-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, NTppIPh7S+FWBVQjLffVPmndBWpp/tNHHPLn6lFS511kIqTa3NydhcuIFiTgMbJR qrZOtqXQTZ3VnEETRr9Mjw== 0001031296-04-000188.txt : 20040825 0001031296-04-000188.hdr.sgml : 20040825 20040825134441 ACCESSION NUMBER: 0001031296-04-000188 CONFORMED SUBMISSION TYPE: U-9C-3 PUBLIC DOCUMENT COUNT: 5 CONFORMED PERIOD OF REPORT: 20040630 FILED AS OF DATE: 20040825 DATE AS OF CHANGE: 20040825 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIRSTENERGY CORP CENTRAL INDEX KEY: 0001031296 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 341843785 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: U-9C-3 SEC ACT: 1935 Act SEC FILE NUMBER: 074-00058 FILM NUMBER: 04996021 BUSINESS ADDRESS: STREET 1: 76 SOUTH MAIN ST CITY: AKRON STATE: OH ZIP: 44308-1890 BUSINESS PHONE: 3303845100 MAIL ADDRESS: STREET 1: 76 SOUTH MAIN ST CITY: AKRON STATE: OH ZIP: 44308-1890 U-9C-3 1 fe_u9c3.txt 2ND QTR. REPORT U.S. SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM U-9C-3 QUARTERLY REPORT PURSUANT TO RULE 58 OF THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935 For the quarterly period ended June 30, 2004 ------------- FirstEnergy Corp. (File No. 70-09501) --------------------------------------------- (Name of Registered Holding Company) 76 South Main Street, Akron, Ohio 44308 --------------------------------------------- (Address of Principal Executive Offices) FirstEnergy Corp. Quarterly Report Pursuant to Rule 58 of the Public Utility Holding Company Act of 1935 For the quarterly period ended June 30, 2004 -------------- Table of Contents ----------------- Item No. Title Page - ------ ------------------------------------------------ ---- 1 Organization Chart 1-4 2 Issuances and Renewals of Securities and Capital Contributions 5 3 Associate Transactions 6-7 4 Summary of Aggregate Investment 8 5 Other Investments 9 6 Financial Statements and Exhibits: A - Financial Statements 10 B - Exhibits 11 C - Certificate of FirstEnergy Corp. 11 Signature 12 Note: All dollar amounts shown in this Form U-9C-3 are expressed in ---- thousands unless otherwise noted. ITEM 1 - ORGANIZATION CHART
Energy (ERC) or Gas (GRC) Date of State of Percentage of Voting Nature of Name of Reporting Company Related Company Organization Organization Securities Held Business - ------------------------------------------------ --------------- ------------ ------------ -------------------- --------- FirstEnergy Corp. (a) - ----------------- FirstEnergy Ventures Corp. (b) Bay Shore Power Company (d) ERC 01/26/1998 Ohio 100.0 (h) Centerior Energy Services, Inc. (d) ERC 06/01/1994 Ohio 100.0 (i) Eastroc Technologies, LLC (c) ERC 04/30/1996 Delaware 50.0 ** (j) Engineered Processes, Ltd. (c) ERC 12/30/1996 Ohio 50.0 ** (j) Warrenton River Terminal, Ltd. (d) ERC 09/03/1996 Ohio 100.0 (k) FirstEnergy Facilities Services Group, LLC (b) Dunbar Mechanical, Inc. (e) ERC 07/16/1956 Ohio 100.0 (g) Edwards Electrical & Mechanical, Inc. (e) ERC 02/28/1968 Indiana 100.0 (g) Elliot-Lewis Corporation (e) ERC 05/21/1998 Pennsylvania 100.0 (g) A.A. Duckett, Inc. ERC 03/01/1973 Delaware 100.0 (g) Sautter Crane Rental, Inc. ERC 12/10/1991 Pennsylvania 100.0 (l) E-L Enterprises, Inc. Modern Air Conditioning, Inc. ERC 04/27/1965 Florida 100.0 (g) Airdex Air Conditioning Corporation ERC 01/18/1995 Florida 100.0 (g) R.L. Anderson, Inc. ERC 08/28/1961 Florida 100.0 (g) L.H. Cranston and Sons, Inc. (e) ERC 01/02/1951 Maryland 100.0 (g) Roth Bros., Inc. (e) ERC 09/06/1947 Ohio 100.0 (g) The Hattenbach Company (e) ERC 03/21/1969 Ohio 100.0 (m) R.P.C. Mechanical, Inc. (e) ERC 04/21/1959 Ohio 100.0 (g) Spectrum Controls Systems, Inc. (e) ERC 04/18/1988 Ohio 100.0 (g) FirstEnergy Solutions Corp. (b) ERC 08/08/1997 Ohio 100.0 (n) FirstEnergy Engineering, Inc. (f) ERC 08/09/1996 Ohio 100.0 (u) GPU Diversified Holdings, LLC (GPUDH) (b) 08/03/2000 Delaware 100.0 (s) GPU Solar, Inc. ERC 11/07/1997 New Jersey 50.0 ** (t) GPU Distributed Power, Inc. * ERC 02/29/2000 Delaware 100.0 Active Power, Inc. ERC 0.006 ** (r) Ballard Power Systems Inc. ERC (w) EnviroTech Investment Fund I, LP ERC 9.9 ** (v) EnerTech Capital Partners II, LP ERC 2.0 ** (v) * Inactive ** Set forth the percentage of interest held directly or indirectly by FirstEnergy Corp. 1
