio Edison Company, as Lessee. (1986 Form 10-K,      Exhibit 28-14)                                                                                                                                                                                                                                                                 |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
| 10-48  | Amendment      No. 1 dated as of September 1, 1987 to Facility Lease dated as      of March 16, 1987 between The First National Bank of Boston as Owner      Trustee, Lessor and Ohio Edison Company, Lessee. (1991 Form 10-K,      Exhibit 10-68)                                                                                                                                                                                                                                                              |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
| 10-49  | Amendment      No. 2 dated as of November 1, 1991 to Facility Lease dated as of      March 16, 1987 between The First National Bank of Boston as Owner      Trustee, Lessor and Ohio Edison Company, Lessee. (1991 Form 10-K,      Exhibit 10-69)                                                                                                                                                                                                                                                               |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
| 10-50  | Amendment      No. 3 dated as of November 24, 1992 to Facility Lease dated as      of March 16, 1987, as amended, between, The First National Bank of      Boston, as Owner Trustee, with Security Pacific Capital Leasing      Corporation, as Owner Participant and Ohio Edison Company, as Lessee.      (1992 Form 10-K, Exhibit 10-75)                                                                                                                                                                      |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
| 10-51  | Amendment      No. 4 dated as of January 12, 1993 to Facility Lease dated as of      March 16, 1987 as amended between, The First National Bank of Boston,      as Owner Trustee, with Security Pacific Capital Leasing Corporation, as      Owner Participant, and Ohio Edison Company, as Lessee. (1992      Form 10-K, Exhibit 10-76)                                                                                                                                                                        |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
| 10-52  | Amendment      No. 5 dated as of October 12, 1994 to Facility Lease dated as of      March 16, 1987 as amended between, The First National Bank of Boston,      as Owner Trustee, with Security Pacific Capital Leasing Corporation, as      Owner Participant, and Ohio Edison Company, as Lessee. (1994      Form 10-K, Exhibit 10-87)                                                                                                                                                                        |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
| 10-53  | Letter      Agreement dated as of March 19, 1987 between Ohio Edison Company, as      Lessee, and The First National Bank of Boston, as Owner Trustee under a      Trust, dated as of March 16, 1987, with Security Pacific Capital      Leasing Corporation, required by Section 3(d) of the Facility Lease. (1986      Form 10-K, Exhibit 28-15)                                                                                                                                                                   |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
| 10-54  | Ground Lease      dated as of March 16, 1987 between Ohio Edison Company, Ground      Lessor, and The First National Bank of Boston, as Owner Trustee under a      Trust Agreement, dated as of March 16, 1987, with Perry One Alpha      Limited Partnership, Tenant. (1986 Form 10-K,      Exhibit 28-16)                                                                                                                                                                                                          |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |
| 10-55  | Trust      Agreement dated as of March 16, 1987 between Security Pacific Capital      Leasing Corporation, as Owner Participant, and The First National Bank of      Boston. (1986 Form 10-K, Exhibit 28-17)                                                                                                                                                                                                                                                                                                              |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     |

----

| 10-56  | Trust      Indenture, Mortgage, Security Agreement and Assignment of Facility Lease      dated as of March 16, 1987 between The First National Bank of Boston,      as Owner Trustee under a Trust Agreement, dated as of March 16, 1987,      with Security Pacific Capital Leasing Corporation, and Irving Trust      Company, as Indenture Trustee. (1986 Form 10-K,      Exhibit 28-18)                                                                                                                                                        |
|--------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| 10-57  | Supplemental      Indenture No. 1 dated as of September 1, 1987 to Trust      Indenture, Mortgage, Security Agreement and Assignment of Facility Lease      dated as of March 16, 1987 between The First National Bank of Boston,      as Owner Trustee and Irving Trust Company (now The Bank of New York), as      Indenture Trustee. (1991 Form 10-K,    Exhibit 10-74)                                                                                                                                                                    |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| 10-58  | Supplemental      Indenture No. 2 dated as of November 1, 1991 to Trust Indenture,      Mortgage, Security Agreement and Assignment of Facility Lease dated as of      March 16, 1987 between The First National Bank of Boston, as Owner      Trustee and The Bank of New York, as Indenture Trustee. (1991      Form 10-K, Exhibit 10-75)                                                                                                                                                                                                   |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| 10-59  | Tax      Indemnification Agreement dated as of March 16, 1987 between Security      Pacific Capital Leasing Corporation, as Owner Participant, and Ohio Edison      Company, as Lessee. (1986 Form 10-K,    Exhibit 28-19)                                                                                                                                                                                                                                                                                                                              |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| 10-60  | Amendment      No. 1 dated as of November 1, 1991 to Tax Indemnification      Agreement dated as of March 16, 1987 between Security Pacific Capital      Leasing Corporation and Ohio Edison Company. (1991 Form 10-K,      Exhibit 10-77)                                                                                                                                                                                                                                                                                                    |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| 10-61  | Amendment      No. 2 dated as of January 12, 1993 to Tax Indemnification      Agreement dated as of March 16, 1987 between Security Pacific Capital      Leasing Corporation and Ohio Edison Company. (1994 Form 10-K,      Exhibit 10-96)                                                                                                                                                                                                                                                                                                    |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| 10-62  | Amendment      No. 3 dated as of October 12, 1994 to Tax Indemnification      Agreement dated as of March 16, 1987 between Security Pacific Capital      Leasing Corporation and Ohio Edison Company. (1994 Form 10-K,      Exhibit 10-97)                                                                                                                                                                                                                                                                                                    |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| 10-63  | Assignment,      Assumption and Further Agreement dated as of March 16, 1987 among The      First National Bank of Boston, as Owner Trustee under a Trust Agreement,      dated as of March 16, 1987, with Security Pacific Capital Leasing      Corporation, The Cleveland Electric Illuminating Company, Duquesne Light      Company, Ohio Edison Company, Pennsylvania Power Company and Toledo Edison      Company. (1986 Form 10-K, Exhibit 28-20)                                                                                            |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| 10-64  | Additional      Support Agreement dated as of March 16, 1987 between The First      National Bank of Boston, as Owner Trustee under a Trust Agreement, dated      as of March 16, 1987, with Security Pacific Capital Leasing      Corporation, and Ohio Edison Company. (1986 Form 10-K,      Exhibit 28-21)                                                                                                                                                                                                                                      |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| 10-65  | Bill of Sale,      Instrument of Transfer and Severance Agreement dated as of March 19,      1987 between Ohio Edison Company, Seller, and The First National Bank of      Boston, as Owner Trustee under a Trust Agreement, dated as of      March 16, 1987, with Security Pacific Capital Leasing Corporation,      Buyer. (1986 Form 10-K, Exhibit 28-22)                                                                                                                                                                                       |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| 10-66  | Easement dated      as of March 16, 1987 from Ohio Edison Company, Grantor, to The First      National Bank of Boston, as Owner Trustee under a Trust Agreement, dated      as of March 16, 1987, with Security Pacific Capital Leasing      Corporation, Grantee. (1986 Form 10-K,      Exhibit 28-23)                                                                                                                                                                                                                                            |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| 10-67  | Refinancing      Agreement dated as of November 1, 1991 among Perry One Alpha Limited      Partnership, as Owner Participant, PNPP Funding Corporation, as Funding      Corporation, PNPP II Funding Corporation, as New Funding Corporation,      The First National Bank of Boston, as Owner Trustee, The Bank of New York,      as Indenture Trustee, The Bank of New York, as Collateral Trust Trustee,      The Bank of New York, as New Collateral Trust Trustee and Ohio Edison      Company, as Lessee. (1991 Form 10-K,    Exhibit 10-82) |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |

----

| 10-68          | Refinancing      Agreement dated as of November 1, 1991 among Security Pacific Leasing      Corporation, as Owner Participant, PNPP Funding Corporation, as Funding      Corporation, PNPP II Funding Corporation, as New Funding Corporation,      The First National Bank of Boston, as Owner Trustee, The Bank of New York,      as Indenture Trustee, The Bank of New York, as Collateral Trust Trustee,      The Bank of New York as New Collateral Trust Trustee and Ohio Edison      Company, as Lessee. (1991 Form 10-K,    Exhibit 10-83) |
|----------------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| 10-69          | Ohio Edison      Company Master Decommissioning Trust Agreement for Perry Nuclear Power      Plant Unit One, Perry Nuclear Power Plant Unit Two, Beaver Valley Power      Station Unit One and Beaver Valley Power Station Unit Two dated      July 1, 1993. (1993 Form 10-K,    Exhibit 10-94)                                                                                                                                                                                                                                                         |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (D)      10-70 | Participation      Agreement dated as of September 15, 1987, among Beaver Valley Two Pi      Limited Partnership, as Owner Participant, the Original Loan Participants      listed in Schedule 1 Thereto, as Original Loan Participants, BVPS      Funding Corporation, as Funding Corporation, The First National Bank of      Boston, as Owner Trustee, Irving Trust Company, as Indenture Trustee and      Ohio Edison Company as Lessee. (1987 Form 10-K,      Exhibit 28-1)                                                                   |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (D)      10-71 | Amendment      No. 1 dated as of February 1, 1988, to Participation Agreement      dated as of September 15, 1987, among Beaver Valley Two Pi Limited      Partnership, as Owner Participant, the Original Loan Participants listed      in Schedule 1 Thereto, as Original Loan Participants, BVPS Funding      Corporation, as Funding Corporation, The First National Bank of Boston, as      Owner Trustee, Irving Trust Company, as Indenture Trustee and Ohio Edison      Company, as Lessee. (1987 Form 10-K,    Exhibit 28-2)         |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (D)      10-72 | Amendment      No. 3 dated as of March 16, 1988 to Participation Agreement      dated as of September 15, 1987, as amended, among Beaver Valley Two      Pi Limited Partnership, as Owner Participant, BVPS Funding Corporation,      The First National Bank of Boston, as Owner Trustee, Irving Trust Company,      as Indenture Trustee and Ohio Edison Company, as Lessee. (1992      Form 10-K, Exhibit 10-99)                                                                                                                           |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (D)      10-73 | Amendment      No. 4 dated as of November 5, 1992 to Participation Agreement      dated as of September 15, 1987, as amended, among Beaver Valley Two      Pi Limited Partnership, as Owner Participant, BVPS Funding Corporation,      BVPS II Funding Corporation, The First National Bank of Boston, as      Owner Trustee, The Bank of New York, as Indenture Trustee and Ohio Edison      Company, as Lessee. (1992 Form 10-K,    Exhibit 10-100)                                                                                   |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (D)      10-74 | Amendment      No. 5 dated as of September 30, 1994 to Participation Agreement      dated as of September 15, 1987, as amended, among Beaver Valley Two      Pi Limited Partnership, as Owner Participant, BVPS Funding Corporation,      BVPS II Funding Corporation, The First National Bank of Boston, as      Owner Trustee, The Bank of New York, as Indenture Trustee and Ohio Edison      Company, as Lessee. (1994 Form 10-K,    Exhibit 10-118)                                                                                 |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (D)      10-75 | Facility Lease      dated as of September 15, 1987, between The First National Bank of      Boston, as Owner Trustee, with Beaver Valley Two Pi Limited Partnership,      Lessor, and Ohio Edison Company, Lessee. (1987 Form 10-K,      Exhibit 28-3)                                                                                                                                                                                                                                                                                                  |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (D)      10-76 | Amendment      No. 1 dated as of February 1, 1988, to Facility Lease dated as      of September 15, 1987, between The First National Bank of Boston, as      Owner Trustee, with Beaver Valley Two Pi Limited Partnership, Lessor, and      Ohio Edison Company, Lessee. (1987 Form 10-K,      Exhibit 28-4)                                                                                                                                                                                                                                  |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (D)      10-77 | Amendment      No. 2 dated as of November 5, 1992, to Facility Lease dated as      of September 15, 1987, as amended, between The First National Bank of      Boston, as Owner Trustee, with Beaver Valley Two Pi Limited Partnership,      as Owner Participant, and Ohio Edison Company, as Lessee. (1992      Form 10-K, Exhibit 10-103)                                                                                                                                                                                                   |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |
| (D)      10-78 | Amendment      No. 3 dated as of September 30, 1994 to Facility Lease dated as      of September 15, 1987, as amended, between The First National Bank of      Boston, as Owner Trustee, with Beaver Valley Two Pi Limited Partnership,      as Owner Participant, and Ohio Edison Company, as Lessee. (1994      Form 10-K, Exhibit 10-122)                                                                                                                                                                                                  |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |

----

| (D)      10-79 | Ground Lease      and Easement Agreement dated as of September 15, 1987, between Ohio      Edison Company, Ground Lessor, and The First National Bank of Boston, as      Owner Trustee under a Trust Agreement, dated as of September 15,      1987, with Beaver Valley Two Pi Limited Partnership, Tenant. (1987      Form 10-K, Exhibit 28-5)                                                                                                                        |
|----------------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
| (D)      10-80 | Trust      Agreement dated as of September 15, 1987, between Beaver Valley Two      Pi Limited Partnership, as Owner Participant, and The First National Bank      of Boston. (1987 Form 10-K, Exhibit 28-6)                                                                                                                                                                                                                                                                |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
| (D)      10-81 | Trust      Indenture, Mortgage, Security Agreement and Assignment of Facility Lease      dated as of September 15, 1987, between The First National Bank of      Boston, as Owner Trustee under a Trust Agreement dated as of      September 15, 1987, with Beaver Valley Two Pi Limited Partnership,      and Irving Trust Company, as Indenture Trustee. (1987 Form 10-K,      Exhibit 28-7)                                                                         |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
| (D)      10-82 | Supplemental      Indenture No. 1 dated as of February 1, 1988 to Trust Indenture,      Mortgage, Security Agreement and Assignment of Facility Lease dated as of      September 15, 1987 between The First National Bank of Boston, as      Owner Trustee under a Trust Agreement dated as of September 15, 1987      with Beaver Valley Two Pi Limited Partnership and Irving Trust Company, as      Indenture Trustee. (1987 Form 10-K,  Exhibit 28-8)    |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
| (D)      10-83 | Tax      Indemnification Agreement dated as of September 15, 1987, between      Beaver Valley Two Pi Inc. and PARock Limited Partnership as General      Partners and Ohio Edison Company, as Lessee. (1987 Form 10-K,      Exhibit 28-9)                                                                                                                                                                                                                                   |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
| (D)      10-84 | Amendment      No. 1 dated as of November 5, 1992 to Tax Indemnification      Agreement dated as of September 15, 1987, between Beaver Valley Two      Pi Inc. and PARock Limited Partnership as General Partners and Ohio Edison      Company, as Lessee. (1994 Form 10-K,    Exhibit 10-128)                                                                                                                                                                    |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
| (D)      10-85 | Amendment      No. 2 dated as of September 30, 1994 to Tax Indemnification      Agreement dated as of September 15, 1987, between Beaver Valley Two      Pi Inc. and PARock Limited Partnership as General Partners and Ohio Edison      Company, as Lessee. (1994 Form 10-K,    Exhibit 10-129)                                                                                                                                                                  |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
| (D)      10-86 | Tax      Indemnification Agreement dated as of September 15, 1987, between HG      Power Plant, Inc., as Limited Partner and Ohio Edison Company, as Lessee.      (1987 Form 10-K, Exhibit 28-10)                                                                                                                                                                                                                                                                           |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
| (D)      10-87 | Amendment      No. 1 dated as of November 5, 1992 to Tax Indemnification      Agreement dated as of September 15, 1987, between HG Power Plant,      Inc., as Limited Partner and Ohio Edison Company, as Lessee. (1994      Form 10-K, Exhibit 10-131)                                                                                                                                                                                                           |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
| (D)      10-88 | Amendment      No. 2 dated as of September 30, 1994 to Tax Indemnification      Agreement dated as of September 15, 1987, between HG Power Plant,      Inc., as Limited Partner and Ohio Edison Company, as Lessee. (1994      Form 10-K, Exhibit 10-132)                                                                                                                                                                                                         |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
| (D)      10-89 | Assignment,      Assumption and Further Agreement dated as of September 15, 1987,      among The First National Bank of Boston, as Owner Trustee under a Trust      Agreement, dated as of September 15, 1987, with Beaver Valley Two Pi      Limited Partnership, The Cleveland Electric Illuminating Company, Duquesne      Light Company, Ohio Edison Company, Pennsylvania Power Company and Toledo      Edison Company. (1987 Form 10-K,  Exhibit 28-11)          |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
| (D)      10-90 | Additional      Support Agreement dated as of September 15, 1987, between The First      National Bank of Boston, as Owner Trustee under a Trust Agreement, dated      as of September 15, 1987, with Beaver Valley Two Pi Limited      Partnership, and Ohio Edison Company. (1987 Form 10-K,      Exhibit 28-12)                                                                                                                                                     |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |
| (E)      10-91 | Participation      Agreement dated as of September 15, 1987, among Chrysler Consortium      Corporation, as Owner Participant, the Original Loan Participants listed      in Schedule 1 Thereto, as Original Loan Participants, BVPS Funding      Corporation as Funding Corporation, The First National Bank of Boston, as      Owner Trustee, Irving Trust Company, as Indenture Trustee and Ohio Edison      Company, as Lessee. (1987 Form 10-K,    Exhibit 28-13) |
|           |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       |

