SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) April 11, 2002
Commission Registrant; State of Incorporation; I.R.S. Employer
File Number Address; and Telephone Number Identification No.
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333-21011 FIRSTENERGY CORP. 34-1843785
(An Ohio Corporation)
76 South Main Street
Akron, Ohio 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
1-3491 PENNSYLVANIA POWER COMPANY 25-0718810
(A Pennsylvania Corporation)
c/o FirstEnergy Corp.
76 South Main Street
Akron, OH 44308
Telephone (800)736-3402
333-31250 JCP&L Transition Funding LLC 75-2998870
(A Delaware Corporation)
c/o FirstEnergy Corp.
76 South Main Street
Akron, OH 44308
Telephone (800)736-3402
Item 4. Changes in Registrant's Certifying Accountant
(a) Previous independent accountant
(i) Effective with the completion of the 2001 audits and related regulatory
filings, Arthur Andersen LLP will be dismissed as the independent
accountant for FirstEnergy Corp. and its wholly owned subsidiaries,
Ohio Edison Company, Pennsylvania Power Company, The Cleveland Electric
Illuminating Company, The Toledo Edison Company and JCP&L Transition
Funding LLC (collectively, "Registrants"). On April 11, 2002,
FirstEnergy's Board of Directors approved the decision to change
independent accountants upon the recommendation of its Audit Committee.
(ii) Except for the modification to FirstEnergy Corp.'s 2001 audit report to
identify its change in accounting principle for the adoption of
Statement of Financial Accounting Standards No. 133, "Accounting for
Derivative Instruments and Hedging Activities," as amended, effective
January 1, 2001, the reports of Arthur Andersen LLP on the financial
statements of the Registrants for the two most recent fiscal years
contained no adverse opinion or disclaimer of opinion and were not
qualified or modified as to uncertainty, audit scope or accounting
principle.
(iii) In connection with the audits for the two most recent fiscal years,
there have been no disagreements with Arthur Andersen LLP on any matter
of accounting principles or practices, financial statement disclosure,
or auditing scope or procedure, which disagreements, if not resolved to
the satisfaction of Arthur Andersen LLP would have caused them to make
reference thereto in their reports on the financial statements for such
years.
(iv) During the two most recent fiscal years and through April 11, 2002,
there have been no reportable events as defined in Regulation S-K Item
304(a)(1)(v).
(v) The Registrants have requested that Arthur Andersen LLP furnish them
with a letter addressed to the Securities and Exchange Commission
stating whether or not they agree with the above statements. A copy of
such letter, dated April 18, 2002, is filed as Exhibit 16 to this Form
8-K.
(b) New independent accountant
On April 11, 2002, the Registrants appointed PricewaterhouseCoopers LLP as
their new independent accountant effective for the first quarter of 2002.
During the two most recent fiscal years and through April 11, 2002, the
Registrants have not consulted with PricewaterhouseCoopers LLP regarding
either:
(i) the application of accounting principles to a specified transaction,
either completed or proposed; or the type of audit opinion that might
be rendered on the Registrants' financial statements, and neither a
written report was provided to the Registrants or oral advice was
provided that PricewaterhouseCoopers LLP concluded was an important
factor considered by the Registrants in reaching a decision as to the
accounting, auditing or financial reporting issue; nor
(ii) any matter that was either the subject of a disagreement, as that term
is defined in Item 304(a)(1)(iv) of Regulation S-K and the related
instructions to Item 304 of Regulation S-K, or a reportable event, as
that term is defined in Item 304(a)(1)(v) of Regulation S-K.
Item 7. Exhibits
Exhibit No. Description
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16 Arthur Andersen LLP letter to the Securities and Exchange
Commission regarding the change in certifying accountant.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
each Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
April 18, 2002
FIRSTENERGY CORP.
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Registrant
OHIO EDISON COMPANY
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Registrant
THE CLEVELAND ELECTRIC
ILLUMINATING COMPANY
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Registrant
THE TOLEDO EDISON COMPANY
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Registrant
PENNSYLVANIA POWER COMPANY
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Registrant
JCP&L TRANSITION FUNDING LLC
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Registrant
/s/Harvey L. Wagner
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Harvey L. Wagner
Vice President and Controller