ITEM 1 - ORGANIZATION CHART (Continued)
Energy (ERC) or Gas (GRC) Date of State of Percentage of Voting Nature of Name of Reporting Company Related Company Organization Organization Securities Held Business - ------------------------------------------------ --------------- ------------ ------------ -------------------- --------- FirstEnergy Corp. (a) (Continued) - ----------------- Ohio Edison Company (OE) (b) EnviroTech Investment Fund I, LP (c) ERC 6.0 ** (v) PowerSpan Corp. (c) ERC 05/01/1997 Delaware 18.63 ** (o) Kinetic Ventures I, LLC (c) ERC 04/15/1997 Delaware 11.11 ** (p) Kinetic Ventures II, LLC (c) ERC 12/07/1999 Delaware 14.28 ** (p) Nth Power Technologies II, LLC (c) ERC 8.2 ** (q) Utility.com, Inc. (c) * ERC 5.0 ** (n) Automated Power Exchange, Inc. (c) ERC 1.16 ** (n) * Inactive ** Set forth the percentage of interest held directly or indirectly by FirstEnergy Corp. 2
ITEM 1 - ORGANIZATION CHART (Continued) (a) FirstEnergy Corp., a registered holding company, holds securities directly or indirectly in the energy-related companies set below its name. (b) These companies are direct wholly owned subsidiaries of FirstEnergy Corp. (c) FirstEnergy Corp. owns an interest directly or indirectly in these energy-related companies or venture capital funds set below its name. (d) These companies are direct wholly owned subsidiaries of FirstEnergy Ventures Corp. (e) These companies are direct wholly owned subsidiaries of FirstEnergy Facilities Services Group, LLC. (f) This company is direct wholly owned subsidiary of FirstEnergy Solutions Corp. (g) This subsidiary provides HVAC equipment installation and services, facilities management, and energy management. (h)) This subsidiary owns and operates a petroleum coke disposal facility that will supply steam for the Bay Shore Power Plant and to BP Amoco Corporation. (i) This subsidiary provides various consulting services related to energy management and procurement. (j) This subsidiary holds the patent on plaster, which is manufactured using the by-Products of coal-fired generation facilities. (k) This subsidiary owns facilities for the transloading of bulk materials (primarily coal) on the Ohio River. The coal is in part used by the FirstEnergy Operating Companies at various generation facilities. (l) This subsidiary provides crane rental services. (m) This subsidiary provides refrigeration sales and services to commercial entities. (n) This subsidiary engages in the brokering and marketing of energy commodities. (o) This company was formed to utilized advanced technology to reduce emissions of NOx, SO2 and particulate matter from utility generation facilities. (p) This venture capital fund is focused on early stage companies involved in energy-related field and technology. (q) This venture capital fund is focused on emerging technologies in the global energy industry. (r) This company is a developer of flywheel energy storage system for use in uninterruptible power supply and other power quality applications. (s) This energy-related company holds securities directly in the energy-related company set below its name. (t) This subsidiary is involved in the development and commercialization of photovoltaics. (u) This subsidiary provides engineering services. (v) An investment fund which invests in energy-related technology. GPUDH owns a 9.89% interest and OE owns a 6% interest. (w) GPU Diversified Holdings LLC owns 1,366,062 shares of Ballard Power Systems Inc. (BPS) common stocks. BPS develops stationary fuel cell systems. 3 ITEM 1 - ORGANIZATION CHART (Continued) Narrative Description of Activities for Reporting Period -------------------------------------------------------- None. 4 ITEM 2 - ISSUANCES AND RENEWALS OF SECURITIES AND CAPITAL CONTRIBUTIONS