----

| (E)      10-92  | Amendment      No. 1 dated as of February 1, 1988, to Participation Agreement      dated as of September 15, 1987, among Chrysler Consortium      Corporation, as Owner Participant, the Original Loan Participants listed      in Schedule 1 Thereto, as Original Loan Participants, BVPS Funding      Corporation, as Funding Corporation, The First National Bank of Boston, as      Owner Trustee, Irving Trust Company, as Indenture Trustee, and Ohio Edison      Company, as Lessee. (1987 Form 10-K,    Exhibit 28-14) |
|-----------------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |
| (E)      10-93  | Amendment      No. 3 dated as of March 16, 1988 to Participation Agreement      dated as of September 15, 1987, as amended, among Chrysler Consortium      Corporation, as Owner Participant, BVPS Funding Corporation, The First      National Bank of Boston, as Owner Trustee, Irving Trust Company, as      Indenture Trustee, and Ohio Edison Company, as Lessee. (1992      Form 10-K, Exhibit 10-114)                                                                                                                        |
|            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |
| (E)      10-94  | Amendment      No. 4 dated as of November 5, 1992 to Participation Agreement      dated as of September 15, 1987, as amended, among Chrysler Consortium      Corporation, as Owner Participant, BVPS Funding Corporation, BVPS II      Funding Corporation, The First National Bank of Boston, as Owner Trustee,      The Bank of New York, as Indenture Trustee and Ohio Edison Company, as      Lessee. (1992 Form 10-K, Exhibit 10-115)                                                                                     |
|            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |
| (E)      10-95  | Amendment      No. 5 dated as of January 12, 1993 to Participation Agreement      dated as of September 15, 1987, as amended, among Chrysler Consortium      Corporation, as Owner Participant, BVPS Funding Corporation, BVPS II      Funding Corporation, The First National Bank of Boston, as Owner Trustee,      The Bank of New York, as Indenture Trustee and Ohio Edison Company, as      Lessee. (1994 Form 10-K, Exhibit 10-139)                                                                                     |
|            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |
| (E)      10-96  | Amendment      No. 6 dated as of September 30, 1994 to Participation Agreement      dated as of September 15, 1987, as amended, among Chrysler Consortium      Corporation, as Owner Participant, BVPS Funding Corporation, BVPS II      Funding Corporation, The First National Bank of Boston, as Owner Trustee,      The Bank of New York, as Indenture Trustee and Ohio Edison Company, as      Lessee. (1994 Form 10-K, Exhibit 10-140)                                                                                   |
|            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |
| (E)      10-97  | Facility Lease      dated as of September 15, 1987, between The First National Bank of      Boston, as Owner Trustee, with Chrysler Consortium Corporation, Lessor,      and Ohio Edison Company, as Lessee. (1987 Form 10-K,      Exhibit 28-15)                                                                                                                                                                                                                                                                                             |
|            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |
| (E)      10-98  | Amendment      No. 1 dated as of February 1, 1988, to Facility Lease dated as      of September 15, 1987, between The First National Bank of Boston, as      Owner Trustee, with Chrysler Consortium Corporation, Lessor, and Ohio      Edison Company, Lessee. (1987 Form 10-K,      Exhibit 28-16)                                                                                                                                                                                                                                |
|            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |
| (E)      10-99  | Amendment      No. 2 dated as of November 5, 1992 to Facility Lease dated as of      September 15, 1987, as amended, between The First National Bank of      Boston, as Owner Trustee, with Chrysler Consortium Corporation, as Owner      Participant, and Ohio Edison Company, as Lessee. (1992 Form 10-K,      Exhibit 10-118)                                                                                                                                                                                                   |
|            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |
| (E)      10-100 | Amendment      No. 3 dated as of January 12, 1993 to Facility Lease dated as of      September 15, 1987, as amended, between The First National Bank of      Boston, as Owner Trustee, with Chrysler Consortium Corporation, as Owner      Participant, and Ohio Edison Company, as Lessee. (1992 Form 10-K,      Exhibit 10-119)                                                                                                                                                                                                   |
|            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |
| (E)      10-101 | Amendment      No. 4 dated as of September 30, 1994 to Facility Lease dated as      of September 15, 1987, as amended, between The First National Bank of      Boston, as Owner Trustee, with Chrysler Consortium Corporation, as Owner      Participant, and Ohio Edison Company, as Lessee. (1994 Form 10-K,      Exhibit 10-145)                                                                                                                                                                                                 |
|            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |
| (E)      10-102 | Ground Lease      and Easement Agreement dated as of September 15, 1987, between Ohio      Edison Company, Ground Lessor, and The First National Bank of Boston, as      Owner Trustee under a Trust Agreement, dated as of September 15,      1987, with Chrysler Consortium Corporation, Tenant. (1987 Form 10-K,      Exhibit 28-17)                                                                                                                                                                                                  |
|            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |
| (E)      10-103 | Trust      Agreement dated as of September 15, 1987, between Chrysler Consortium      Corporation, as Owner Participant, and The First National Bank of Boston.      (1987 Form 10-K, Exhibit 28-18)                                                                                                                                                                                                                                                                                                                                          |
|            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         |

----

| (E)      10-104 | Trust      Indenture, Mortgage, Security Agreement and Assignment of Facility Lease      dated as of September 15, 1987, between The First National Bank of      Boston, as Owner Trustee under a Trust Agreement, dated as of      September 15, 1987, with Chrysler Consortium Corporation and Irving      Trust Company, as Indenture Trustee. (1987 Form 10-K,      Exhibit 28-19)                                                                        |
|-----------------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |
| (E)      10-105 | Supplemental      Indenture No. 1 dated as of February 1, 1988 to Trust Indenture,      Mortgage, Security Agreement and Assignment of Facility Lease dated as of      September 15, 1987 between The First National Bank of Boston, as      Owner Trustee under a Trust Agreement dated as of September 15, 1987      with Chrysler Consortium Corporation and Irving Trust Company, as      Indenture Trustee. (1987 Form 10-K,    Exhibit 28-20) |
|            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |
| (E)      10-106 | Tax      Indemnification Agreement dated as of September 15, 1987, between      Chrysler Consortium Corporation, as Owner Participant, and Ohio Edison      Company, Lessee. (1987 Form 10-K, Exhibit 28-21)                                                                                                                                                                                                                                                            |
|            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |
| (E)      10-107 | Amendment      No. 1 dated as of November 5, 1992 to Tax Indemnification      Agreement dated as of September 15, 1987, between Chrysler Consortium      Corporation, as Owner Participant, and Ohio Edison Company, as Lessee.      (1994 Form 10-K, Exhibit 10-151)                                                                                                                                                                                    |
|            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |
| (E)      10-108 | Amendment      No. 2 dated as of January 12, 1993 to Tax Indemnification      Agreement dated as of September 15, 1987, between Chrysler Consortium      Corporation, as Owner Participant, and Ohio Edison Company, as Lessee.      (1994 Form 10-K, Exhibit 10-152)                                                                                                                                                                                    |
|            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |
| (E)      10-109 | Amendment      No. 3 dated as of September 30, 1994 to Tax Indemnification      Agreement dated as of September 15, 1987, between Chrysler Consortium      Corporation, as Owner Participant, and Ohio Edison Company, as Lessee.      (1994 Form 10-K, Exhibit 10-153)                                                                                                                                                                                  |
|            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |
| (E)      10-110 | Assignment,      Assumption and Further Agreement dated as of September 15, 1987,      among The First National Bank of Boston, as Owner Trustee under a Trust      Agreement, dated as of September 15, 1987, with Chrysler Consortium      Corporation, The Cleveland Electric Illuminating Company, Duquesne Light      Company, Ohio Edison Company, Pennsylvania Power Company, and Toledo      Edison Company. (1987 Form 10-K,  Exhibit 28-22)         |
|            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |
| (E)      10-111 | Additional      Support Agreement dated as of September 15, 1987, between The First      National Bank of Boston, as Owner Trustee under a Trust Agreement, dated      as of September 15, 1987, with Chrysler Consortium Corporation, and      Ohio Edison Company. (1987 Form 10-K,    Exhibit 28-23)                                                                                                                                                       |
|            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |
| 10-112          | Operating      Agreement for Bruce Mansfield Units Nos. 1, 2 and 3 dated as of      June 1, 1976, and executed on September 15, 1987, by and between      the CAPCO Companies. (1987 Form 10-K,    Exhibit 28-25)                                                                                                                                                                                                                                        |
|            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |
| 10-113          | OE Nuclear      Capital Contribution Agreement by and between Ohio Edison Company and      FirstEnergy Nuclear Generation Corp. (June 2005 Form 10-Q, Exhibit      10.1)                                                                                                                                                                                                                                                                                                          |
|            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |
| 10-114          | OE Fossil      Purchase and Sale Agreement by and between Ohio Edison Company (Seller)      and FirstEnergy Generation Corp. (Purchaser). (June 2005 Form 10-Q,      Exhibit 10.2)                                                                                                                                                                                                                                                                                                |
|            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |
| 10-115          | OE Fossil      Security Agreement, dated October 24, 2005, by and between      FirstEnergy Generation Corp. and Ohio Edison Company. (Form S-4/A      filed August 20, 2007 by FirstEnergy Solutions Corp., Exhibit      10.18)                                                                                                                                                                                                                                         |
|            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |
| 10-116          | Consent Decree      dated March 18, 2005. (Form 8-K filed March 18, 2005 by FirstEnergy Corp.,      Exhibit 10.1)                                                                                                                                                                                                                                                                                                                                                                 |
|            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |
| 10-117          | Nuclear      Sale/Leaseback Power Supply Agreement dated as of October 14, 2005 between      Ohio Edison Company and The Toledo Edison Company (Sellers) and      FirstEnergy Nuclear Generation Corp. (Buyer). (2005 Form 10-K, Exhibit      10-64)                                                                                                                                                                                                                              |
|            |                                                                                                                                                                                                                                                                                                                                                                                                                                                                              |
| 10-118          | Power Supply      Agreement dated as of October 31, 2005 between FirstEnergy Solutions Corp.      (Seller) and the FirstEnergy Operating Companies – Ohio Edison Company,      The Cleveland Electric Illuminating Company and The Toledo Edison Company      (Buyers). (2005 Form 10-K, Exhibit10-65)                                                                                                                                                                      |

----

|          |                                                                                                                                                                                                                                                             |
|---------------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 10-119        | Revised Power      Supply Agreement, dated December 8, 2006, among FirstEnergy Solutions      Corp., Ohio Edison Company, The Cleveland Electric Illuminating Company      and The Toledo Edison Company. (Form S-4/A dated August 20, 2007, Exhibit      10.34) |
|          |                                                                                                                                                                                                                                                             |
| (A)      12-3 | Consolidated      ratios of earnings to fixed charges.                                                                                                                                                                                                           |
|          |                                                                                                                                                                                                                                                             |
| (A)      13-2 | OE 2008 Annual      Report to Stockholders. (Only those portions expressly incorporated by      reference in this Form 10-K are to be deemed “filed” with the      SEC.)                                                                             |
|          |                                                                                                                                                                                                                                                             |
| (A)      23-2 | Consent of      Independent Registered Public Accounting Firm.                                                                                                                                                                                                   |
|          |                                                                                                                                                                                                                                                             |
| (A)      31-1 | Certification      of chief executive officer, as adopted pursuant to Rule      13a-15(e)/15d-15(e).                                                                                                                                                             |
|          |                                                                                                                                                                                                                                                             |
| (A)      31-2 | Certification      of chief financial officer, as adopted pursuant to Rule      13a-15(e)/15d-15(e).                                                                                                                                                             |
|          |                                                                                                                                                                                                                                                             |
| (A)      32   | Certification      of chief executive officer and chief financial officer, pursuant to 18      U.S.C. §1350.                                                                                                                                                |
|          |                                                                                                                                                                                                                                                             |
| (A)           | Provided      herein in electronic format as an exhibit.                                                                                                                                                                                                         |
|          |                                                                                                                                                                                                                                                             |
| (B)           | Management      contract or compensatory plan contract or arrangement filed pursuant to      Item 601 of Regulation S-K.                                                                                                                                         |
|          |                                                                                                                                                                                                                                                             |
| (C)           | Substantially      similar documents have been entered into relating to three additional      Owner Participants.                                                                                                                                                |
|          |                                                                                                                                                                                                                                                             |
| (D)           | Substantially      similar documents have been entered into relating to five additional Owner      Participants.                                                                                                                                                 |
|          |                                                                                                                                                                                                                                                             |
| (E)           | Substantially      similar documents have been entered into relating to two additional Owner      Participants.                                                                                                                                                  |

| 2-1    | Agreement and      Plan of Merger between Ohio Edison Company and Centerior Energy dated as      of September 13, 1996. (Form S-4, Exhibit (2)-1,      File No. 333-21011)                                                                                                                                                                                                             |
|--------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                                                                                                                                                                                                            |
| 2-2    | Merger      Agreement by and among Centerior Acquisition Corp., FirstEnergy Corp and      Centerior Energy Corp. (Form S-4, Exhibit (2)-3,      File No. 333-21011)                                                                                                                                                                                                                         |
|   |                                                                                                                                                                                                                                                                                                                                                                                                            |
| 10-1   | CAPCO      Administration Agreement dated November 1, 1971, as of      September 14, 1967, among the CAPCO Group members regarding the      organization and procedures for implementing the objectives of the CAPCO      Group. (Amendment No. 1, Exhibit 5(p),      File No. 2-42230)                                                                                           |
|   |                                                                                                                                                                                                                                                                                                                                                                                                            |
| 10-2   | Amendment      No. 1, dated January 4, 1974, to CAPCO Administration Agreement      among the CAPCO Group members. (File No. 2-68906, Exhibit      5(c)(3) filed by Ohio Edison Company)                                                                                                                                                                                                    |
|   |                                                                                                                                                                                                                                                                                                                                                                                                            |
| 10-3   | Agreement for      the Termination or Construction of Certain Agreement By and Among the      CAPCO Group members, dated December 23, 1993 and effective as of      September 1, 1980. (1993 Form 10-K, Exhibit 10b(4),      File Nos. 1-9130, 1-2323 and 1-3583)                                                                                                                 |
|   |                                                                                                                                                                                                                                                                                                                                                                                                            |
| 10-4   | Second Amendment to the      Bruce Mansfield Units 1, 2, and 3 Operating Agreement, dated as of      July 1, 2007, between FirstEnergy Generation Corp., The      Cleveland Electric Illuminating Company and The Toledo Edison Company.      (Form 8-K/A filed August 2, 2007 by FirstEnergy Corp., Exhibit      10-11)                                                                    |
|   |                                                                                                                                                                                                                                                                                                                                                                                                            |
| 10-5   | Amendment      No. 6A dated as of December 1, 1991, to the Bond Guaranty dated      as of October 1, 1973, by The Cleveland Electric Illuminating      Company, Duquesne Light Company, Ohio Edison Company, Pennsylvania Power      Company, The Toledo Edison Company to National City Bank, as Bond Trustee.      (1991 Form 10-K filed by Ohio Edison Company,      Exhibit 10-33) |
|   |                                                                                                                                                                                                                                                                                                                                                                                                            |

