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                                                                    Exhibit 4(b)


                                FIRSTENERGY CORP.

                              OFFICER'S CERTIFICATE

             Creating the ___% Debentures, Series ___ due __________

         _________________, the ________________________ of FirstEnergy Corp.
(the "Company"), pursuant to the authority granted in the resolutions of the
Board of Directors of the Company dated _______, ____, the resolutions of the
Finance Committee of such Board dated _______, ____, and Sections 102, 201 and
301 of the Indenture defined herein, does hereby certify to Bank One Trust
Company, N.A. (the "Trustee"), as Trustee under the Indenture of the Company
(For Unsecured Debt Securities) dated as of _______________, ____ (the
"Indenture") that:

         1.       The Securities of the _____ series to be issued under the
                  Indenture shall be designated "__% Debentures, Series __ due
                  ______" (the "Debentures of the _____ Series"). All
                  capitalized terms used in this certificate which are not
                  defined herein but are defined in the form of Debentures of
                  the _____ Series attached hereto as Exhibit A shall have the
                  meanings set forth in such Exhibit A; all other capitalized
                  terms used in this certificate which are not defined herein
                  but are defined in the Indenture shall have the meanings set
                  forth in the Indenture;

         2.       The Debentures of the _____ Series shall mature and the
                  principal shall be due and payable together with all accrued
                  and unpaid interest thereon on _________ __, ____;

         3.       The Debentures of the _____ Series shall bear interest as
                  provided in the form of the Debentures of the _____ Series set
                  forth in Exhibit A hereto;

         4.       Each installment of interest on the Debentures of the ______
                  Series shall be payable as provided in the form of the
                  Debentures of the _____ Series set forth in Exhibit A hereto;

         5.       The principal and each installment of interest on the
                  Debentures of the _____ Series shall be payable at, and
                  registration and registration of transfers and exchanges in
                  respect of the Debentures of the _____ Series may be effected
                  at, the office or agency of the Company in The City of New
                  York; provided that payment of interest may be made at the
                  option of the Company by check mailed to the address of the
                  persons entitled thereto. Notices and demands to or upon the
                  Company in respect of the Debentures of the _____ Series may
                  be served at the office or agency of the Company in The City
                  of New York. The Corporate Trust Office of the Trustee will
                  initially be the agency of the Company for such payment,
                  registration and registration of transfers and exchanges and
                  service of notices and demands and the Company hereby appoints
                  the Trustee as its agent for all such purposes; provided,
                  however, that the Company reserves the right to change, by one
                  or more Officer's Certificates any such office or agency and
                  such

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                  agent. The Trustee will be the Security Registrar and the
                  Paying Agent for the Debentures of the _____ Series;

         6.       The Debentures of the ______ Series shall be redeemable as
                  provided in the form of the Debentures of the _____ Series set
                  forth in Exhibit A hereto;

         7.       The Debentures of the _____ Series will be originally issued
                  in global form payable to Cede & Co. and will, unless and
                  until the Debentures of the _____ Series are exchanged in
                  whole or in part for certificated Debentures of the _____
                  Series registered in the names of various beneficial holders
                  thereof (in accordance with the conditions set forth in the
                  legend appearing in the form of the Debentures of the _____
                  Series, set forth in Exhibit A hereto), contain restrictions
                  on transfer, substantially as described in such form;

         8.       No service charge shall be made for the registration of
                  transfer or exchange of the Debentures of the _____ Series;
                  provided, however, that the Company may require payment of a
                  sum sufficient to cover any tax or other governmental charge
                  that may be imposed in connection with the exchange or
                  transfer;

         9.       The Debentures of the _____ Series shall have such other terms
                  and provisions as are provided in the form set forth in
                  Exhibit A hereto, and shall be issued in substantially such
                  form;

         10.      The undersigned has read all of the covenants and conditions
                  contained in the Indenture relating to the issuance of the
                  Debentures of the _____ Series and the definitions in the
                  Indenture relating thereto and in respect of which this
                  certificate is made;

         11.      The statements contained in this certificate are based upon
                  the familiarity of the undersigned with the Indenture, the
                  documents accompanying this certificate, and upon discussions
                  by the undersigned with officers and employees of the Company
                  familiar with the matters set forth herein;

         12.      In the opinion of the undersigned, he has made such
                  examination or investigation as is necessary to express an
                  informed opinion whether or not such covenants and conditions
                  have been complied with; and

         13.      In the opinion of the undersigned, such conditions and
                  covenants and conditions precedent, if any (including any
                  covenants compliance with which constitutes a condition
                  precedent) to the authentication and delivery of the
                  Debentures of the _____ Series requested in the accompanying
                  Company Order have been complied with.

         IN WITNESS WHEREOF, I have executed this Officer's Certificate this ___
day of _________, ____.