Type of Principal Company to Collateral Consideration Security Amount of Issue or Cost of whom Security Given with Received Company Issuing Security Issued Security Renewal Capital was Issued Security for Each Security - ------------------------ -------- --------- -------- ------- ------------- ---------- ----------------- None. Company Contributing Company Receiving Amount of Capital Capital Capital Contribution ---------------------------- ---------------------------- ------------------ FirstEnergy Corp. PowerSpan Corp. $ 882 Note: The information provided in Item 2 presents the activities of the reporting period only. - ---- 5
ITEM 3 - ASSOCIATE TRANSACTIONS Part I - Transactions Performed by Reporting Companies on Behalf of Associate Companies
Total Amount Reporting Company Rendering Services Associate Company Receiving Services Types of Services Rendered Billed - ------------------------------------ ------------------------------------ -------------------------- ------ Bay Shore Power Company FirstEnergy Generation Corp. Sale of steam Centerior Energy Services, Inc. FirstEnergy Solutions Corp. Energy consulting services Dunbar Mechanical, Inc. FirstEnergy Generation Corp. HVAC services Dunbar Mechanical, Inc. FirstEnergy Nuclear Operating Company HVAC services Dunbar Mechanical, Inc. The Toledo Edison Company HVAC services Elliot-Lewis Corporation Jersey Central Power & Light Company HVAC services FirstEnergy Solutions Corp. FirstEnergy Generation Corp. Natural gas procurement & scheduling services Roth Bros., Inc. FirstEnergy Generation Corp. HVAC services Roth Bros., Inc. FirstEnergy Nuclear Operating Company HVAC services Sautter Crane Rental, Inc. Metropolitan Edison Company Crane rental Sautter Crane Rental, Inc. Jersey Central Power & Light Company Crane rental Warrenton River Terminal, Ltd. FirstEnergy Generation Corp. Loading, unloading and storage of coal and petcoke Note: The information provided in Item 3 represents the activities of the reporting period only. The amounts required under the - ---- caption "Total Amount Billed" are being filed pursuant to request for confidential treatment. 6
ITEM 3 - ASSOCIATE TRANSACTIONS (Continued) Part II - Transactions Performed by Associate Companies on Behalf of Reporting Companies
Total Amount Reporting Company Rendering Services Associate Company Receiving Services Types of Services Rendered Billed - ------------------------------------ ------------------------------------ -------------------------- ------ FirstEnergy Service Company GPU Diversified Holdings LLC Legal and certain general and administrative services FirstEnergy Generation Corp. Bay Shore Power Company Sale of fuel oil FirstEnergy Generation Corp. Bay Shore Power Company Plant operation & maintenance services FirstEnergy Service Company FirstEnergy Solutions Corp. General and administrative services Note: The information provided in Item 3 represents the activities of the reporting period only. The amounts required under the - ---- caption "Total Amount Billed" are being filed pursuant to request for confidential treatment. 7
ITEM 4 - SUMMARY OF AGGREGATE INVESTMENT Investments in energy-related companies: Total average consolidated capitalization as of June 30, 2004 $20,794,122 Line 1 -------------- Total capitalization multiplied by 15% (line 1 multiplied by 0.15) 3,119,118 Line 2 Greater of $50 million or line 2 $3,119,118 Line 3 Total current aggregate investment: (categorized by major line of energy-related business) Development and commercialization of photovoltaics (Category II) 7,866 Production, conversion, sale and distribution of thermal energy products (Category VI) 29,063 Sale of technical, operational, management, and other services related to HVAC, refrigeration systems (Category VII) 4,295 Fuel transportation, handling and storage facilities (Category IX) 50 --------- Total current aggregate investment 41,274 Line 4 --------- Difference between the greater of $50 million or 15% of capitalization and the total aggregate investment of the registered holding company system (line 3 less line 4) $3,077,844 Line 5 ========= Note: The caption "Total average consolidated capitalization" includes total common equity, preferred equity (including amounts - ---- due within one year), long-term debt (including amounts due within one year) and short-term debt. The caption "Total current aggregate investment" includes all amounts invested or committed to be invested in energy-related companies on or after the date of effectiveness of Rule 58 (March 24, 1997), or after FirstEnergy Corp. registered as a holding company (November 7, 2001) for which there is recourse, directly or indirectly, to FirstEnergy Corp. or any subsidiary company thereof. The amounts do not include purchase accounting adjustments. 8