----

| 10-6   | Amendment      No. 6B dated as of December 30, 1991, to the Bond Guaranty dated      as of October 1, 1973 by The Cleveland Electric Illuminating Company,      Duquesne Light Company, Ohio Edison Company, Pennsylvania Power Company,      The Toledo Edison Company to National City Bank, as Bond Trustee. (1991      Form 10-K filed by Ohio Edison Company,      Exhibit 10-34)                                                                                                                                                                       |
|--------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
| 10-7   | Form of      Collateral Trust Indenture among CTC Beaver Valley Funding Corporation,      The Cleveland Electric Illuminating Company, The Toledo Edison Company and      Irving Trust Company, as Trustee. (File No. 33-18755,      Exhibit 4(a))                                                                                                                                                                                                                                                                                                                     |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
| 10-8   | Form of      Supplemental Indenture to Collateral Trust Indenture constituting      Exhibit 10-10 above, including form of Secured Lease Obligation bond.      (File No. 33-18755, Exhibit 4(b))                                                                                                                                                                                                                                                                                                                                                                  |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
| 10-9   | Form of      Collateral Trust Indenture among Beaver Valley II Funding Corporation, The      Cleveland Electric Illuminating Company and The Toledo Edison Company and      The Bank of New York, as Trustee. (File No. 33-46665,      Exhibit (4)(a))                                                                                                                                                                                                                                                                                                                 |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
| 10-10  | Form of      Supplemental Indenture to Collateral Trust Indenture constituting      Exhibit 10-12 above, including form of Secured Lease Obligation Bond.      (File No. 33-46665, Exhibit (4)(b))                                                                                                                                                                                                                                                                                                                                                                |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
| 10-11  | Form of      Collateral Trust Indenture among CTC Mansfield Funding Corporation,      Cleveland Electric, Toledo Edison and IBJ Schroder Bank & Trust      Company, as Trustee. (File No. 33-20128,      Exhibit 4(a))                                                                                                                                                                                                                                                                                                                                             |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
| 10-12  | Form of      Supplemental Indenture to Collateral Trust Indenture constituting      Exhibit 10-14 above, including forms of Secured Lease Obligation      bonds. (File No. 33-20128, Exhibit 4(b))                                                                                                                                                                                                                                                                                                                                                                |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
| 10-13  | Form of      Facility Lease dated as of September 15, 1987 between The First      National Bank of Boston, as Owner Trustee under a Trust Agreement dated as      of September 15, 1987 with the limited partnership Owner Participant      named therein, Lessor, and The Cleveland Electric Illuminating Company and      The Toledo Edison Company, Lessee. (File No. 33-18755,      Exhibit 4(c))                                                                                                                                                        |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
| 10-14  | Form of      Amendment No. 1 to Facility Lease constituting Exhibit 10-16      above. (File No. 33-18755, Exhibit 4(e))                                                                                                                                                                                                                                                                                                                                                                                                                                      |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
| 10-15  | Form of      Facility Lease dated as of September 15, 1987 between The First      National Bank of Boston, as Owner Trustee under a Trust Agreement dated as      of September 15, 1987 with the corporate Owner Participant named      therein, Lessor, and The Cleveland Electric Illuminating Company and The      Toledo Edison Company, Lessees. (File No. 33-18755,      Exhibit 4(d))                                                                                                                                                                 |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
| 10-16  | Form of      Amendment No. 1 to Facility Lease constituting Exhibit 10-18      above. (File No. 33-18755, Exhibit 4(f))                                                                                                                                                                                                                                                                                                                                                                                                                                      |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
| 10-17  | Form of      Facility Lease dated as of September 30, 1987 between Meridian Trust      Company, as Owner Trustee under a Trust Agreement dated as of      September 30, 1987 with the Owner Participant named therein, Lessor,      and The Cleveland Electric Illuminating Company and The Toledo Edison      Company, Lessees. (File No. 33-20128,      Exhibit 4(c))                                                                                                                                                                                      |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
| 10-18  | Form of      Amendment No. 1 to the Facility Lease constituting Exhibit 10-20      above. (File No. 33-20128, Exhibit 4(f))                                                                                                                                                                                                                                                                                                                                                                                                                                  |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
| 10-19  | Form of      Participation Agreement dated as of September 15, 1987 among the      limited partnership Owner Participant named therein, the Original Loan      Participants listed in Schedule 1 thereto, as Original Loan      Participants, CTC Beaver Valley Fund Corporation, as Funding Corporation,      The First National Bank of Boston, as Owner Trustee, Irving Trust Company,      as Indenture Trustee, and The Cleveland Electric Illuminating Company and      The Toledo Edison Company, as Lessees. (File No. 33-18755,      Exhibit 28(a)) |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
| 10-20  | Form of      Amendment No. 1 to Participation Agreement constituting      Exhibit 10-22 above (File No. 33-18755,      Exhibit 28(c))                                                                                                                                                                                                                                                                                                                                                                                                                        |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |

----

| 10-21  | Form of      Participation Agreement dated as of September 15, 1987 among the      corporate Owner Participant named therein, the Original Loan Participants      listed in Schedule 1 thereto, as Owner Loan Participants, CTC Beaver      Valley Funding Corporation, as Funding Corporation, The First National      Bank of Boston, as Owner Trustee, Irving Trust Company, as Indenture      Trustee, and The Cleveland Electric Illuminating Company and The Toledo      Edison Company, as Lessees. (File No. 33-18755,      Exhibit 28(b)) |
|--------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
| 10-22  | Form of      Amendment No. 1 to Participation Agreement constituting      Exhibit 10-24 above (File No. 33-18755,      Exhibit 28(d))                                                                                                                                                                                                                                                                                                                                                                                                              |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
| 10-23  | Form of      Participation Agreement dated as of September 30, 1987 among the      Owner Participant named therein, the Original Loan Participants listed in      Schedule II thereto, as Owner Loan Participants, CTC Mansfield Funding      Corporation, Meridian Trust Company, as Owner Trustee, IBJ Schroder Bank      & Trust Company, as Indenture Trustee, and The Cleveland Electric      Illuminating Company and The Toledo Edison Company, as Lessees.      (File No. 33-0128, Exhibit 28(a))                                           |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
| 10-24  | Form of      Amendment No. 1 to the Participation Agreement constituting      Exhibit 10-26 above (File No. 33-20128,      Exhibit 28(b))                                                                                                                                                                                                                                                                                                                                                                                                          |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
| 10-25  | Form of Ground      Lease dated as of September 15, 1987 between Toledo Edison, Ground      Lessor, and The First National Bank of Boston, as Owner Trustee under a      Trust Agreement dated as of September 15, 1987 with the Owner      Participant named therein, Tenant. (File No. 33-18755,      Exhibit 28(e))                                                                                                                                                                                                                             |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
| 10-26  | Form of Site      Lease dated as of September 30, 1987 between Toledo Edison, Lessor,      and Meridian Trust Company, as Owner Trustee under a Trust Agreement dated      as of September 30, 1987 with the Owner Participant named therein,      Tenant. (File No. 33-20128, Exhibit 28(c))                                                                                                                                                                                                                                                           |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
| 10-27  | Form of Site      Lease dated as of September 30, 1987 between The Cleveland Electric      Illuminating Company, Lessor, and Meridian Trust Company, as Owner Trustee      under a Trust Agreement dated as of September 30, 1987 with the Owner      Participant named therein, Tenant. (File No. 33-20128,      Exhibit 28(d))                                                                                                                                                                                                                   |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
| 10-28  | Form of      Amendment No. 1 to the Site Leases constituting Exhibits 10-29      and 10-30 above (File No. 33-20128,      Exhibit 4(f))                                                                                                                                                                                                                                                                                                                                                                                                            |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
| 10-29  | Form of      Assignment, Assumption and Further Agreement dated as of      September 15, 1987 among The First National Bank of Boston, as Owner      Trustee under a Trust Agreement dated as of September 15, 1987 with      the Owner Participant named therein, The Cleveland Electric Illuminating      Company, Duquesne, Ohio Edison Company, Pennsylvania Power Company and The      Toledo Edison Company. (File No. 33-18755,      Exhibit 28(f))                                                                                         |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
| 10-30  | Form of      Additional Support Agreement dated as of September 15, 1987 between      The First National Bank of Boston, as Owner Trustee under a Trust      Agreement dated as of September 15, 1987 with the Owner Participant      named therein and The Toledo Edison Company. (File No. 33-18755,      Exhibit 28(g))                                                                                                                                                                                                                         |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
| 10-31  | Form of      Support Agreement dated as of September 30, 1987 between Meridian      Trust Company, as Owner Trustee under a Trust Agreement dated as of      September 30, 1987 with the Owner Participant named therein, The      Toledo Edison Company, The Cleveland Electric Illuminating Company,      Duquesne, Ohio Edison Company and Pennsylvania Power Company.      (File No. 33-20128, Exhibit 28(e))                                                                                                                                  |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |
| 10-32  | Form of      Indenture, Bill of Sale, Instrument of Transfer and Severance Agreement      dated as of September 30, 1987 between The Toledo Edison Company,      Seller, and The First National Bank of Boston, as Owner Trustee under a      Trust Agreement dated as of September 15, 1987 with the Owner      Participant named therein, Buyer. (File No. 33-18755,      Exhibit 28(h))                                                                                                                                                         |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        |

----

| 10-33  | Form of Bill      of Sale, Instrument of Transfer and Severance Agreement dated as of      September 30, 1987 between The Toledo Edison Company, Seller, and      Meridian Trust Company, as Owner Trustee under a Trust Agreement dated as      of September 30, 1987 with the Owner Participant named therein,      Buyer. (File No. 33-20128,Exhibit 28(f))                                                                                                                                                               |
|--------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
| 10-34  | Form of Bill      of Sale, Instrument of Transfer and Severance Agreement dated as of      September 30, 1987 between The Cleveland Electric Illuminating      Company, Seller, and Meridian Trust Company, as Owner Trustee under a      Trust Agreement dated as of September 30, 1987 with the Owner      Participant named therein, Buyer. (File No. 33-20128,      Exhibit 28(g))                                                                                                                                       |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
| 10-35  | Forms of      Refinancing Agreement, including exhibits thereto, among the Owner      Participant named therein, as Owner Participant, CTC Beaver Valley Funding      Corporation, as Funding Corporation, Beaver Valley II Funding Corporation,      as New Funding Corporation, The Bank of New York, as Indenture Trustee,      The Bank of New York, as New Collateral Trust Trustee, and The Cleveland      Electric Illuminating Company and The Toledo Edison Company, as Lessees.      (File No. 33-46665, Exhibit (28)(e)(i)) |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
| 10-36  | Form of      Amendment No. 2 to Facility Lease among Citicorp Lescaman, Inc., The      Cleveland Electric Illuminating Company and The Toledo Edison Company.      (Form S-4 filed March 10, 1998, Exhibit 10(a),      File No. 333-47651)                                                                                                                                                                                                                                                                                   |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
| 10-37  | Form of      Amendment No. 3 to Facility Lease among Citicorp Lescaman, Inc., The      Cleveland Electric Illuminating Company and The Toledo Edison Company.      (Form S-4 filed March 10, 1998, Exhibit 10(b),      File No. 333-47651)                                                                                                                                                                                                                                                                                   |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
| 10-38  | Form of      Amendment No. 2 to Facility Lease among US West Financial Services,      Inc., The Cleveland Electric Illuminating Company and The Toledo Edison      Company. (Form S-4 filed March 10, 1998, Exhibit 10(c),      File No. 333-47651)                                                                                                                                                                                                                                                                          |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
| 10-39  | Form of      Amendment No. 3 to Facility Lease among US West Financial Services,      Inc., The Cleveland Electric Illuminating Company and The Toledo Edison      Company. (Form S-4 filed March 10, 1998, Exhibit 10(d),      File No. 333-47651)                                                                                                                                                                                                                                                                          |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
| 10-40  | Form of      Amendment No. 2 to Facility Lease among Midwest Power Company, The      Cleveland Electric Illuminating Company and The Toledo Edison Company.      (Form S-4 filed March 10, 1998 by The Cleveland Electric Illuminating      Company, Exhibit 10(e),  File No. 333-47651)                                                                                                                                                                                                                                     |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
| 10-41  | Centerior      Energy Corporation Equity Compensation Plan. (Form S-8 filed May 26,      1995 by Centerior Energy Corporation, Exhibit 99,      File No. 33-59635)                                                                                                                                                                                                                                                                                                                                                                |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  |
| 10-42  | Revised Power      Supply Agreement, dated December 8, 2006, among FirstEnergy Solutions      Corp., Ohio Edison Company, The Cleveland Electric Illuminating Company      and The Toledo Edison Company. (Form S-4/A filed August 20, 2007 by      FirstEnergy Solutions Corp., Exhibit10.34)                                                                                                                                                                                                                                                        |

| 3-1          | Amended and      Restated Articles of Incorporation of The Cleveland Electric Illuminating      Company, Effective December 21, 2007. (2007 Form 10-K, Exhibit      3.3)                                                                                                        |
|--------------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|         |                                                                                                                                                                                                                                                                                 |
| 3-2          | Amended and      Restated Code of Regulations of The Cleveland Electric Illuminating      Company, dated December 14, 2007. (2007 Form 10-K, Exhibit      3.4)                                                                                                                  |
|         |                                                                                                                                                                                                                                                                                 |
| (B)      4-1 | Mortgage and      Deed of Trust between The Cleveland Electric Illuminating Company and      Guaranty Trust Company of New York (now The Chase Manhattan Bank (National      Association)), as Trustee, dated July 1, 1940.      (File No. 2-4450, Exhibit 7(a)) |
|         |                                                                                                                                                                                                                                                                                 |
|         | Supplemental      Indentures between The Cleveland Electric Illuminating Company and the      Trustee, supplemental to Exhibit 4-1, dated as    follows:                                                                                                                        |
|         |                                                                                                                                                                                                                                                                                 |
| 4-1(a)       | July 1,      1940 (File No. 2-4450, Exhibit 7(b))                                                                                                                                                                                                                |
| 4-1(b)       | August 18,      1944 (File No. 2-9887, Exhibit 4(c))                                                                                                                                                                                                             |
| 4-1(c)       | December 1,      1947 (File No. 2-7306,  Exhibit 7(d))                                                                                                                                                                                                           |

