[Federal Register Volume 62, Number 59 (Thursday, March 27, 1997)]
[Notices]
[Pages 14713-14714]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 97-7787]


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SECURITIES AND EXCHANGE COMMISSION
[Release No. 35-26689]


Filings Under the Public Utility Holding Company Act of 1935, as 
Amended (``Act'')

March 21, 1997.
    Notice is hereby given that the following filing(s) has/have been 
made with the Commission pursuant to provisions of the Act and rules 
promulgated thereunder. All interested persons are referred to the 
application(s) and/or declaration(s) for complete statements of the 
proposed

[[Page 14714]]

transaction(s) summarized below. The application(s) and/or 
declaration(s) and any amendments thereto is/are available for public 
inspection through the Commission's Office of Public Reference.
    Interested persons wishing to comment or request a hearing on the 
application(s) and/or declaration(s) should submit their views in 
writing by April 14, 1997, to the Secretary, Securities and Exchange 
Commission, Washington, D.C. 20549, and serve a copy on the relevant 
applicant(s) and/or declarant(s) at the address(es) specified below. 
Proof of service (by affidavit or, in case of an attorney at law, by 
certificate) should be filed with the request. Any request for hearing 
shall identify specifically the issues of fact or law that are 
disputed. A person who so requests will be notified of any hearing, if 
ordered, and will receive a copy of any notice or order issued in the 
matter. After said date, the application(s) and/or declaration(s), as 
filed or as amended, may be granted and/or permitted to become 
effective.

FirstEnergy Corp. (70-8989)

    FirstEnergy Corp., 76 South Main Street, Akron, Ohio 44308, an Ohio 
corporation (``FirstEnergy''), has filed an application under sections 
9(a)(2) and 10 of the Act.
    FirstEnergy proposes to acquire, directly or indirectly, all of the 
issued and outstanding voting securities (the ``Common Stock'') of Ohio 
Edison Company (``Ohio Edison''), The Cleveland Electric Illuminating 
Company (``Cleveland Electric''), The Toledo Edison Company (``Toledo 
Edison'') and Pennsylvania Power Company (``Penn Power''), as well as 
20.5% of the Common Stock of Ohio Valley Electric Corporation 
(``OVEC'') which, in turn, owns all of the Common Stock of Indiana-
Kentucky Electric Corporation (``IKEC''). Each of Ohio Edison, 
Cleveland Electric, Toledo Edison, Penn Power, OVEC and IKEC 
(collectively, ``Utility Subsidiaries'') are ``electric utility 
companies'' as defined in section 2(a)(5) of the Act.
    The proposed acquisitions would be accomplished by a merger of 
Centerior Energy Corporation (``Centerior'') and Ohio Edison with and 
into FirstEnergy. Centerior, an exempt public-utility holding company 
under section 3(a)(1) of the Act pursuant to rule 2 thereunder, 
currently owns all of the Cleveland Electric and Toledo Edison Common 
Stock. Toledo Edison owns 16.5% of OVEC Common Stock. Ohio Edison, an 
exempt public-utility holding company under section 3(a)(2) currently 
owns all of the Penn Power Common Stock.
    The service territory of each Utility Subsidiary, other than Penn 
Power, is in Ohio. Ohio Edison and Penn Power operate as a single 
utility system providing retail service to 1.1 million customers in 
central and northeastern Ohio and western Pennsylvania. Toledo Edison 
and Cleveland Electric serve over one million retail customers in 
northeastern and northwestern Ohio. The service territories of Toledo 
Edison and Cleveland Electric are not contiguous, being separated by 
the service territory of Ohio Edison.
    Ohio Edison has seven wholly owned subsidiaries besides Penn Power: 
OES Capital, Incorporated; OES Fuel, Incorporated; OES Finance, 
Incorporated; OES Financing Trust; Ohio Edison Financing Trust II; OES 
Nuclear, Incorporated; and OES Ventures, Incorporated (``Ventures''). 
These subsidiaries manage and finance nuclear fuel, finance certain 
electric accounts receivable and provide structures for investment in 
energy related projects. Ventures finances and manages businesses 
opportunities not directly related to the provision of electric 
service.
    Centerior has four direct wholly owned subsidiaries other than 
Cleveland Electric and Toledo Edison: Centerior Service Company, which 
provides management, financial, administrative, engineering and legal 
services to Cleveland Electric and Toledo Edison at cost; Centerior 
Properties Company, CCO Company and Market Responsive Energy, Inc.
    The Agreement and Plan of Merger, dated as of September 13, 1996 
(the ``Merger Agreement'') between Ohio Edison and Centerior, provide, 
among other things, for (i) the merger of Centerior with and into 
FirstEnergy Corp. and (ii) the merger of another wholly owned 
subsidiary of FirstEnergy (``Ohio Edison Acquisition Corp.'') with and 
into Ohio Edison pursuant to the Ohio Edison Merger Agreement 
(collectively, the ``Merger''). Following the Merger, FirstEnergy will 
be a holding company which will directly hold all of the Ohio Edison 
Common Stock, Cleveland Electric Common Stock and Toledo Edison Common 
Stock. Penn Power will remain a wholly owned subsidiary of Ohio Edison. 
Each share of Centerior Common Stock would be converted into .525 
shares of FirstEnergy Common Stock and each share of Ohio Edison Common 
Stock would be converted into one share of FirstEnergy Common Stock.
    The boards of directors of Ohio Edison and Centerior have approved 
the Merger Agreement. Consummation of the proposed transactions is 
subject to the approval by shareholders of Ohio Edison and Centerior. 
Presuming this Commission approves the acquisitions, FirstEnergy states 
it intends to file for an exemption under section 3(a)(1) from all 
provisions of the Act, other than section 9(a)(2), pursuant to rule 2 
thereunder.

    For the Commission, by the Division of Investment Management, 
pursuant to delegated authority.
Jonathan G. Katz,
Secretary.
[FR Doc. 97-7787 Filed 3-26-97; 8:45 am]
BILLING CODE 8010-01-M