ITEM 5 - OTHER INVESTMENTS
Aggregate Investment as Change in Investments Reason for Change Major Line of Energy-Related Business of March 31, 2004 During Reporting Period in Investments - ------------------------------------- ----------------------- ----------------------- ------------------------- Energy management services (Category I) $ 1,766 (1) - No change. Development and commercialization of 59,467 (2) $ 882 In the second quarter of electrotechnologies (Category II) 2004, FirstEnergy made $882 thousand capital contribution to PowerSpan Corp. Energy services and retail energy sales (Category V) 18,158 (3) - No change. Production, conversion, sale and distribution of 70,913 (4) - No change. thermal energy products (Category VI) Sale of technical, operational, management, and 191,115 (5) - No change. other services related to HVAC, refrigeration systems (Category VII) Fuel transportation, handling and storage 4,959 (6) - No change. facilities (Category IX) Development and commercialization of technologies 46 (7) - No change. that utilize coal waste by-products (Category X) (1) Includes $1,766 that was invested in energy-related companies, prior to FirstEnergy Corp. registered as a holding company (November 7, 2001). (2) Includes $52,483 that was invested in energy-related companies, prior to FirstEnergy Corp. registered as a holding company (November 7, 2001). (3) Includes $18,158 that was invested in energy-related companies, prior to FirstEnergy Corp. registered as a holding company (November 7, 2001). (4) Includes $41,850 that was invested in energy-related companies, prior to FirstEnergy Corp. registered as a holding company (November 7, 2001). (5) Includes $186,820 that was invested in energy-related companies, prior to FirstEnergy Corp. registered as a holding company (November 7, 2001). (6) Includes $4,909 that was invested in energy-related companies, prior to FirstEnergy Corp. registered as a holding company (November 7, 2001). (7) Includes $46 that was invested in energy-related companies, prior to FirstEnergy Corp. registered as a holding company (November 7, 2001). 9
ITEM 6 - FINANCIAL STATEMENTS AND EXHIBITS A. Financial Statements -------------------- A-1 Financial statements of FirstEnergy Solutions Corp for the quarter ended June 30, 2004. A-2 Financial statements of GPU Diversified Holdings LLC for the quarter ended June 30, 2004. A-3 Financial statements of Bay Shore Power Company for the quarter ended June 30, 2004. - filed pursuant to request for confidential treatment. A-4 Financial statements of Centerior Energy Services, Inc for the quarter ended June 30, 2004. - filed pursuant to request for confidential treatment. A-5 Financial statements of Warrenton River Terminal, Ltd. for the quarter ended June 30, 2004. - filed pursuant to request for confidential treatment. A-6 Financial statements of Dunbar Mechanical, Inc for the quarter ended June 30, 2004. - filed pursuant to request for confidential treatment. A-7 Financial statements of Edwards Electrical & Mechanical, Inc for the quarter ended June 30, 2004. - filed pursuant to request for confidential treatment. A-8 Financial statements of Elliot-Lewis Corporation for the quarter ended June 30, 2004. - filed pursuant to request for confidential treatment. A-9 Financial statements of L.H. Cranston and Sons, Inc. for the quarter ended June 30, 2004. - filed pursuant to request for confidential treatment. A-10 Financial statements of Roth Bros., Inc. for the quarter ended June 30, 2004. - filed pursuant to request for confidential treatment. A-11 Financial statements of The Hattenbach Company for the quarter ended June 30, 2004. - filed pursuant to request for confidential treatment. A-12 Financial statements of R.P.C. Mechanical, Inc. for the quarter ended June 30, 2004. - filed pursuant to request for confidential treatment. A-13 Financial statements of Spectrum Controls Systems, Inc. for the quarter ended June 30, 2004. - filed pursuant to request for confidential treatment. A-14 Financial statements of GPU Solar, Inc. for the quarter ended June 30, 2004. - filed pursuant to request for confidential treatment. 