----

| 4-1(d)   | September 1,      1950 (File No. 2-8587, Exhibit 7(c))                                                |
|----------|---------------------------------------------------------------------------------------------------------------------------|
| 4-1(e)   | June 1,      1951 (File No. 2-8994, Exhibit 7(f))                                                     |
| 4-1(f)   | May 1,      1954 (File No. 2-10830, Exhibit 4(d))                                                     |
| 4-1(g)   | March 1,      1958 (File No. 2-13839, Exhibit 2(a)(4))                                                |
| 4-1(h)   | April 1,      1959 (File No. 2-14753, Exhibit 2(a)(4))                                                |
| 4-1(i)   | December 20,      1967 (File No. 2-30759, Exhibit 2(a)(4))                                            |
| 4-1(j)   | January 15,      1969 (File No. 2-30759, Exhibit 2(a)(5))                                             |
| 4-1(k)   | November 1,      1969 (File No. 2-35008, Exhibit 2(a)(4))                                             |
| 4-1(l)   | June 1,      1970 (File No. 2-37235, Exhibit 2(a)(4))                                                 |
| 4-1(m)   | November 15,      1970 (File No. 2-38460, Exhibit 2(a)(4))                                            |
| 4-1(n)   | May 1,      1974 (File No. 2-50537, Exhibit 2(a)(4))                                                  |
| 4-1(o)   | April 15,      1975 (File No. 2-52995, Exhibit 2(a)(4))                                               |
| 4-1(p)   | April 16,      1975 (File No. 2-53309, Exhibit 2(a)(4))                                               |
| 4-1(q)   | May 28,      1975 (Form 8-A filed June 5, 1975, Exhibit 2(c),      File No. 1-2323)         |
| 4-1(r)   | February 1,      1976 (1975 Form 10-K, Exhibit 3(d)(6),      File No. 1-2323)                         |
| 4-1(s)   | November 23,      1976 (File No. 2-57375, Exhibit 2(a)(4))                                            |
| 4-1(t)   | July 26,      1977 (File No. 2-59401, Exhibit 2(a)(4))                                                |
| 4-1(u)   | September 7,      1977 (File No. 2-67221, Exhibit 2(a)(5))                                            |
| 4-1(v)   | May 1,      1978 (June 1978 Form 10-Q, Exhibit 2(b), File No.      1-2323)                       |
| 4-1(w)   | September 1,      1979 (September 1979 Form 10-Q, Exhibit 2(a),      File No. 1-2323)            |
| 4-1(x)   | April 1,      1980 (September 1980 Form 10-Q, Exhibit 4(a)(2),      File No. 1-2323)        |
| 4-1(y)   | April 15,      1980 (September 1980 Form 10-Q, Exhibit 4(b),      File No. 1-2323)          |
| 4-1(z)   | May 28,      1980 (Amendment No. 1, Exhibit 2(a)(4),      File No. 2-67221)                      |
| 4-1(aa)  | June 9,      1980 (September 1980 Form 10-Q, Exhibit 4(d),      File No. 1-2323)            |
| 4-1(bb)  | December 1,      1980 (1980 Form 10-K, Exhibit 4(b)(29),      File No. 1-2323)                   |
| 4-1(cc)  | July 28,      1981 (September 1981 Form 10-Q, Exhibit 4(a),      File No. 1-2323)      |
| 4-1(dd)  | August 1,      1981 (September 1981 Form 10-Q, Exhibit 4(b),      File No. 1-2323)          |
| 4-1(ee)  | March 1,      1982 (Amendment No. 1, Exhibit 4(b)(3),      File No. 2-76029)                          |
| 4-1(ff)  | July 15,      1982 (September 1982 Form 10-Q, Exhibit 4(a), File No.      1-2323)                |
| 4-1(gg)  | September 1,      1982 (September 1982 Form 10-Q, Exhibit 4(a)(1),      File No. 1-2323)    |
| 4-1(hh)  | November 1,      1982 (September 1982 Form 10-Q, Exhibit (a)(2),      File No. 1-2323)      |
| 4-1(ii)  | November 15,      1982 (1982 Form 10-K, Exhibit 4(b)(36),      File No. 1-2323)                  |
| 4-1(jj)  | May 24,      1983 (June 1983 Form 10-Q, Exhibit 4(a), File      No. 1-2323)                      |
| 4-1(kk)  | May 1,      1984 (June 1984 Form 10-Q, Exhibit 4,      File No. 1-2323)                     |
| 4-1(ll)  | May 23,      1984 (Form 8-K dated May 22, 1984, Exhibit 4,      File No. 1-2323)            |
| 4-1(mm)  | June 27,      1984 (Form 8-K dated June 11, 1984, Exhibit 4,      File No. 1-2323)          |
| 4-1(nn)  | September 4,      1984 (1984 Form 10-K, Exhibit 4b(41),      File No. 1-2323)                    |
| 4-1(oo)  | November 14,      1984 (1984 Form 10 K, Exhibit 4b(42),      File No. 1-2323)               |
| 4-1(pp)  | November 15,      1984 (1984 Form 10-K, Exhibit 4b(43),      File No. 1-2323)                    |
| 4-1(qq)  | April 15,      1985 (Form 8-K dated May 8, 1985, Exhibit 4(a),      File No. 1-2323)        |
| 4-1(rr)  | May 28,      1985 (Form 8-K dated May 8, 1985, Exhibit 4(b),      File No. 1-2323)          |
| 4-1(ss)  | August 1,      1985 (September 1985 Form 10-Q, Exhibit 4,      File No. 1-2323)             |
| 4-1(tt)  | September 1,      1985 (Form 8-K dated September 30, 1985, Exhibit 4,      File No. 1-2323) |
| 4-1(uu)  | November 1,      1985 (Form 8-K dated January 31, 1986, Exhibit 4,      File No. 1-2323)    |
| 4-1(vv)  | April 15,      1986 (March 1986 Form 10-Q, Exhibit 4,      File No. 1-2323)                 |
| 4-1(ww)  | May 14,      1986 (June 1986 Form 10-Q, Exhibit 4(a),      File No. 1-2323)                 |
| 4-1(xx)  | May 15,      1986 (June 1986 Form 10-Q, Exhibit 4(b),      File No. 1-2323)                 |
| 4-1(yy)  | February 25,      1987 (1986 Form 10-K, Exhibit 4b(52),      File No. 1-2323)                    |
| 4-1(zz)  | October 15,      1987 (September 1987 Form 10-Q, Exhibit 4, File      No. 1-2323)                     |
| 4-1(aaa) | February 24,      1988 (1987 Form 10-K, Exhibit 4b(54),      File No. 1-2323)                    |
| 4-1(bbb) | September 15,      1988 (1988 Form 10-K, Exhibit 4b(55),      File No. 1-2323)                   |
| 4-1(ccc) | May 15,      1989 (File No. 33-32724,  Exhibit 4(a)(2)(i))                                            |
| 4-1(ddd) | June 13,      1989 (File No. 33-32724,    Exhibit 4(a)(2)(ii))                                        |
| 4-1(eee) | October 15,      1989 (File No. 33-32724,    Exhibit 4(a)(2)(iii))                                    |
| 4-1(fff) | January 1,      1990 (1989 Form 10-K, Exhibit 4b(59),      File No. 1-2323)                      |
| 4-1(ggg) | June 1,      1990 (September 1990 Form 10-Q, Exhibit 4(a),      File No. 1-2323)            |
| 4-1(hhh) | August 1,      1990 (September 1990 Form 10-Q, Exhibit 4(b),      File No. 1-2323)          |
| 4-1(iii) | May 1,      1991 (June 1991 Form 10-Q, Exhibit 4(a),      File No. 1-2323)                  |
| 4-1(jjj) | May 1,      1992 (File No. 33-48845,Exhibit 4(a)(3))                                                  |
| 4-1(kkk) | July 31,      1992 (File No. 33-57292,Exhibit 4(a)(3))                                                |
| 4-1(lll) | January 1,      1993 (1992 Form 10-K, Exhibit 4b(65),      File No. 1-2323)                      |
| 4-1(mmm) | February 1,      1993 (1992 Form 10-K, Exhibit 4b(66),      File No. 1-2323)                     |
| 4-1(nnn) | May 20,      1993 (Form 8-K dated July 14, 1993, Exhibit 4(a),      File No. 1-2323)        |

----

| 4-1(ooo)  | June 1,      1993 (Form 8-K dated July 14, 1993, Exhibit 4(b),      File No. 1-2323)                                                                                                                                                       |
|-----------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 4-1(ppp)  | September 15,      1994 (September 1994 Form 10-Q, Exhibit 4(a),      File No. 1-2323)                                                                                                                                                     |
| 4-1(qqq)  | May 1,      1995 (September 1995 Form 10-Q, Exhibit 4(a),      File No. 1-2323)                                                                                                                                                                 |
| 4-1(rrr)  | May 2,      1995 (September 1995 Form 10-Q, Exhibit 4(b),      File No. 1-2323)                                                                                                                                                                 |
| 4-1(sss)  | June 1,      1995 (September  1995 Form 10-Q, Exhibit 4(c),      File No. 1-2323)                                                                                                                                                          |
| 4-1(ttt)  | July 15,      1995 (1995 Form 10-K, Exhibit 4b(73),      File No. 1-2323)                                                                                                                                                                       |
| 4-1(uuu)  | August 1,      1995 (1995 Form 10-K, Exhibit 4b(74),      File No. 1-2323)                                                                                                                                                                      |
| 4-1(vvv)  | June 15,      1997 (Form S-4, Exhibit 4(a),      File No. 333-35931)                                                                                                                                                                            |
| 4-1(www)  | October 15,      1997 (Form S-4, Exhibit 4(a),      File No. 333-47651)                                                                                                                                                                         |
| 4-1(xxx)  | June 1,      1998 (Form S-4, Exhibit 4b(77),      File No. 333-72891)                                                                                                                                                                           |
| 4-1(yyy)  | October 1,      1998 (Form S-4, Exhibit 4b(78),      File No. 333-72891)                                                                                                                                                                        |
| 4-1(zzz)  | October 1,      1998 (Form S-4, Exhibit 4b(79),      File No. 333-72891)                                                                                                                                                                        |
| 4-1(aaaa) | February 24,      1999 (Form S-4, Exhibit 4b(80),      File No. 333-72891)                                                                                                                                                                      |
| 4-1(bbbb) | September 29,      1999 (1999 Form 10-K, Exhibit 4b(81), File No. 1-2323)                                                                                                                                                                                           |
| 4-1(cccc) | January 15,      2000 (1999 Form 10-K, Exhibit 4b(82), File No. 1-2323)                                                                                                                                                                                             |
| 4-1(dddd) | May 15, 2002      (2002 Form 10-K, Exhibit 4b(83), File No. 1-2323)                                                                                                                                                                                                      |
| 4-1(eeee) | October 1,      2002 (2002 Form 10-K, Exhibit 4b(84), File No. 1-2323)                                                                                                                                                                                                   |
| 4-1(ffff) | Supplemental      Indenture dated as of September 1, 2004 (September 2004 Form 10-Q, Exhibit      4-1(85), File No. 1-2323)                                                                                                                                              |
| 4-1(gggg) | Supplemental      Indenture dated as of October 1, 2004 (September 2004 Form 10-Q, Exhibit      4-1(86), File No. 1-2323)                                                                                                                                                |
| 4-1(hhhh) | Supplemental      Indenture dated as of April 1, 2005 (June 2005 Form 10-Q, Exhibit 4.1,      File No. 1-2323)                                                                                                                                                           |
| 4-1(iiii) | Supplemental      Indenture dated as of July 1, 2005 (June 2005 Form 10-Q, Exhibit 4.2, File      No. 1-2323)                                                                                                                                                            |
| 4-1(jjjj) | Eighty-Ninth      Supplemental Indenture, dated as of November 1, 2008 (relating to First      Mortgage Bonds, 8.875% Series due 2018). (Form 8-K filed November 19,      2008, Exhibit 4.1)                                                                             |
|      |                                                                                                                                                                                                                                                                     |
| 4-2       | Form of Note      Indenture between The Cleveland Electric Illuminating Company and The      Chase Manhattan Bank, as Trustee dated as of October 24, 1997.      (Form S-4 filed March 10, 1998, File No. 333-47651,      Exhibit 4(b))              |
|      |                                                                                                                                                                                                                                                                     |
| 4-2(a)    | Form of      Supplemental Note Indenture between The Cleveland Electric Illuminating      Company and The Chase Manhattan Bank, as Trustee dated as of      October 24, 1997. (Form S-4 filed March 10, 1998, File      No. 333-47651, Exhibit 4(c)) |
|      |                                                                                                                                                                                                                                                                     |
| 4-3       | Indenture      dated as of December 1, 2003 between The Cleveland Electric Illuminating      Company and JPMorgan Chase Bank, as Trustee. (2003 Form 10-K, Exhibit 4-1,      File No. 1-02323)                                                                           |
|      |                                                                                                                                                                                                                                                                     |
| 4-3(a)    | Officer’s      Certificate (including the form of 5.95% Senior Notes due 2036), dated as      of December 11, 2006. (Form 8-K filed December 12, 2006, Exhibit      4)                                                                                             |
|      |                                                                                                                                                                                                                                                                     |
| 4-3(b)    | Officer’s      Certificate (including the form of 5.70% Senior Notes due 2017), dated as      of March 27, 2007. (Form 8-K filed March 28, 2007, Exhibit      4)                                                                                         |
|      |                                                                                                                                                                                                                                                                     |
| 10-1      | Administration      Agreement between the CAPCO Group dated as of September 14, 1967.      (Registration No. 2-43102, Exhibit 5(c)(2))                                                                                                                    |
|      |                                                                                                                                                                                                                                                                     |
| 10-2      | Amendment      No. 1 dated January 4, 1974 to Administration Agreement between      the CAPCO Group dated as of September 14, 1967. (Registration      No. 2-68906, Exhibit 5(c)(3))                                                            |
|      |                                                                                                                                                                                                                                                                     |
| 10-3      | CEI Nuclear      Purchase and Sale Agreement by and between The Cleveland Electric      Illuminating Company and FirstEnergy Nuclear Generation Corp. (June 2005      Form 10-Q, Exhibit 10.1)                                                                           |
|      |                                                                                                                                                                                                                                                                     |
| 10-4      | CEI Fossil      Purchase and Sale Agreement by and between The Cleveland Electric      Illuminating Company (Seller) and FirstEnergy Generation Corp.      (Purchaser). (June 2005 Form 10-Q, Exhibit 10.2)                                                              |
|      |                                                                                                                                                                                                                                                                     |
| 10-5      | CEI Fossil Security      Agreement, dated October  24, 2005, by and between FirstEnergy      Generation Corp. and The Cleveland Electric Illuminating Company.      (Form S-4/A filed August 20, 2007 by FirstEnergy Solutions Corp., Exhibit      10.16)      |
|      |                                                                                                                                                                                                                                                                     |

----

| 10-6          | CEI Nuclear      Security Agreement, dated December 16, 2005, by and between      FirstEnergy Nuclear Generation Corp. and The Cleveland Electric      Illuminating Company. (Form S-4/A filed August 20, 2007 by FirstEnergy      Solutions Corp., Exhibit 10.26)                                                                                                               |
|---------------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|          |                                                                                                                                                                                                                                                                                                                                                                                       |
| 10-7          | Nuclear      Sale/Leaseback Power Supply Agreement dated as of October 14, 2005 between      Ohio Edison Company and The Toledo Edison Company (Sellers) and      FirstEnergy Nuclear Generation Corp. (Buyer). (2005 Form 10-K, Exhibit      10-64)                                                                                                                                       |
|          |                                                                                                                                                                                                                                                                                                                                                                                       |
| 10-8          | Power Supply      Agreement dated as of October 31, 2005 between FirstEnergy Solutions Corp.      (Seller) and the FirstEnergy Operating Companies – Ohio Edison Company,      The Cleveland Electric Illuminating Company and The Toledo Edison Company      (Buyers). (2005 Form 10-K, Exhibit 10-66)                                                                              |
|          |                                                                                                                                                                                                                                                                                                                                                                                       |
| 10-9          | Mansfield      Power Supply Agreement dated as of October 14, 2005 between The Cleveland      Electric Illuminating Company and The Toledo Edison Company (Sellers) and      FirstEnergy Generation Corp. (Buyer). (2005 Form 10-K, Exhibit      10-65)                                                                                                                                    |
|          |                                                                                                                                                                                                                                                                                                                                                                                       |
| (A)      12-4 | Consolidated      ratios of earnings to fixed charges.                                                                                                                                                                                                                                                                                                                                     |
|          |                                                                                                                                                                                                                                                                                                                                                                                       |
| (A)      13-2 | CEI 2008      Annual Report to Stockholders. (Only those portions expressly incorporated      by reference in this Form 10-K are to be deemed “filed” with the      SEC.)                                                                                                                                                                                                 |
|          |                                                                                                                                                                                                                                                                                                                                                                                       |
| (A)      23-3 | Consent of      Independent Registered Public Accounting Firm                                                                                                                                                                                                                                                                                                                              |
|          |                                                                                                                                                                                                                                                                                                                                                                                       |
| (A)      31-1 | Certification      of chief executive officer, as adopted pursuant to Rule      13a-15(e)/15d-15(e).                                                                                                                                                                                                                                                                                       |
|          |                                                                                                                                                                                                                                                                                                                                                                                       |
| (A)      31-2 | Certification      of chief financial officer, as adopted pursuant to Rule      13a-15(e)/15d-15(e).                                                                                                                                                                                                                                                                                       |
|          |                                                                                                                                                                                                                                                                                                                                                                                       |
| (A)      32   | Certification      of chief executive officer and chief financial officer, pursuant to 18      U.S.C. §1350.                                                                                                                                                                                                                                                                          |
|          |                                                                                                                                                                                                                                                                                                                                                                                       |
| (A)           | Provided      herein in electronic format as an exhibit.                                                                                                                                                                                                                                                                                                                                   |
|          |                                                                                                                                                                                                                                                                                                                                                                                       |
| (B)           | Pursuant to      paragraph (b)(4)(iii)(A) of Item 601 of Regulation S-K, CEI has not      filed as an exhibit to this Form 10-K any instrument with respect to      long-term debt if the total amount of securities authorized thereunder      does not exceed 10% of the total assets of CEI, but hereby agrees to      furnish to the Commission on request any such  instruments. |

| 3-1          | Amended and      Restated Articles of Incorporation of The Toledo Edison Company, effective      December 18, 2007. (2007 Form 10-K, Exhibit 3c)                                                                                               |   |
|--------------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|
|         |                                                                                                                                                                                                                                                |   |
| 3-2          | Amended and      Restated Code of Regulations of The Toledo Edison Company, dated      December 14, 2007. (2007 Form 10-K, Exhibit 3d)                                                                                                         |   |
|         |                                                                                                                                                                                                                                                |   |
| (B)      4-1 | Indenture,      dated as of April 1, 1947, between The Toledo Edison Company and The Chase      National Bank of the City of New York (now The Chase Manhattan Bank      (National Association)), as Trustee. (File No. 2-26908, Exhibit      2(b)) |   |
|         |                                                                                                                                                                                                                                                |   |
|         | Supplemental      Indentures between The Toledo Edison Company and the Trustee, supplemental      to Exhibit 4-1, dated as follows:                                                                                                            |   |
|         |                                                                                                                                                                                                                                                |   |
| 4-1(a)       | September 1,      1948 (File No. 2-26908, Exhibit 2(d))                                                                                                                                                                         |
| 4-1(b)       | April 1,      1949 (File No. 2-26908, Exhibit 2(e))                                                                                                                                                                             |
| 4-1(c)       | December 1,      1950 (File No. 2-26908, Exhibit 2(f))                                                                                                                                                                          |
| 4-1(d)       | March 1,      1954 (File No. 2-26908, Exhibit 2(g))                                                                                                                                                                             |
| 4-1(e)       | February 1,      1956 (File No. 2-26908, Exhibit 2(h))                                                                                                                                                                          |
| 4-1(f)       | May 1,      1958 (File No. 2-59794, Exhibit 5(g))                                                                                                                                                                               |
| 4-1(g)       | August 1,      1967 (File No. 2-26908, Exhibit 2(c))                                                                                                                                                                            |
| 4-1(h)       | November 1,      1970 (File No. 2-38569, Exhibit 2(c))                                                                                                                                                                          |
| 4-1(i)       | August 1,      1972 (File No. 2-44873, Exhibit 2(c))                                                                                                                                                                            |
| 4-1(j)       | November 1,      1973 (File No. 2-49428, Exhibit 2(c))                                                                                                                                                                          |
| 4-1(k)       | July 1,      1974 (File No. 2-51429,Exhibit 2(c))                                                                                                                                                                                    |