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


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Exhibit A

No._______________
Cusip No.__________

                           [FORM OF FACE OF DEBENTURE]

(See legend at the end of this Security for restrictions on transferability and
change of form)

                                FIRSTENERGY CORP.

                      ____% DEBENTURES, SERIES __ DUE ____

         FirstEnergy Corp., a corporation duly organized and existing under the
laws of the State of Ohio (herein referred to as the "Company", which term
includes any successor Person under the Indenture referred to on the reverse
hereof), for value received, hereby promises to pay to Cede & Co. or registered
assigns, the principal sum of ____________________ Dollars on _________, ____
(the "Maturity Date"), and to pay interest on said principal sum, semiannually
on _______ and ________ of each year (each an "Interest Payment Date") at the
rate of __% per annum until the principal hereof is paid or made available for
payment. Interest on the Securities of this series will accrue from ________, to
the first Interest Payment Date, and thereafter will accrue from the last
Interest Payment date to which interest has been paid or duly provided for. In
the event that any Interest Payment Date is not a Business Day, then payment of
interest payable on such date will be made on the next succeeding day which is a
Business Day (and without any interest or other payment in respect of such
delay) with the same force and effect as if made on the Interest Payment Date.
The interest so payable, and punctually paid or duly provided for, on any
Interest Payment Date will, as provided in such Indenture, be paid to the Person
in whose name this Security (or one or more Predecessor Securities) is
registered at the close of business on the Regular Record Date for such
interest, which shall be the Business Day preceding the corresponding Interest
Payment Date; provided, however, that if the Securities of this series are not
held by a securities depository in a book-entry only form, the Regular Record
Date will be the close of business on the 15th calendar day next preceding such
Interest Payment Date. Any such interest not so punctually paid or duly provided
for will forthwith cease to be payable to the Holder on such Regular Record Date
and may either be paid to the Person in whose name this Security (or one or more
Predecessor Securities) is registered at the close of business on a Special
Record Date for the payment of such Defaulted Interest to be fixed by the
Trustee, notice whereof shall be given to Holders of Securities of this series
not less than 10 days prior to such Special Record Date, or be paid at any time
in any other lawful manner not inconsistent with the requirements of any
securities exchange on which the Securities of this series may be listed, and
upon such notice as may be required by such exchange, all as more fully provided
in the Indenture referred to on the reverse hereof.

         Payment of the principal of (and premium, if any) and interest on this
Security will be made at the office or agency of the Company maintained for that
purpose in The City of New York, the State of New York, in such coin or currency
of the United States of America as at the time of payment is legal tender for
payment of public and private debts; provided, however, that, at the option of
the Company, interest on this Security may be paid by check mailed to the
address of the person entitled thereto, as such address shall appear on the
Security Register.

         Reference is hereby made to the further provisions of this Security set
forth on the reverse hereof, which further provisions shall for all purposes
have the same effect as if set forth at this place.


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         Unless the certificate of authentication hereon has been executed by
the Trustee referred to on the reverse hereof by manual signature, this Security
shall not be entitled to any benefit under the Indenture or be valid or
obligatory for any purpose.

         IN WITNESS WHEREOF, the Company has caused this instrument to be duly
executed.

                                       FIRSTENERGY CORP.



                                       By:
                                          ---------------------------
ATTEST:



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


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                     [FORM OF CERTIFICATE OF AUTHENTICATION]

                          CERTIFICATE OF AUTHENTICATION

Dated:

         This is one of the Securities of the series designated therein referred
to in the within-mentioned Indenture.

                                       Bank One Trust Company, N.A.,
                                       as Trustee


                                       By:
                                          -------------------------------
                                           Authorized Signatory


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                         [FORM OF REVERSE OF DEBENTURE]

         This Security is one of a duly authorized issue of securities of the
Company (herein called the "Securities"), issued and to be issued in one or more
series under an Indenture, dated as of _________, ____ (herein, together with
any amendments thereto, called the "Indenture", which term shall have the
meaning assigned to it in such instrument), between the Company and Bank One
Trust Company, N.A., as Trustee (herein called the "Trustee", which term
includes any successor trustee under the Indenture), and reference is hereby
made to the Indenture, including the Board Resolutions and Officer's Certificate
filed with the Trustee on _________ __, ____ creating the series designated on
the face hereof, for a statement of the respective rights, limitations of
rights, duties and immunities thereunder of the Company, the Trustee and the
Holders of the Securities and of the terms upon which the Securities are, and
are to be, authenticated and delivered.

         [Securities of this series shall be redeemable at the option of the
Company, in whole or in part from time to time, prior to the Maturity Date, upon
notice mailed to each registered owner, at his last address appearing on the
Security Register, not less than 30 days nor more than 60 days prior to the date
fixed for redemption (the "Redemption Date"), at a redemption price equal to
___________ plus accrued and unpaid interest thereon, if any, to the Redemption
Date.]