10 ITEM 6 - FINANCIAL STATEMENTS AND EXHIBITS (Continued) B. Exhibits -------- Contracts Required by Item 3 ---------------------------- B-1 Stockholders Agreement made and entered into as of January 7, 1998 by and among GPU International, Inc., AstroPower, Inc. and GPU Solar, Inc. (in connection with the sale of GPU International, Inc. on December 22, 2000, the Stockholders Agreement was amended such that GPU International, Inc. transferred its interest in GPU Solar, Inc. and its rights and responsibilities under the Stockholders Agreement to GPU Diversified Holdings LLC) - incorporated by reference to Exhibit B-12 to GPU's Quarterly Report on Form U-9C-3 for the period ended December 31, 2000. B-2 Amendment No. 1 to Stockholders Agreement made and entered into as of December 1, 2000 by and among GPU International, Inc., AstroPower, Inc., GPU Diversified Holdings LLC and GPU Solar, Inc. (this amendment essentially transferred GPU International, Inc.'s interest in GPU Solar, Inc. and its rights and responsibilities under the Stockholders Agreement to GPU Diversified Holdings LLC) - incorporated by reference to Exhibit B-13 to GPU's Quarterly Report on Form U-9C-3 for the period ended December 31, 2000. B-3 Contract between FirstEnergy Service Company and GPU Diversified Holdings LLC to provide legal and certain general and administrative services - incorporated by reference to Exhibit B-3 to FirstEnergy's Quarterly Report on Form U-9C-3 for the period ended September 30, 2003. B-4 Contract between FirstEnergy Service Company and FirstEnergy Solutions Corp. to provide legal and certain general and administrative services - incorporated by reference to Exhibit B-4 to FirstEnergy's Quarterly Report on Form U-9C-3 for the period ended September 30, 2003. Note: Services rendered by all other FirstEnergy energy related companies to their associate companies are provided pursuant to written and oral contracts. C. Certificate of FirstEnergy Corp. -------------------------------- 11 SIGNATURE The undersigned registered holding company has duly caused this quarterly report to be signed on its behalf by the undersigned officer thereunto duly authorized pursuant to the requirements of the Public Utility Holding Company Act of 1935. FIRSTENERGY CORP. August 25, 2004 By: /s/ Harvey L. Wagner ------------------------------------ Harvey L. Wagner Vice President, Controller and Chief Accounting Officer (Principal Accounting Officer) 12 EX-99 2 exhibit_index.txt EXHIBIT INDEX Index of Financial Statements and Exhibits to be Filed in EDGAR --------------------------------------------------------------- A-1 Financial statements of FirstEnergy Solutions Corp. for the quarter ended June 30, 2004. A-2 Financial statements of GPU Diversified Holdings LLC for the quarter ended June 30, 2004. C Certificate of FirstEnergy Corp. EX-99 3 exhibit_a-1.txt EXHIBIT A-1 Exhibit A-1 FIRSTENERGY SOLUTIONS CORP. Balance Sheet June 30, 2004 (Unaudited) ASSETS CURRENT ASSETS: Cash and cash equivalents $ 5,956 Receivables: Customers 141,207 Associated companies 139,697 Other 4,864 Notes receivable from associated companies - Material and supplies 11,524 Prepayments and other 21,563 -------- 324,811 -------- PROPERTY, PLANT AND EQUIPMENT: In service 17,510 Less: Accumulated provision for depreciation 5,692 -------- 11,818 Construction work in progress 434 -------- 12,252 -------- INVESTMENTS: Other 111,258 -------- 111,258 ------- DEFERRED CHARGES: Goodwill 26,067 Accumulated deferred income taxes 38,715 Other 146,491 -------- 211,273 -------- TOTAL ASSETS $ 659,594 ======== LIABILITIES & CAPITALIZATION CURRENT LIABILITIES: Notes payable to associated companies $ 314,687 Accounts payable Other 90,328 Associated companies 135,691 Accrued taxes 34,848 Accrued interest - Other 27,570 -------- 603,124 -------- CAPITALIZATION: Common