----

| 4-1(l)   | October 1,      1975 (File No. 2-54627, Exhibit 2(c))                                                                                                                                                                                           |
|----------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 4-1(m)   | June 1,      1976 (File No. 2-56396, Exhibit 2(c))                                                                                                                                                                          |
| 4-1(n)   | October 1,      1978 (File No. 2-62568, Exhibit 2(c))                                                                                                                                                                       |
| 4-1(o)   | September 1,      1979 (File No. 2-65350, Exhibit 2(c))                                                                                                                                                                     |
| 4-1(p)   | September 1,      1980 (File No. 2-69190, Exhibit 4(s))                                                                                                                                                                     |
| 4-1(q)   | October 1,      1980 (File No. 2-69190, Exhibit 4(c))                                                                                                                                                                       |
| 4-1(r)   | April 1,      1981 (File No. 2-71580, Exhibit 4(c))                                                                                                                                                                         |
| 4-1(s)   | November 1,      1981 (File No. 2-74485, Exhibit 4(c))                                                                                                                                                                      |
| 4-1(t)   | June 1,      1982 (File No. 2-77763, Exhibit 4(c))                                                                                                                                                                          |
| 4-1(u)   | September 1,      1982 (File No. 2-87323, Exhibit 4(x))                                                                                                                                                                     |
| 4-1(v)   | April 1,      1983 (March 1983 Form 10-Q, Exhibit 4(c),      File No. 1-3583)                                                                                                                                          |
| 4-1(w)   | December 1,      1983 (1983 Form 10-K, Exhibit 4(x),      File No. 1-3583)                                                                                                                                             |
| 4-1(x)   | April 1,      1984 (File No. 2-90059, Exhibit 4(c))                                                                                                                                                                         |
| 4-1(y)   | October 15,      1984 (1984 Form 10-K, Exhibit 4(z),      File No. 1-3583)                                                                                                                                             |
| 4-1(z)   | October 15,      1984 (1984 Form 10-K, Exhibit 4(aa),      File No. 1-3583)                                                                                                                                            |
| 4-1(aa)  | August 1,      1985 (File No. 33-1689, Exhibit 4(dd))                                                                                                                                                                       |
| 4-1(bb)  | August 1,      1985 (File No. 33-1689, Exhibit 4(ee))                                                                                                                                                                       |
| 4-1(cc)  | December 1,      1985 (File No. 33-1689, Exhibit 4(c))                                                                                                                                                                      |
| 4-1(dd)  | March 1,      1986 (1986 Form 10-K, Exhibit 4b(31),      File No. 1-3583)                                                                                                                                              |
| 4-1(ee)  | October 15,      1987 (September 30, 1987 Form 10-Q, Exhibit 4,      File No. 1-3583)                                                                                                                             |
| 4-1(ff)  | September 15,      1988 (1988 Form 10-K, Exhibit 4b(33),      File No. 1-3583)                                                                                                                                         |
| 4-1(gg)  | June 15,      1989 (1989 Form 10-K, Exhibit 4b(34),      File No. 1-3583)                                                                                                                                              |
| 4-1(hh)  | October 15,      1989 (1989 Form 10-K, Exhibit 4b(35),      File No. 1-3583)                                                                                                                                           |
| 4-1(ii)  | May 15,      1990 (June 30, 1990 Form 10-Q, Exhibit 4,      File No. 1-3583)                                                                                                                                      |
| 4-1(jj)  | March 1,      1991 (June 30, 1991 Form 10-Q, Exhibit 4(b),      File No. 1-3583)                                                                                                                                  |
| 4-1(kk)  | May 1,      1992 (File No. 33-48844,Exhibit 4(a)(3))                                                                                                                                                                        |
| 4-1(ll)  | August 1,      1992 (1992 Form 10-K, Exhibit 4b(39),      File No. 1-3583)                                                                                                                                             |
| 4-1(mm)  | October 1,      1992 (1992 Form 10-K, Exhibit 4b(40),      File No. 1-3583)                                                                                                                                            |
| 4-1(nn)  | January 1,      1993 (1992 Form 10-K, Exhibit 4b(41),      File No. 1-3583)                                                                                                                                            |
| 4-1(oo)  | September 15,      1994 (September 1994 Form 10-Q, Exhibit 4(b),      File No. 1-3583)                                                                                                                                 |
| 4-1(pp)  | May 1,      1995 (September 1995 Form 10-Q, Exhibit 4(d),      File No. 1-3583)                                                                                                                                        |
| 4-1(qq)  | June 1,      1995 (September 1995 Form 10-Q, Exhibit 4(e),      File No. 1-3583)                                                                                                                                       |
| 4-1(rr)  | July 14,      1995 (September 1995 Form 10-Q, Exhibit 4(f),      File No. 1-3583)                                                                                                                                      |
| 4-1(ss)  | July 15,      1995 (September  1995 Form 10-Q, Exhibit 4(g),      File No. 1-3583)                                                                                                                                |
| 4-1(tt)  | August 1,      1997 (1998 Form 10-K, Exhibit 4b(47),      File No. 1-3583)                                                                                                                                             |
| 4-1(uu)  | June 1,      1998 (1998 Form 10-K, Exhibit 4b (48),      File No. 1-3583)                                                                                                                                              |
| 4-1(vv)  | January 15,      2000 (1999 Form 10-K, Exhibit 4b(49), File  No. 1-3583)                                                                                                                                                              |
| 4-1(ww)  | May 1,      2000 (2000 Form 10-K, Exhibit 4b(50), File No. 1-3583)                                                                                                                                                                         |
| 4-1(xx)  | September 1,      2000 (2002 Form 10-K, Exhibit 4b(51), File No. 1-3583)                                                                                                                                                                        |
| 4-1(yy)  | October 1,      2002 (2002 Form 10-K, Exhibit 4b(52), File No. 1-3583)                                                                                                                                                                          |
| 4-1(zz)  | April 1, 2003      (2003 Form 10-K, Exhibit 4b(53), File No. 1-3583)                                                                                                                                                                            |
| 4-1(aaa) | September 1,      2004 (September 2004 10-Q, Exhibit 4.2.56, File No.  1-3583)                                                                                                                                                                  |
| 4-1(bbb) | April 1, 2005      (June 2005 10-Q, Exhibit 4.1, File No. 1-3583)                                                                                                                                                                               |
|     |                                                                                                                                                                                                                                            |   |
| 4-2      | Indenture      dated as of November 1, 2006, between The Toledo Edison Company and The      Bank of New York Trust Company, N.A. (2006 Form 10-K, Exhibit      4-2)                                                                             |
|     |                                                                                                                                                                                                                                            |
| 4-2(a)   | Officer’s      Certificate (including the form of 6.15% Senior Notes due 2037), dated      November 16, 2006. (Form 8-K filed November 16, 2006, Exhibit      4)                                                                          |
|     |                                                                                                                                                                                                                                            |
| 10-1     | TE Nuclear      Purchase and Sale Agreement by and between The Toledo Edison Company      (Seller) and FirstEnergy Nuclear Generation Corp. (Purchaser). (June 2005      Form 10-Q, Exhibit 10.1)                                               |
|     |                                                                                                                                                                                                                                            |
| 10-2     | TE Fossil      Purchase and Sale Agreement by and between The Toledo Edison Company      (Seller) and FirstEnergy Generation Corp. (Purchaser). (June 2005 Form      10-Q, Exhibit 10.2)                                                        |
|     |                                                                                                                                                                                                                                            |
| 10-3     | TE Fossil      Security Agreement, dated October 24, 2005, by and between      FirstEnergy Generation Corp. and The Toledo Edison Company. (Form      S-4/A filed August 20, 2007 by FirstEnergy Solutions Corp., Exhibit      10.24) |
|     |                                                                                                                                                                                                                                            |

----

| 10-4          | Nuclear      Sale/Leaseback Power Supply Agreement dated as of October 14, 2005 between      Ohio Edison Company and The Toledo Edison Company (Sellers) and      FirstEnergy Nuclear Generation Corp. (Buyer). (2005 Form 10-K, Exhibit      10-64)                                                                                                                                     |
|---------------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|          |                                                                                                                                                                                                                                                                                                                                                                                     |
| 10-5          | Power Supply      Agreement dated as of October 31, 2005 between FirstEnergy Solutions Corp.      (Seller) and the FirstEnergy Operating Companies – Ohio Edison Company,      The Cleveland Electric Illuminating Company and The Toledo Edison Company      (Buyers). (2005 Form 10-K, Exhibit 10-6)                                                                             |
|          |                                                                                                                                                                                                                                                                                                                                                                                     |
| 10-6          | Mansfield      Power Supply Agreement dated as of October 14, 2005 between The Cleveland      Electric Illuminating Company and The Toledo Edison Company (Sellers) and      FirstEnergy Generation Corp. (Buyer). (2005 Form 10-K, Exhibit      10-65)                                                                                                                                  |
|          |                                                                                                                                                                                                                                                                                                                                                                                     |
| (A)      12-5 | Consolidated      ratios of earnings to fixed charges.                                                                                                                                                                                                                                                                                                                                   |
|          |                                                                                                                                                                                                                                                                                                                                                                                     |
| (A)      13-2 | TE 2008 Annual      Report to Stockholders. (Only those portions expressly incorporated by      reference in this Form 10-K are to be deemed “filed” with the      SEC.)                                                                                                                                                                                                |
|          |                                                                                                                                                                                                                                                                                                                                                                                     |
| (A)      23-4 | Consent of      Independent Registered Public Accounting Firm                                                                                                                                                                                                                                                                                                                            |
|          |                                                                                                                                                                                                                                                                                                                                                                                     |
| (A)      31-1 | Certification      of chief executive officer, as adopted pursuant to Rule      13a-15(e)/15d-15(e).                                                                                                                                                                                                                                                                                     |
|          |                                                                                                                                                                                                                                                                                                                                                                                     |
| (A)      31-2 | Certification      of chief financial officer, as adopted pursuant to Rule      13a-15(e)/15d-15(e).                                                                                                                                                                                                                                                                                     |
|          |                                                                                                                                                                                                                                                                                                                                                                                     |
| (A)      32   | Certification      of chief executive officer and chief financial officer, pursuant to 18      U.S.C. §1350.                                                                                                                                                                                                                                                                        |
|          |                                                                                                                                                                                                                                                                                                                                                                                     |
| (A)           | Provided      herein in electronic format as an exhibit.                                                                                                                                                                                                                                                                                                                                 |
|          |                                                                                                                                                                                                                                                                                                                                                                                     |
| (B)           | Pursuant to      paragraph (b)(4)(iii)(A) of Item 601 of Regulation S-K, TE has not filed      as an exhibit to this Form 10-K any instrument with respect to      long-term debt if the total amount of securities authorized thereunder      does not exceed 10% of the total assets of TE, but hereby agrees to      furnish to the Commission on request any such  instruments. |

| 3-1    | Amended and      Restated Certificate of Incorporation of Jersey Central Power & Light      Company, filed February 14, 2008. (2007 Form 10-K, Exhibit      3-D)                                                                                                              |
|--------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                                                                                   |
| 3-2    | Amended and      Restated Bylaws of Jersey Central Power & Light Company, dated      January 9, 2008. (2007 Form 10-K, Exhibit 3-E)                                                                                                                                           |
|   |                                                                                                                                                                                                                                                                                   |
| 4-1    | Senior Note      Indenture, dated as of July 1, 1999, between Jersey Central Power &      Light Company and The Bank of New York Mellon Trust Company, N.A., as      successor trustee to United States Trust Company of New York.      (Registration No. 333-78717, Exhibit 4-A)  |
|   |                                                                                                                                                                                                                                                                                   |
| 4-1(a) | First      Supplemental Indenture, dated October 31, 2007, between Jersey Central      Power & Light Company, The Bank of New York, as resigning trustee, and      The Bank of New York Trust Company, N.A., as successor trustee.      (Registration No. 333-146968, Exhibit 4-2) |
|   |                                                                                                                                                                                                                                                                                   |
| 4-1(b) | Form of Jersey      Central Power & Light Company 6.40% Senior Note due 2036. (Form 8-K      filed May 12, 2006, Exhibit 10-1)                                                                                                                                                     |
|   |                                                                                                                                                                                                                                                                                   |
| 4-1(c) | Form of 7.35%      Senior Notes due 2019. (Form 8-K filed January 27, 2009, Exhibit      4.1)                                                                                                                                                                                          |
|   |                                                                                                                                                                                                                                                                                   |
| 10-1   | Indenture      dated as of August 10, 2006 between JCP&L Transition Funding II LLC as      Issuer and The Bank of New York as Trustee. (Form 8-K filed August 10,      2006, Exhibit 4-1)                                                                                          |
|   |                                                                                                                                                                                                                                                                                   |
| 10-2   | 2006-A Series      Supplement dated as of August 10, 2006 between JCP&L Transition      Funding II LLC as Issuer and The Bank of New York as Trustee. (Form 8-K      filed August 10, 2006, Exhibit4-2)                                                                            |

----

| 10-3          | Bondable      Transition Property Sale Agreement dated as of August 10, 2006 between      JCP&L Transition Funding II LLC as Issuer and Jersey Central Power      & Light Company as Seller. (Form 8-K filed August 10, 2006, Exhibit      10-1)      |
|---------------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|          |                                                                                                                                                                                                                                                          |
| 10-4          | Bondable      Transition Property Service Agreement dated as of August 10, 2006 between      JCP&L Transition Funding II LLC as Issuer and Jersey Central Power      & Light Company as Servicer. (Form 8-K filed August 10, 2006, Exhibit      10-2) |
|          |                                                                                                                                                                                                                                                          |
| 10-5          | Administration      Agreement dated as of August 10, 2006 between JCP&L Transition Funding      II LLC as Issuer and FirstEnergy Service Company as Administrator. (Form      8-K filed August 10, 2006, Exhibit 10-3)                                    |
|          |                                                                                                                                                                                                                                                          |
| (A)      12-6 | Consolidated      ratios of earnings to fixed charges.                                                                                                                                                                                                        |
|          |                                                                                                                                                                                                                                                          |
| (A)      13-2 | JCP&L 2008      Annual Report to Stockholders. (Only those portions expressly incorporated      by reference in this Form 10-K are to be deemed “filed” with      SEC.)                                                                       |
|          |                                                                                                                                                                                                                                                          |
| (A)      23-5 | Consent of      Independent Registered Public Accounting Firm                                                                                                                                                                                                 |
|          |                                                                                                                                                                                                                                                          |
| (A)      31-1 | Certification      of chief executive officer, as adopted pursuant to Rule      13a-15(e)/15d-15(e).                                                                                                                                                          |
|          |                                                                                                                                                                                                                                                          |
| (A)      31-2 | Certification      of chief financial officer, as adopted pursuant to Rule      13a-15(e)/15d-15(e).                                                                                                                                                          |
|          |                                                                                                                                                                                                                                                          |
| (A)      32   | Certification      of chief executive officer and chief financial officer, pursuant to 18      U.S.C. §1350.                                                                                                                                             |
|          |                                                                                                                                                                                                                                                          |
| (A)           | Provided      herein electronic format as anexhibit.                                                                                                                                                                                                          |