         The Indenture contains provisions for defeasance at any time of the
entire indebtedness of this Security upon compliance with certain conditions set
forth in the Indenture.

         If an Event of Default with respect to Securities of this series shall
occur and be continuing, the principal of the Securities of this series may be
declared due and payable in the manner and with the effect provided in the
Indenture.

         The Indenture permits, with certain exceptions as therein provided, the
amendment thereof and the modification of the rights and obligations of the
Company and the rights of the Holders of the Securities of each series to be
affected under the Indenture at any time by the Company and the Trustee with the
consent of the Holders of a majority in principal amount of the Securities at
the time Outstanding of all series to be affected. The Indenture also contains
provisions permitting the Holders of specified percentages in principal amount
of the Securities of each series at the time Outstanding, on behalf of the
Holders of all Securities of such series, to waive compliance by the Company
with certain provisions of the Indenture and certain past defaults under the
Indenture and their consequences. Any such consent or waiver by the Holder of
this Security shall be conclusive and binding upon such Holder and upon all
future Holders of this Security and of any Security issued upon the registration
of transfer hereof or in exchange herefor or in lieu hereof, whether or not
notation of such consent or waiver is made upon this Security.

         As provided in and subject to the provisions of the Indenture, the
Holder of this Security shall not have the right to institute any proceeding
with respect to the Indenture or for the appointment of a receiver or trustee or
for any other remedy thereunder, unless such Holder shall have previously given
the Trustee written notice of a continuing Event of Default with respect to the
Securities of this series, the Holders of a majority in aggregate principal
amount of the Securities of all series at the time Outstanding in respect of
which an Event of Default shall have occurred and be continuing shall have made
written request to the Trustee to institute proceedings in respect of such Event
of Default as Trustee and offered the Trustee reasonable indemnity, and the
Trustee shall not have received from the Holders of a majority in aggregate
principal amount of Securities of all series at the time Outstanding in respect
of which an Event of Default shall have occurred and be continuing a direction
inconsistent with such request, and shall have failed to institute any such
proceeding, for 60 days after receipt of such notice, request and offer of
indemnity. The foregoing shall not apply to any suit instituted by the Holder of
this Security for the enforcement of any payment of principal hereof or any
premium or interest hereon on or after the respective due dates expressed
herein.


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         No reference herein to the Indenture and no provision of this Security
or of the Indenture shall alter or impair the obligation of the Company, which
is absolute and unconditional, to pay the principal of and any premium and
interest on this Security at the times, place and rate, and in the coin or
currency, herein prescribed.

         The Securities of this series are issuable only in registered form
without coupons in denominations of $1,000 and any integral multiple thereof. As
provided in the Indenture and subject to certain limitations therein set forth,
Securities of this series are exchangeable for a like aggregate principal amount
of Securities of this series and of like tenor and of authorized denominations,
as requested by the Holder surrendering the same.

         No service charge shall be made for any such registration of transfer
or exchange, but the Company may require payment of a sum sufficient to cover
any tax or other governmental charge payable in connection therewith.

         The Company, the Trustee and any agent of the Company or the Trustee
may treat the Person in whose name this Security is registered as the absolute
owner hereof for all purposes, whether or not this Security be overdue, and
neither the Company, the Trustee nor any such agent shall be affected by notice
to the contrary.

         All terms used in this Security which are defined in the Indenture
shall have the meanings assigned to them in the Indenture.


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                                     LEGEND

         Unless and until this Security is exchanged in whole or in part for
certificated Securities registered in the names of the various beneficial
holders hereof as then certified to the Trustee by The Depository Trust Company
(55 Water Street, New York, New York) or its successor (the "Depositary"), this
Security may not be transferred except as a whole by the Depositary to a nominee
of the Depositary or by a nominee of the Depositary to the Depositary or another
nominee of the Depositary or by the Depositary or any such nominee to a
successor Depositary or a nominee of such successor Depositary.

         Unless this certificate is presented by an authorized representative of
the Depositary to the Company or its agent for registration of transfer,
exchange or payment, and any certificate to be issued is registered in the name
of Cede & Co., or such other name as requested by an authorized representative
of the Depositary and any amount payable thereunder is made payable to Cede &
Co., or such other name, ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR
OTHERWISE BY OR TO ANY PERSON IS WRONGFUL since the registered owner hereof,
Cede & Co., has an interest herein.

         This Security may be exchanged for certificated Securities registered
in the names of the various beneficial owners hereof if (a) the Depositary is at
any time unwilling or unable to continue as depositary and a successor
depositary is not appointed by the Company within 90 days, or (b) the Company
elects to issue certificated Securities to beneficial owners. Any such exchange
shall be made upon receipt by the Trustee of a Company Order therefor and
certificated Securities of this series shall be registered in such names and in
such denominations as shall be certified to the Company and the Trustee by the
Depositary.


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