stockholders' equity 35,103 Long-term debt - -------- 35,103 -------- DEFERRED CREDITS: Accumulated deferred income taxes - Accumulated deferred investment tax credits - Other postretirement benefits 14,969 Other 6,398 -------- 21,367 -------- TOTAL LIABILITIES & CAPITALIZATION $ 659,594 ======== Exhibit A-1 FIRSTENERGY SOLUTIONS CORP. Statement of Income (Unaudited) Three Months Six Months Ended Ended June 30, 2004 June 30, 2004 ------------- ------------- REVENUES $1,427,674 $ 2,891,617 EXPENSES: Fuel, purchased power and gas 1,277,944 2,630,678 Other operating expenses 67,821 146,345 Provision for depreciation and amortization 691 1,462 General taxes 2,334 4,486 --------- --------- Total expenses 1,348,790 2,782,971 --------- --------- EQUITY IN SUBSIDIARY EARNINGS 19,307 44,020 -------- --------- INCOME BEFORE INTEREST & INCOME TAXES 98,191 152,666 NET INTEREST CHARGES: Interest expenses 1,419 3,251 Capitalized interest - (1) -------- --------- Net interest charges 1,419 3,250 -------- --------- INCOME TAXES 31,783 43,143 -------- --------- NET INCOME $ 64,989 $ 106,273 ======== ========= EX-99 4 exhibit_a-2.txt EXHIBIT A-2 Exhibit A-2 GPU DIVERSIFIED HOLDINGS LLC Balance Sheet June 30, 2004 (Unaudited) Assets Current assets: Cash and temporary cash investments $ - Accounts receivable 1,579 -------- Total current assets 1,579 -------- Other property and investments 21,764 -------- Total Assets $ 23,343 ======== Liabilities & Stockholder's Equity Current liabilities: Accounts payable $ 37 Taxes accrued (258) -------- Total current liabilities (221) -------- Deferred credits and other liabilities (774) --------- Stockholder's equity: Common stock & capital surplus 27,977 Retained earnings (2,456) Accumulated other comprehensive income (1,183) -------- Total stockholder's equity 24,338 -------- Total Liabilities & Stockholder's Equity $ 23,343 ======== Exhibit A-2 GPU DIVERSIFIED HOLDINGS LLC Statement of Operations (Unaudited) Three Months Six Months Ended Ended June 30, 2004 June 30, 2004 ------------- ------------- Operating Revenues $ - $ - Operating Expenses 11 17 ------- ------- Operating Loss (11) (17) Other Income and Expenses, Net (320) (719) ------- ------- Loss Before Income Taxes (331) (736) Income tax benefit (116) (258) ------- ------- Net Loss $ (215) $ (478) ======= ======= EX-99 5 exhibit_c.txt EXHIBIT C Exhibit C FirstEnergy Corp. 76 South Main Street, Akron, Ohio 44308 Certificate ----------- Pursuant to the requirements of Rule 58 of the Public Utility Holding Company Act of 1935, the undersigned certifies that: A copy of quarterly report on Form U-9C-3, for the period ended March 31 ,2004, was filed with the New Jersey and Pennsylvania state commissions having jurisdiction over the electric retail rates of the company's public utility subsidiary companies. As requested by the Ohio State Commission, letter was sent to notify the commission having jurisdiction over the electric retail rates of the company's public utility subsidiary companies of the URL address where the filing could be accessed on the SEC Web site. The names and addresses of these state commissions are as follows: New Jersey Division of Energy Board of Public Utilities Two Gateway Center Newark, NJ 07102 Commonwealth of Pennsylvania* Public Utility Commission P.O. Box 3265 Harrisburg, PA 17105-3265 The Public Utilities Commission of Ohio 180 E. Board Street Columbus, Ohio 43215-3793 * A conformed copy of the publicly available report was filed with the Pennsylvania Public Utility. FirstEnergy Corp. August 25, 2004 By: /s/ Harvey L. Wagner -------------------------------------- Harvey L. Wagner Vice President, Controller and Chief Accounting Officer (Principal Accounting Officer) Note: Pennsylvania Electric Company (Penelec) is also subject to retail - ---- rate regulation by the New York Public Service Commission with respect to retail service to approximately 3,700 customers in Waverly, New York served by Waverly Electric Power & Light Company, a Penelec subsidiary. Waverly Electric's revenues are immaterial, accounting for less than 1% of Penelec's total operating revenues. -----END PRIVACY-ENHANCED MESSAGE-----