| 3-1    | Amended and      Restated Articles of Incorporation of Metropolitan Edison Company,      effective December 19, 2007. (2007 Form 10-K, Exhibit      3.9)                                                                                                                                                                                                                                                                                                                                                                 |
|--------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          |
| 3-2    | Amended and      Restated Bylaws of Metropolitan Edison Company, dated December 14,      2007.  (2007 Form 10-K, Exhibit 3.10)                                                                                                                                                                                                                                                                                                                                                                                 |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          |
| 4-1    | Indenture of      Metropolitan Edison Company, dated November 1, 1944, between Metropolitan      Edison Company and United States Trust Company of New York, Successor      Trustee, as amended and supplemented by fourteen supplemental indentures      dated February 1, 1947 through May 1, 1960. (Metropolitan Edison Company’s      Instruments of Indebtedness Nos. 1 to 14 inclusive, and 16, filed as part      of Amendment No. 1 to 1959 Annual Report of GPU on Form U5S, File Nos.      30-126 and 1-3292) |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          |
| 4-1(a) | Supplemental      Indenture of Metropolitan Edison Company, dated December 1,      1962.   (Registration No. 2-59678, Exhibit      2-E(1))                                                                                                                                                                                                                                                                                                                                                                     |
| 4-1(b) | Supplemental      Indenture of Metropolitan Edison Company, dated March 20, 1964.      (Registration No. 2-59678, Exhibit 2-E(2))                                                                                                                                                                                                                                                                                                                                                                                             |
| 4-1(c) | Supplemental      Indenture of Metropolitan Edison Company, dated July 1, 1965.      (Registration No. 2-59678, Exhibit 2-E(3))                                                                                                                                                                                                                                                                                                                                                                                               |
| 4-1(d) | Supplemental      Indenture of Metropolitan Edison Company, dated June 1, 1966.      (Registration No. 2-24883, Exhibit 2-B-4))                                                                                                                                                                                                                                                                                                                                                                                               |
| 4-1(e) | Supplemental      Indenture of Metropolitan Edison Company, dated March 22, 1968.      (Registration No. 2-29644, Exhibit 4-C-5)                                                                                                                                                                                                                                                                                                                                                                                              |
| 4-1(f) | Supplemental      Indenture of Metropolitan Edison Company, dated September 1, 1968.      (Registration No. 2-59678, Exhibit 2-E(6))                                                                                                                                                                                                                                                                                                                                                                                          |
| 4-1(g) | Supplemental      Indenture of Metropolitan Edison Company, dated August 1, 1969.      (Registration No. 2-59678, Exhibit 2-E(7))                                                                                                                                                                                                                                                                                                                                                                                             |
| 4-1(h) | Supplemental      Indenture of Metropolitan Edison Company, dated November 1, 1971.      (Registration No. 2-59678, Exhibit 2-E(8))                                                                                                                                                                                                                                                                                                                                                                                           |
| 4-1(i) | Supplemental      Indenture of Metropolitan Edison Company, dated May 1, 1972. (Registration      No. 2-59678, Exhibit 2-E(9))                                                                                                                                                                                                                                                                                                                                                                                                |
| 4-1(j) | Supplemental      Indenture of Metropolitan Edison Company, dated December 1, 1973.      (Registration No. 2-59678, Exhibit2-E(10))                                                                                                                                                                                                                                                                                                                                                                                           |

----

| 4-1(k)  | Supplemental      Indenture of Metropolitan Edison Company, dated October 30, 1974.      (Registration No. 2-59678, Exhibit 2-E(11))                                                                             |
|---------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 4-1(l)  | Supplemental      Indenture of Metropolitan Edison Company, dated October 31, 1974.      (Registration No. 2-59678, Exhibit 2-E(12))                                                                             |
| 4-1(m)  | Supplemental      Indenture of Metropolitan Edison Company, dated March 20, 1975.      (Registration No. 2-59678, Exhibit 2-E(13))                                                                               |
| 4-1(n)  | Supplemental      Indenture of Metropolitan Edison Company, dated September 25, 1975.      (Registration No. 2-59678, Exhibit 2-E(15))                                                                           |
| 4-1(o)  | Supplemental      Indenture of Metropolitan Edison Company, dated January 12, 1976.      (Registration No. 2-59678, Exhibit 2-E(16))                                                                             |
| 4-1(p)  | Supplemental      Indenture of Metropolitan Edison Company, dated March 1, 1976.      (Registration No. 2-59678, Exhibit 2-E(17))                                                                                |
| 4-1(q)  | Supplemental      Indenture of Metropolitan Edison Company, dated September 28, 1977.      (Registration No. 2-62212, Exhibit 2-E(18))                                                                           |
| 4-1(r)  | Supplemental      Indenture of Metropolitan Edison Company, dated January 1, 1978.      (Registration No. 2-62212, Exhibit 2-E(19))                                                                              |
| 4-1(s)  | Supplemental      Indenture of Metropolitan Edison Company, dated September 1, 1978.      (Registration No. 33-48937, Exhibit 4-A(19))                                                                           |
| 4-1(t)  | Supplemental      Indenture of Metropolitan Edison Company, dated June 1, 1979.      (Registration No. 33-48937, Exhibit 4-A(20))                                                                                |
| 4-1(u)  | Supplemental      Indenture of Metropolitan Edison Company, dated January 1, 1980.      (Registration No. 33-48937, Exhibit 4-A(21))                                                                             |
| 4-1(v)  | Supplemental      Indenture of Metropolitan Edison Company, dated September 1, 1981.      (Registration No. 33-48937, Exhibit 4-A(22))                                                                           |
| 4-1(w)  | Supplemental      Indenture of Metropolitan Edison Company, dated September 10, 1981.      (Registration No. 33-48937, Exhibit 4-A(23))                                                                          |
| 4-1(x)  | Supplemental      Indenture of Metropolitan Edison Company, dated December 1, 1982.      (Registration No. 33-48937, Exhibit 4-A(24))                                                                            |
| 4-1(y)  | Supplemental      Indenture of Metropolitan Edison Company, dated September 1, 1983.      (Registration No. 33-48937, Exhibit 4-A(25))                                                                           |
| 4-1(z)  | Supplemental      Indenture of Metropolitan Edison Company, dated September 1, 1984.      (Registration No. 33-48937, Exhibit 4-A(26))                                                                           |
| 4-1(aa) | Supplemental      Indenture of Metropolitan Edison Company, dated March 1, 1985.      (Registration No. 33-48937, Exhibit 4-A(27))                                                                               |
| 4-1(bb) | Supplemental      Indenture of Metropolitan Edison Company, dated September 1,      1985.  (Registration No. 33-48937, Exhibit    4-A(28))                                                             |
| 4-1(cc) | Supplemental      Indenture of Metropolitan Edison Company, dated June 1, 1988.      (Registration No. 33-48937, Exhibit 4-A(29))                                                                                |
| 4-1(dd) | Supplemental      Indenture of Metropolitan Edison Company, dated April 1, 1990.      (Registration No. 33-48937, Exhibit 4-A(30))                                                                               |
| 4-1(ee) | Amendment      dated May 22, 1990 to Supplemental Indenture of Metropolitan Edison      Company, dated April 1, 1990. (Registration No. 33-48937, Exhibit      4-A(31))                                          |
| 4-1(ff) | Supplemental      Indenture of Metropolitan Edison Company, dated September 1,      1992.  (Registration No. 33-48937, Exhibit      4-A(32)(a))                                                        |
| 4-1(gg) | Supplemental      Indenture of Metropolitan Edison Company, dated December 1, 1993. (1993      Annual Report of GPU on Form U5S, Exhibit C-58, File No.      30-126)                                             |
| 4-1(hh) | Supplemental      Indenture of Metropolitan Edison Company, dated July 15, 1995. (1995 Form      10-K, Exhibit 4-B-35, File No. 1-446)                                                                           |
| 4-1(ii) | Supplemental      Indenture of Metropolitan Edison Company, dated August 15, 1996. (1996      Form 10-K, Exhibit 4-B-35, File No. 1-446)                                                                         |
| 4-1(jj) | Supplemental      Indenture of Metropolitan Edison Company, dated May 1, 1997. (1997 Form      10-K, Exhibit 4-B-36, File No. 1-446)                                                                             |
| 4-1(kk) | Supplemental      Indenture of Metropolitan Edison Company, dated July 1, 1999. (1999 Form      10-K, Exhibit 4-B-38, File No. 1-446)                                                                            |
| 4-1(ll) | Supplemental      Indenture of Metropolitan Edison Company, dated May 1, 2001. (2001 Form      10-K, Exhibit 4-5, File No. 1-446)                                                                                |
| 4-1(mm) | Supplemental      Indenture of Metropolitan Edison Company, dated March 1, 2003. (2003 Form      10-K, Exhibit 4-10, File No. 1-446)                                                                             |
|    |                                                                                                                                                                                                             |
| 4-2     | Senior Note      Indenture between Metropolitan Edison Company and United States Trust      Company of New York, dated July 1, 1999. (1999 Annual Report of GPU on      Form U5S, Exhibit C-154, File No.30-126) |

----

| 4-2(a)        | Form of      Metropolitan Edison Company 7.70% Senior Notes due 2019. (Form 8-K filed      January 21, 2009, Exhibit 4.1)                                                           |
|---------------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|          |                                                                                                                                                                                |
| (A)      12-7 | Consolidated      ratios of earnings to fixed charges.                                                                                                                              |
|          |                                                                                                                                                                                |
| (A)      13-2 | Met-Ed 2008      Annual Report to Stockholders (Only those portions expressly incorporated      by reference in this Form 10-K are to be deemed “filed” with      SEC.) |
|          |                                                                                                                                                                                |
| (A)      23-6 | Consent of      Independent Registered Public Accounting Firm                                                                                                                       |
|          |                                                                                                                                                                                |
| (A)      31-1 | Certification      of chief executive officer, as adopted pursuant to Rule      13a-15(e)/15d-15(e).                                                                                |
|          |                                                                                                                                                                                |
| (A)      31-2 | Certification      of chief financial officer, as adopted pursuant to Rule      13a-15(e)/15d-15(e).                                                                                |
|          |                                                                                                                                                                                |
| (A)      32   | Certification      of chief executive officer and chief financial officer, pursuant to 18      U.S.C. §1350.                                                                   |
|          |                                                                                                                                                                                |
| (A)           | Provided      herein electronic format as an exhibit.                                                                                                                               |
|          |                                                                                                                                                                                |

| 3-1    | Amended and      Restated Articles of Incorporation of Pennsylvania Electric Company,      effective December 19, 2007. (2007 Form 10-K, Exhibit      3.11)                                                                                                                                                                                                                                                                                                                                                              |
|--------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          |
| 3-2    | Amended and      Restated Bylaws of Pennsylvania Electric Company, dated December 14,      2007. (2007 Form 10-K, Exhibit 3.12)                                                                                                                                                                                                                                                                                                                                                                                          |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          |
| 4-1    | Mortgage and      Deed of Trust of Pennsylvania Electric Company, dated      January 1, 1942, between Pennsylvania Electric Company and      United States Trust Company of New York, Successor Trustee, and indentures      supplemental thereto dated March 7, 1942 through May 1, 1960 –      (Pennsylvania Electric Company’s Instruments of Indebtedness Nos. 1-20,      inclusive, filed as a part of Amendment No. 1 to 1959 Annual Report of GPU      on Form U5S, File Nos. 30-126 and 1-3292) |
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          |
| 4-1(a) | Supplemental      Indentures to Mortgage and Deed of Trust of Pennsylvania Electric Company,      dated May 1, 1961 through December 1, 1977. (Registration No. 2-61502,      Exhibit 2-D(1) to 2-D(19))                                                                                                                                                                                                                                                                                                                      |
| 4-1(b) | Supplemental      Indenture of Pennsylvania Electric Company, dated June 1, 1978.      (Registration No. 33-49669, Exhibit 4-A(2))                                                                                                                                                                                                                                                                                                                                                                                            |
| 4-1(c) | Supplemental      Indenture of Pennsylvania Electric Company dated June 1, 1979.      (Registration No. 33-49669, Exhibit 4-A(3))                                                                                                                                                                                                                                                                                                                                                                                             |
| 4-1(d) | Supplemental      Indenture of Pennsylvania Electric Company, dated September 1, 1984.      (Registration No. 33-49669, Exhibit 4-A(4))                                                                                                                                                                                                                                                                                                                                                                                       |
| 4-1(e) | Supplemental      Indenture of Pennsylvania Electric Company, dated December 1, 1985.      (Registration No. 33-49669, Exhibit 4-A(5))                                                                                                                                                                                                                                                                                                                                                                                        |
| 4-1(f) | Supplemental      Indenture of Pennsylvania Electric Company, dated December 1, 1986.      (Registration No. 33-49669, Exhibit 4-A(6))                                                                                                                                                                                                                                                                                                                                                                                        |
| 4-1(g) | Supplemental      Indenture of Pennsylvania Electric Company, dated May 1, 1989.      (Registration No. 33-49669, Exhibit 4-A(7))                                                                                                                                                                                                                                                                                                                                                                                             |
| 4-1(h) | Supplemental      Indenture of Pennsylvania Electric Company, dated December 1, 1990.      (Registration No. 33-45312, Exhibit 4-A(8))                                                                                                                                                                                                                                                                                                                                                                                        |
| 4-1(i) | Supplemental      Indenture of Pennsylvania Electric Company, dated March 1, 1992.      (Registration No. 33-45312, Exhibit 4-A(9))                                                                                                                                                                                                                                                                                                                                                                                           |
| 4-1(j) | Supplemental      Indenture of Pennsylvania Electric Company, dated June 1, 1993. (1993      Annual Report of GPU on Form U5S, Exhibit C-73, File No.      30-126)                                                                                                                                                                                                                                                                                                                                                            |
| 4-1(k) | Supplemental      Indenture of Pennsylvania Electric Company, dated November 1, 1995. (1995      Form 10-K, Exhibit 4-C-11, File No. 1-3522)                                                                                                                                                                                                                                                                                                                                                                                  |
| 4-1(l) | Supplemental      Indenture of Pennsylvania Electric Company, dated August 15, 1996. (1996      Form 10-K, Exhibit 4-C-12, File No. 1-3522)                                                                                                                                                                                                                                                                                                                                                                                   |
| 4-1(m) | Supplemental      Indenture of  Pennsylvania Electric Company, dated May 1, 2001.      (2001 Form 10-K, Exhibit4-C-16)                                                                                                                                                                                                                                                                                                                                                                                              |

----

| 4-2           | Senior Note      Indenture between Pennsylvania Electric Company and United States Trust      Company of New York, dated April 1, 1999. (1999 Form 10-K, Exhibit 4-C-13,      File No. 1-3522) |
|---------------|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|          |                                                                                                                                                                                           |
| 4-2(a)        | Form of      Pennsylvania Electric Company 6.05% Senior Notes due 2017. (Form 8-K filed      August 31, 2007, Exhibit 4.1)                                                                     |
|          |                                                                                                                                                                                           |
| (A)      12-8 | Consolidated      ratios of earnings to fixed charges.                                                                                                                                         |
|          |                                                                                                                                                                                           |
| (A)      13-2 | Penelec 2008      Annual Report to Stockholders. (Only those portions expressly incorporated      by reference in this Form 10-K are to be deemed “filed” with      SEC)           |
|          |                                                                                                                                                                                           |
| (A)      23-7 | Consent of      Independent Registered Public Accounting Firm.                                                                                                                                 |
|          |                                                                                                                                                                                           |
| (A)      31-1 | Certification      of chief executive officer, as adopted pursuant to Rule      13a-15(e)/15d-15(e).                                                                                           |
|          |                                                                                                                                                                                           |
| (A)      31-2 | Certification      of chief financial officer, as adopted pursuant to Rule      13a-15(e)/15d-15(e).                                                                                           |
|          |                                                                                                                                                                                           |
| (A)      32   | Certification      of chief executive officer and chief financial officer, pursuant to 18      U.S.C. §1350.                                                                              |
|          |                                                                                                                                                                                           |
| (A)           | Provided here      in electronic format as anexhibit.                                                                                                                                          |

| 10-1   | Notice of      Termination Tolling Agreement dated as of April 7, 2006; Restated Partial      Requirements Agreement, dated January 1, 2003, by and among, Metropolitan      Edison Company, Pennsylvania Electric Company, The Waverly Electric Power      and Light Company and FirstEnergy Solutions Corp., as amended by a First      Amendment to Restated Requirements Agreement, dated August 29, 2003 and by      a Second Amendment to Restated Requirements Agreement, dated June 8, 2004      (“Partial Requirements Agreement”). (March 2006 Form 10-Q filed by      Metropolitan Edison Company, Exhibit 10-5) |
|--------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    |
| 10-2   | Third Restated      Partial Requirements Agreement, among Metropolitan Edison Company,      Pennsylvania Electric Company, a Pennsylvania corporation, The Waverly      Electric Power and Light Company and FirstEnergy Solutions Corp., dated      November 1, 2008. (September 2008 Form 10-Q filed by Metropolitan Edison      Company, Exhibit 10-2)                                                                                                                                                                                                                                                                               |

| 10-1   | $2,750,000,000      Credit Agreement dated as of August 24, 2006 among FirstEnergy Corp.,      FirstEnergy Solutions Corp., American Transmission Systems, Inc., Ohio      Edison Company, Pennsylvania Power Company, The Cleveland Electric      Illuminating Company, The Toledo Edison Company Jersey Central Power &      Light Company, Metropolitan Edison Company and Pennsylvania Electric      Company, as Borrowers, the banks party thereto, the fronting banks party      thereto and the swing line lenders party thereto. (Form 8-K filed August      24, 2006, Exhibit 10-1) |
|--------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             |
| 10-2   | Consent and      Amendment to $2,750,000,000 Credit Agreement dated November 2, 2007.      (2007 Form 10-K, Exhibit 10-2)                                                                                                                                                                                                                                                                                                                                                                                                                                                                   |

----

|                                                                      |
|---------------------------------------------------------------------------|
| PricewaterhouseCoopers      LLPCleveland,      OhioFebruary      24, 2009 |

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|                                                                      |
|---------------------------------------------------------------------------|
| PricewaterhouseCoopers      LLPCleveland,      OhioFebruary      24, 2009 |

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|                                                                      |
|---------------------------------------------------------------------------|
| PricewaterhouseCoopers      LLPCleveland,      OhioFebruary      24, 2009 |

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|                                                                      |
|---------------------------------------------------------------------------|
| PricewaterhouseCoopers      LLPCleveland,      OhioFebruary      24, 2009 |

----

|                                                                      |
|---------------------------------------------------------------------------|
| PricewaterhouseCoopers      LLPCleveland,      OhioFebruary      24, 2009 |

----

|                                                                      |
|---------------------------------------------------------------------------|
| PricewaterhouseCoopers      LLPCleveland,      OhioFebruary      24, 2009 |

----

|                                                                      |
|---------------------------------------------------------------------------|
| PricewaterhouseCoopers      LLPCleveland,      OhioFebruary      24, 2009 |

----

|                                                                      |
|---------------------------------------------------------------------------|
| PricewaterhouseCoopers      LLPCleveland,      OhioFebruary      24, 2009 |

----

| FIRSTENERGY      CORP.                                                                                                                                                                                                   |   |
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|
|                                                                                                                                                                                                                     |   |
| CONSOLIDATED      VALUATION AND QUALIFYING ACCOUNTS                                                                                                                                                                      |   |
| FOR      THE YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006                                                                                                                                                                |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   | Additions |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   | Charged |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   | Beginning |   |   | Charged |   |   | to Other |   |   |   |   |   | Ending |   |
| Description                                                                                                                                                                                                              |   | Balance |   |   | to Income |   |   | Accounts |   |   | Deductions |   |   | Balance |   |
|                                                                                                                                                                                                                     |   | (In      thousands) |   |
| Year Ended December 31,      2008:                                                                                                                                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Accumulated provision      for                                                                                                                                                                                           |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| uncollectible accounts –      customers                                                                                                                                                                            |   | $ | 35,567 |   |   | $ | 48,297 |   |   | $ | 31,308 | (a) |   | $ | 87,325 | (b) |   | $ | 27,847 |   |
|                                  –      other |   | $ | 21,924 |   |   | $ | 11,339 |   |   | $ | 3,189 | (a) |   | $ | 27,285 | (b) |   | $ | 9,167 |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Loss      carryforward                                                                                                                                                                                                   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| tax valuation      reserve                                                                                                                                                                                               |   | $ | 30,616 |   |   | $ | 1,435 |   |   | $ | (4,757 | ) |   | $ | - |   |   | $ | 27,294 |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Year Ended December 31,      2007:                                                                                                                                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Accumulated provision      for                                                                                                                                                                                           |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| uncollectible accounts –      customers                                                                                                                                                                            |   | $ | 43,214 |   |   | $ | 53,522 |   |   | $ | 50,165 | (a) |   | $ | 111,334 | (b) |   | $ | 35,567 |   |
|                                  –      other |   | $ | 23,964 |   |   | $ | 4,933 |   |   | $ | 406 | (a) |   | $ | 7,379 | (b) |   | $ | 21,924 |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Loss      carryforward                                                                                                                                                                                                   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| tax valuation      reserve                                                                                                                                                                                               |   | $ | 415,531 |   |   | $ | 8,819 |   |   | $ | (393,734 | ) |   | $ | - |   |   | $ | 30,616 |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Year Ended December 31,      2006:                                                                                                                                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Accumulated provision      for                                                                                                                                                                                           |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| uncollectible accounts –      customers                                                                                                                                                                            |   | $ | 37,733 |   |   | $ | 60,461 |   |   | $ | 34,259 | (a) |   | $ | 89,239 | (b) |   | $ | 43,214 |   |
|                                  –      other |   | $ | 26,566 |   |   | $ | 3,956 |   |   | $ | 2,554 | (a) |   | $ | 9,112 | (b) |   | $ | 23,964 |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Loss      carryforward                                                                                                                                                                                                   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|     tax      valuation reserve                                                                                                                                                                       |   | $ | 402,142 |   |   | $ | - |   |   | $ | 13,389 |   |   | $ | - |   |   | $ | 415,531 |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| (a) Represents      recoveries and reinstatements of accounts previously written      off.                                                                                                                          |   |   |   |   |   |   |   |   |   |   |   |   |   |
| (b) Represents      the write-off of accounts considered to be uncollectible.                                                                                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |

----

| FIRSTENERGY      SOLUTIONS CORP.                                                                                                                                                                                         |   |
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|
|                                                                                                                                                                                                                     |   |
| CONSOLIDATED      VALUATION AND QUALIFYING ACCOUNTS                                                                                                                                                                      |   |
| FOR      THE YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006                                                                                                                                                                |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   | Additions |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   | Charged |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   | Beginning |   |   | Charged |   |   | to Other |   |   |   |   |   | Ending |   |
| Description                                                                                                                                                                                                              |   | Balance |   |   | to Income |   |   | Accounts |   |   | Deductions |   |   | Balance |   |
|                                                                                                                                                                                                                     |   | (In      thousands) |   |
| Year Ended December 31,      2008:                                                                                                                                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Accumulated provision      for                                                                                                                                                                                           |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| uncollectible accounts –      customers                                                                                                                                                                            |   | $ | 8,072 |   |   | $ | (2,174 | ) |   | $ | 110 | (a) |   | $ | 109 | (b) |   | $ | 5,899 |   |
|                                  –      other |   | $ | 9 |   |   | $ | 4,374 |   |   | $ | 2,541 | (a) |   | $ | 109 | (b) |   | $ | 6,815 |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Year Ended December 31,      2007:                                                                                                                                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Accumulated provision      for                                                                                                                                                                                           |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| uncollectible accounts –      customers                                                                                                                                                                            |   | $ | 7,938 |   |   | $ | 94 |   |   | $ | 532 | (a) |   | $ | 492 | (b) |   | $ | 8,072 |   |
|                                  –      other |   | $ | 5,593 |   |   | $ | 9 |   |   | $ | - | (a) |   | $ | 5,593 | (b) |   | $ | 9 |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Year Ended December 31,      2006:                                                                                                                                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Accumulated provision      for                                                                                                                                                                                           |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| uncollectible accounts –      customers                                                                                                                                                                            |   | $ | 11,531 |   |   | $ | 2,244 |   |   | $ | 789 | (a) |   | $ | 6,626 | (b) |   | $ | 7,938 |   |
|                                  –      other |   | $ | 5,599 |   |   | $ | 15 |   |   | $ | 7 | (a) |   | $ | 28 | (b) |   | $ | 5,593 |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| (a) Represents      recoveries and reinstatements of accounts previously written      off.                                                                                                                          |   |   |   |   |   |   |   |   |   |   |   |   |   |
| (b) Represents      the write-off of accounts considered to be uncollectible.                                                                                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |

----

| OHIO      EDISON COMPANY                                                                                                                                                                                                 |   |
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|
|                                                                                                                                                                                                                     |   |
| CONSOLIDATED      VALUATION AND QUALIFYING ACCOUNTS                                                                                                                                                                      |   |
| FOR      THE YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006                                                                                                                                                                |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   | Additions |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   | Charged |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   | Beginning |   |   | Charged |   |   | to Other |   |   |   |   |   | Ending |   |
| Description                                                                                                                                                                                                              |   | Balance |   |   | to Income |   |   | Accounts |   |   | Deductions |   |   | Balance |   |
|                                                                                                                                                                                                                     |   | (In      thousands) |   |
| Year Ended December 31,      2008:                                                                                                                                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Accumulated provision      for                                                                                                                                                                                           |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| uncollectible      accounts – customers                                                                                                                                                                            |   | $ | 8,032 |   |   | $ | 12,179 |   |   | $ | 10,027 | (a) |   | $ | 24,173 | (b) |   | $ | 6,065 |   |
|                                  –      other |   | $ | 5,639 |   |   | $ | 16,618 |   |   | $ | 394 | (a) |   | $ | 22,644 | (b) |   | $ | 7 |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Year Ended December 31,      2007:                                                                                                                                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Accumulated provision      for                                                                                                                                                                                           |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| uncollectible accounts –      customers                                                                                                                                                                            |   | $ | 15,033 |   |   | $ | 10,513 |   |   | $ | 30,234 | (a) |   | $ | 47,748 | (b) |   | $ | 8,032 |   |
|                                  –      other |   | $ | 1,985 |   |   | $ | 4,117 |   |   | $ | (240 | )       (a) |   | $ | 223 | (b) |   | $ | 5,639 |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Year Ended December 31,      2006:                                                                                                                                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Accumulated provision      for                                                                                                                                                                                           |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| uncollectible accounts –      customers                                                                                                                                                                            |   | $ | 7,619 |   |   | $ | 22,466 |   |   | $ | 11,817 | (a) |   | $ | 26,869 | (b) |   | $ | 15,033 |   |
|                                  –      other |   | $ | 4 |   |   | $ | 2,218 |   |   | $ | 473 | (a) |   | $ | 710 | (b) |   | $ | 1,985 |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| (a) Represents      recoveries and reinstatements of accounts previously written      off.                                                                                                                          |   |   |   |   |   |   |   |   |   |   |   |   |   |
| (b) Represents      the write-off of accounts considered to be uncollectible.                                                                                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |

----

| THE      CLEVELAND ELECTRIC ILLUMINATING COMPANY                                                                                                                                                                         |   |
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|
|                                                                                                                                                                                                                     |   |
| CONSOLIDATED      VALUATION AND QUALIFYING ACCOUNTS                                                                                                                                                                      |   |
| FOR      THE YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006                                                                                                                                                                |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   | Additions |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   | Charged |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   | Beginning |   |   | Charged |   |   | to Other |   |   |   |   |   | Ending |   |
| Description                                                                                                                                                                                                              |   | Balance |   |   | to Income |   |   | Accounts |   |   | Deductions |   |   | Balance |   |
|                                                                                                                                                                                                                     |   | (In      thousands) |   |
| Year Ended December 31,      2008:                                                                                                                                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Accumulated provision      for                                                                                                                                                                                           |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| uncollectible accounts –      customers                                                                                                                                                                            |   | $ | 7,540 |   |   | $ | 11,323 |   |   | $ | 9,179 | (a) |   | $ | 22,126 | (b) |   | $ | 5,916 |   |
|                                  –      other |   | $ | 433 |   |   | $ | (183 | ) |   | $ | 30 | (a) |   | $ | 269 | (b) |   | $ | 11 |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Year Ended December 31,      2007:                                                                                                                                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Accumulated provision      for                                                                                                                                                                                           |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| uncollectible accounts –      customers                                                                                                                                                                            |   | $ | 6,783 |   |   | $ | 17,998 |   |   | $ | 7,842 | (a) |   | $ | 25,083 | (b) |   | $ | 7,540 |   |
|                                  –      other |   | $ | - |   |   | $ | 431 |   |   | $ | 124 | (a) |   | $ | 122 | (b) |   | $ | 433 |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Year Ended December 31,      2006:                                                                                                                                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Accumulated provision      for                                                                                                                                                                                           |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| uncollectible accounts –      customers                                                                                                                                                                            |   | $ | 5,180 |   |   | $ | 14,890 |   |   | $ | 10,067 | (a) |   | $ | 23,354 | (b) |   | $ | 6,783 |   |
|                                  –      other |   | $ | - |   |   | $ | 22 |   |   | $ | 138 | (a) |   | $ | 160 | (b) |   | $ | - |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| (a) Represents      recoveries and reinstatements of accounts previously written      off.                                                                                                                          |   |   |   |   |   |   |   |   |   |   |   |   |   |
| (b) Represents      the write-off of accounts considered to be uncollectible.                                                                                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |

----

| THE      TOLEDO EDISON COMPANY                                                                  |   |
|-------------------------------------------------------------------------------------------------|--------|
|                                                                                            |   |
| CONSOLIDATED      VALUATION AND QUALIFYING ACCOUNTS                                             |   |
| FOR      THE YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006                                       |   |
|                                                                                            |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                            |   |   |   |   | Additions |   |   |   |   |   |   |   |
|                                                                                            |   |   |   |   |   |   |   | Charged |   |   |   |   |   |   |   |
|                                                                                            |   | Beginning |   |   | Charged |   |   | to Other |   |   |   |   |   | Ending |   |
| Description                                                                                     |   | Balance |   |   | to Income |   |   | Accounts |   |   | Deductions |   |   | Balance |   |
|                                                                                            |   | (In      thousands) |   |
| Year Ended December 31,      2008:                                                              |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                            |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Accumulated provision      for                                                                  |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| uncollectible      accounts                                                                     |   | $ | 615 |   |   | $ | (247 | ) |   | $ | 121 | (a) |   | $ | 286 | (b) |   | $ | 203 |   |
|                                                                                            |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Year Ended December 31,      2007:                                                              |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                            |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Accumulated provision      for                                                                  |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| uncollectible      accounts                                                                     |   | $ | 430 |   |   | $ | 361 |   |   | $ | 13 | (a) |   | $ | 189 |   |   | $ | 615 |   |
|                                                                                            |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Year Ended December 31,      2006:                                                              |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                            |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Accumulated provision      for                                                                  |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| uncollectible      accounts                                                                     |   | $ | - |   |   | $ | 440 |   |   | $ | 118 | (a) |   | $ | 128 | (b) |   | $ | 430 |   |
|                                                                                            |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                            |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                            |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                            |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| (a) Represents      recoveries and reinstatements of accounts previously written      off. |   |   |   |   |   |   |   |   |   |   |   |   |
| (b) Represents      the write-off of accounts considered to be uncollectible.              |   |   |   |   |   |   |   |   |   |   |   |   |

----

| JERSEY      CENTRAL POWER & LIGHT COMPANY                                                                                                                                                                            |   |
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|
|                                                                                                                                                                                                                     |   |
| CONSOLIDATED      VALUATION AND QUALIFYING ACCOUNTS                                                                                                                                                                      |   |
| FOR      THE YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006                                                                                                                                                                |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   | Additions |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   | Charged |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   | Beginning |   |   | Charged |   |   | to Other |   |   |   |   |   | Ending |   |
| Description                                                                                                                                                                                                              |   | Balance |   |   | to Income |   |   | Accounts |   |   | Deductions |   |   | Balance |   |
|                                                                                                                                                                                                                     |   | (In      thousands) |   |
| Year Ended December 31,      2008:                                                                                                                                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Accumulated provision      for                                                                                                                                                                                           |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| uncollectible accounts –      customers                                                                                                                                                                            |   | $ | 3,691 |   |   | $ | 10,377 |   |   | $ | 3,504 | (a) |   | $ | 14,342 | (b) |   | $ | 3,230 |   |
|                                  –      other |   | $ | - |   |   | $ | 44 |   |   | $ | 24 | (a) |   | $ | 23 | (b) |   | $ | 45 |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Year Ended December 31,      2007:                                                                                                                                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Accumulated provision      for                                                                                                                                                                                           |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| uncollectible accounts –      customers                                                                                                                                                                            |   | $ | 3,524 |   |   | $ | 8,563 |   |   | $ | 4,049 | (a) |   | $ | 12,445 | (b) |   | $ | 3,691 |   |
|                                  –      other |   | $ | - |   |   | $ | - |   |   | $ | - | (a) |   | $ | - | (b) |   | $ | - |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Year Ended December 31,      2006:                                                                                                                                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Accumulated provision      for                                                                                                                                                                                           |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| uncollectible accounts –      customers                                                                                                                                                                            |   | $ | 3,830 |   |   | $ | 4,945 |   |   | $ | 4,643 | (a) |   | $ | 9,894 | (b) |   | $ | 3,524 |   |
|                                  –      other |   | $ | 204 |   |   | $ | (201 | ) |   | $ | 866 | (a) |   | $ | 869 | (b) |   | $ | - |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| (a) Represents      recoveries and reinstatements of accounts previously written      off.                                                                                                                          |   |   |   |   |   |   |   |   |   |   |   |   |   |
| (b) Represents      the write-off of accounts considered to be uncollectible.                                                                                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |

----

| METROPOLITAN      EDISON COMPANY                                                                                                                                                                                         |   |
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|
|                                                                                                                                                                                                                     |   |
| CONSOLIDATED      VALUATION AND QUALIFYING ACCOUNTS                                                                                                                                                                      |   |
| FOR      THE YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006                                                                                                                                                                |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   | Additions |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   | Charged |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   | Beginning |   |   | Charged |   |   | to Other |   |   |   |   |   | Ending |   |
| Description                                                                                                                                                                                                              |   | Balance |   |   | to Income |   |   | Accounts |   |   | Deductions |   |   | Balance |   |
|                                                                                                                                                                                                                     |   | (In      thousands) |   |
| Year Ended December 31,      2008:                                                                                                                                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Accumulated provision      for                                                                                                                                                                                           |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| uncollectible accounts –      customers                                                                                                                                                                            |   | $ | 4,327 |   |   | $ | 9,004 |   |   | $ | 3,729 | (a) |   | $ | 13,444 | (b) |   | $ | 3,616 |   |
|                                  –      other |   | $ | 1 |   |   | $ | 19 |   |   | $ | 21 | (a) |   | $ | 41 | (b) |   | $ | - |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Year Ended December 31,      2007:                                                                                                                                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Accumulated provision      for                                                                                                                                                                                           |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| uncollectible accounts –      customers                                                                                                                                                                            |   | $ | 4,153 |   |   | $ | 9,971 |   |   | $ | 3,548 | (a) |   | $ | 13,345 | (b) |   | $ | 4,327 |   |
|                                  –      other |   | $ | 2 |   |   | $ | 245 |   |   | $ | 18 |   |   | $ | 264 |   |   | $ | 1 |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Year Ended December 31,      2006:                                                                                                                                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Accumulated provision      for                                                                                                                                                                                           |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| uncollectible accounts –      customers                                                                                                                                                                            |   | $ | 4,352 |   |   | $ | 7,070 |   |   | $ | 4,108 | (a) |   | $ | 11,377 | (b) |   | $ | 4,153 |   |
|                                  –      other |   | $ | - |   |   | $ | 15 |   |   | $ | 36 | (a) |   | $ | 49 | (b) |   | $ | 2 |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| (a) Represents      recoveries and reinstatements of accounts previously written      off.                                                                                                                          |   |   |   |   |   |   |   |   |   |   |   |   |   |
| (b) Represents      the write-off of accounts considered to be uncollectible.                                                                                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |

----

| PENNSYLVANIA      ELECTRIC COMPANY                                                                                                                                                                                       |   |
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|
|                                                                                                                                                                                                                     |   |
| CONSOLIDATED      VALUATION AND QUALIFYING ACCOUNTS                                                                                                                                                                      |   |
| FOR      THE YEARS ENDED DECEMBER 31, 2008, 2007 AND 2006                                                                                                                                                                |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   | Additions |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   | Charged |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   | Beginning |   |   | Charged |   |   | to Other |   |   |   |   |   | Ending |   |
| Description                                                                                                                                                                                                              |   | Balance |   |   | to Income |   |   | Accounts |   |   | Deductions |   |   | Balance |   |
|                                                                                                                                                                                                                     |   | (In      thousands) |   |
| Year Ended December 31,      2008:                                                                                                                                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Accumulated provision      for                                                                                                                                                                                           |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| uncollectible accounts –      customers                                                                                                                                                                            |   | $ | 3,905 |   |   | $ | 7,589 |   |   | $ | 4,758 | (a) |   | $ | 13,131 | (b) |   | $ | 3,121 |   |
|                                  –      other |   | $ | 105 |   |   | $ | 57 |   |   | $ | 36 | (a) |   | $ | 133 | (b) |   | $ | 65 |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Year Ended December 31,      2007:                                                                                                                                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Accumulated provision      for                                                                                                                                                                                           |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| uncollectible accounts –      customers                                                                                                                                                                            |   | $ | 3,814 |   |   | $ | 8,351 |   |   | $ | 3,958 | (a) |   | $ | 12,218 | (b) |   | $ | 3,905 |   |
|                                  –      other |   | $ | 3 |   |   | $ | 181 |   |   | $ | 3 | (a) |   | $ | 82 | (b) |   | $ | 105 |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Year Ended December 31,      2006:                                                                                                                                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| Accumulated provision      for                                                                                                                                                                                           |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| uncollectible accounts –      customers                                                                                                                                                                            |   | $ | 4,184 |   |   | $ | 6,381 |   |   | $ | 4,368 | (a) |   | $ | 11,119 | (b) |   | $ | 3,814 |   |
|                                  –      other |   | $ | 2 |   |   | $ | 105 |   |   | $ | 173 | (a) |   | $ | 277 | (b) |   | $ | 3 |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                     |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
| (a) Represents      recoveries and reinstatements of accounts previously written      off.                                                                                                                          |   |   |   |   |   |   |   |   |   |   |   |   |   |
| (b) Represents      the write-off of accounts considered to be uncollectible.                                                                                                                                       |   |   |   |   |   |   |   |   |   |   |   |   |   |

----

|   | FIRSTENERGY      CORP.                    |
|--------|-------------------------------------------|
|   |                                      |
|   |                                      |
|   | BY: /s/Anthony      J. Alexander     |   |
|   | Anthony      J. Alexander                 |
|   | President      and Chief ExecutiveOfficer |

----

|                                                |   |                                                                     |
|-----------------------------------------------------|--------|--------------------------------------------------------------------------|
|                                                |   |                                                                     |
| /s/         George M. Smart          |   | /s/             Anthony J. Alexander  |
| George      M. Smart                                |   | Anthony      J. Alexander                                                |
| Chairman      of the Board                          |   | President      and Chief Executive Officer                               |
|                                                |   | and      Director (Principal Executive Officer)                          |
|                                                |   |                                                                     |
|                                                |   |                                                                     |
|                                                |   |                                                                     |
| /s/    Richard      H. Marsh    |   | /s/             Harvey L. Wagner      |
| Richard      H. Marsh                               |   | Harvey      L. Wagner                                                    |
| Senior      Vice President and Chief Financial      |   | Vice      President, Controller and Chief Accounting                     |
| Officer      (Principal Financial Officer)          |   | Officer      (Principal Accounting Officer)                              |
|                                                |   |                                                                     |
|                                                |   |                                                                     |
|                                                |   |                                                                     |
| /s/    Paul      T. Addison     |   | /s/       Ernest      J. Novak, Jr.   |
| Paul      T. Addison                                |   | Ernest      J. Novak, Jr.                                                |
| Director                                            |   | Director                                                                 |
|                                                |   |                                                                     |
|                                                |   |                                                                     |
|                                                |   |                                                                     |
| /s/    Michael      J. Anderson |   | /s/       Catherine      A. Rein      |
| Michael      J. Anderson                            |   | Catherine      A. Rein                                                   |
| Director                                            |   | Director                                                                 |
|                                                |   |                                                                     |
|                                                |   |                                                                     |
|                                                |   |                                                                     |
| /s/         Carol A. Cartwright      |   | /s/       Wes      M. Taylor          |
| Carol      A. Cartwright                            |   | Wes      M. Taylor                                                       |
| Director                                            |   | Director                                                                 |
|                                                |   |                                                                     |
|                                                |   |                                                                     |
|                                                |   |                                                                     |
| /s/         William T. Cottle        |   | /s/       Jesse      T. Williams, Sr. |
| William      T. Cottle                              |   | Jesse      T. Williams, Sr.                                              |
| Director                                            |   | Director                                                                 |
|                                                |   |                                                                     |
|                                                |   |                                                                     |
|                                                |   |                                                                     |
| /s/         Robert B. Heisler, Jr.   |   |                                                                     |
| Robert      B. Heisler, Jr.                         |   |                                                                     |
| Director                                            |   |                                                                     |
|                                                |   |                                                                     |

----

|   | FIRSTENERGY      SOLUTIONS CORP.                                   |
|--------|--------------------------------------------------------------------|
|   |                                                               |
|   |                                                               |
|   | BY:   /s/   Donald      R. Schneider |   |
|   | Donald      R. Schneider                                           |
|   | President                                                          |

| /s/    Donald      R. Schneider  |   | /s/         Richard H. Marsh      |
|------------------------------------------------------|--------|--------------------------------------------------|
| Donald      R. Schneider                             |   | Richard      H. Marsh                            |
| President                                            |   | Senior      Vice President and Chief             |
| (Principal      Executive Officer)                   |   | Financial      Officer and Director              |
|                                                 |   | (Principal      Financial Officer)               |
|                                                 |   |                                             |
|                                                 |   |                                             |
|                                                 |   |                                             |
| /s/    Anthony      J. Alexander |   | /s/    Harvey      L. Wagner |
| Anthony      J. Alexander                            |   | Harvey      L. Wagner                            |
| Director                                             |   | Vice      President and Controller               |
|                                                 |   | (Principal      Accounting Officer)              |
|                                                 |   |                                             |
|                                                 |   |                                             |
|                                                 |   |                                             |
| /s/         Gary R. Leidich           |   |                                             |
| Gary      R. Leidich                                 |   |                                             |
| Director                                             |   |                                             |
|                                                 |   |                                             |

----

|   | OHIO      EDISON COMPANY                             |
|--------|------------------------------------------------------|
|   |                                                 |
|   |                                                 |
|   | BY:   /s/       Richard R. Grigg |   |
|   | Richard      R. Grigg                                |
|   | President                                            |

| /s/    Anthony      J. Alexander |   | /s/    Richard      R. Grigg |
|------------------------------------------------------|--------|--------------------------------------------------|
| Anthony      J. Alexander                            |   | Richard      R. Grigg                            |
| Director                                             |   | President      and Director                      |
|                                                 |   | (Principal      Executive Officer)               |
|                                                 |   |                                             |
|                                                 |   |                                             |
|                                                 |   |                                             |
| /s/    Richard      H. Marsh     |   | /s/    Harvey      L. Wagner |
| Richard      H. Marsh                                |   | Harvey      L. Wagner                            |
| Senior      Vice President and Chief                 |   | Vice      President and Controller               |
| Financial      Officer and Director                  |   | (Principal      Accounting Officer)              |
| (Principal      Financial Officer)                   |   |                                             |

----

|   | THE      CLEVELAND ELECTRIC ILLUMINATING COMPANY           |
|--------|------------------------------------------------------------|
|   |                                                       |
|   |                                                       |
|   | BY:        /s/   Richard R. Grigg |   |
|   | Richard      R. Grigg                                      |
|   | President                                                  |

| /s/         Anthony J. Alexander  |   | /s/    Richard      R. Grigg |
|--------------------------------------------------|--------|--------------------------------------------------|
| Anthony      J. Alexander                        |   | Richard      R. Grigg                            |
| Director                                         |   | President      and Director                      |
|                                             |   | (Principal      Executive Officer)               |
|                                             |   |                                             |
|                                             |   |                                             |
|                                             |   |                                             |
|                                             |   |                                             |
| /s/    Richard      H. Marsh |   | /s/    Harvey      L. Wagner |
| Richard      H. Marsh                            |   | Harvey      L. Wagner                            |
| Senior      Vice President and Chief             |   | Vice      President and Controller               |
| Financial      Officer and Director              |   | (Principal      Accounting Officer)              |
| (Principal      Financial Officer)               |   |                                             |

----

|   | THE      TOLEDO EDISON COMPANY                        |
|--------|-------------------------------------------------------|
|   |                                                  |
|   |                                                  |
|   | BY:        /s/   Richard R. Grigg |   |
|   | Richard      R. Grigg                                 |
|   | President                                             |

| /s/         Anthony J. Alexander |   | /s/    Richard      R. Grigg |
|-------------------------------------------------|--------|--------------------------------------------------|
| Anthony      J. Alexander                       |   | Richard      R. Grigg                            |
| Director                                        |   | President      and Director                      |
|                                            |   | (Principal      Executive Officer)               |
|                                            |   |                                             |
|                                            |   |                                             |
|                                            |   |                                             |
|                                            |   |                                             |
| /s/         Richard H. Marsh     |   | /s/         Harvey L. Wagner      |
| Richard      H. Marsh                           |   | Harvey      L. Wagner                            |
| Senior      Vice President and Chief            |   | Vice      President and Controller               |
| Financial      Officer and Director             |   | (Principal      Accounting Officer)              |
| (Principal      Financial Officer)              |   |                                             |

----

|   | JERSEY      CENTRAL POWER & LIGHT COMPANY         |
|--------|-------------------------------------------------------|
|   |                                                  |
|   |                                                  |
|   | BY:       /s/   Stephen E. Morgan |   |
|   | Stephen      E. Morgan                                |
|   | President                                             |

| /s/    Stephen      E. Morgan             |   | /s/    Paulette      R. Chatman         |
|---------------------------------------------------------------|--------|-------------------------------------------------------------|
| Stephen      E. Morgan                                        |   | Paulette      R. Chatman                                    |
| President      and Director(Principal      Executive Officer) |   | Controller(Principal      Financial and Accounting Officer) |
|                                                          |   |                                                        |
|                                                          |   |                                                        |
|                                                          |   |                                                        |
|                                                          |   |                                                        |
| /s/    Richard      R. Grigg              |   | /s/    Gelorma      E. Persson          |
| Richard      R. Grigg                                         |   | Gelorma      E. Persson                                     |
| Director                                                      |   | Director                                                    |
|                                                          |   |                                                        |
|                                                          |   |                                                        |
|                                                          |   |                                                        |
|                                                          |   |                                                        |
| /s/    Charles      E. Jones              |   | /s/    Jesse      T. Williams, Sr.      |
| Charles      E. Jones                                         |   | Jesse      T. Williams, Sr.                                 |
| Director                                                      |   | Director                                                    |
|                                                          |   |                                                        |
|                                                          |   |                                                        |
|                                                          |   |                                                        |
|                                                          |   |                                                        |
| /s/         Mark A. Julian                     |   |                                                        |
| Mark      A. Julian                                           |   |                                                        |
| Director                                                      |   |                                                        |

----

|   | METROPOLITAN      EDISON COMPANY                           |
|--------|------------------------------------------------------------|
|   |                                                       |
|   |                                                       |
|   | BY:        /s/   Richard R. Grigg |   |
|   | Richard      R. Grigg                                      |
|   | President                                                  |

| /s/    Richard      R. Grigg |   | /s/    Richard      H. Marsh |
|--------------------------------------------------|--------|--------------------------------------------------|
| Richard      R. Grigg                            |   | Richard      H. Marsh                            |
| President      and Director                      |   | Senior      Vice President and Chief             |
| (Principal      Executive Officer)               |   | Financial      Officer                           |
|                                             |   | (Principal      Financial Officer)               |
|                                             |   |                                             |
|                                             |   |                                             |
|                                             |   |                                             |
| /s/    Ronald      P. Lantzy |   | /s/    Harvey      L. Wagner |
| Ronald      P. Lantzy                            |   | Harvey      L. Wagner                            |
| Regional      President and Director             |   | Vice      President and Controller               |
|                                             |   | (Principal      Accounting Officer)              |
|                                             |   |                                             |
|                                             |   |                                             |
| /s/    Randy      Scilla     |   |                                             |
| Randy      Scilla                                |   |                                             |
| Assistant      Treasurer and Director            |   |                                             |

----

|   | PENNSYLVANIA      ELECTRIC COMPANY                              |
|--------|-----------------------------------------------------------------|
|   |                                                            |
|   |                                                            |
|   | BY:  /s/    Richard      R. Grigg |   |
|   | Richard      R. Grigg                                           |
|   | President                                                       |

| /s/    Richard      R. Grigg     |   | /s/    Richard      H. Marsh |
|------------------------------------------------------|--------|--------------------------------------------------|
| Richard      R. Grigg                                |   | Richard      H. Marsh                            |
| President      and Director                          |   | Senior      Vice President and Chief             |
| (Principal      Executive Officer)                   |   | Financial      Officer                           |
|                                                 |   | (Principal      Financial Officer)               |
|                                                 |   |                                             |
|                                                 |   |                                             |
|                                                 |   |                                             |
| /s/    James      R. Napier, Jr. |   | /s/    Harvey      L. Wagner |
| James      R. Napier, Jr.                            |   | Harvey      L. Wagner                            |
| Regional      President and Director                 |   | Vice      President and Controller               |
|                                                 |   | (Principal      Accounting Officer)              |
|                                                 |   |                                             |
|                                                 |   |                                             |
| /s/    Randy      Scilla         |   |                                             |
| Randy      Scilla                                    |   |                                             |
| Assistant      Treasurer and Director                |   |                                             |

----