UNITED STATES

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 of Report (Date of earliest event reported) ~~May~~April 2024, ~~2005~~2009

Commission	~~Registrant; State of Incorporation;~~	~~I.R.S.~~Registrant; ~~Employer~~State of Incorporation;	I.R.S. Employer
File Number	~~Address; and Telephone Number~~	~~Identification~~Address; ~~No.~~and Telephone Number	Identification No.
333-21011	FIRSTENERGY CORP.	34-1843785
1-3583		THE TOLEDO EDISON COMPANY	34-4375005
	~~(An Ohio Corporation)~~	(An Ohio Corporation)
	76 South Main Street
		c/o FirstEnergy Corp.
	Akron, OH 44308
		76 South Main Street
	Telephone (800)736-3402
		Akron, OH 44308
1-2323	THE CLEVELAND ELECTRIC ILLUMINATING COMPANY	34-0150020
		Telephone (800)736-3402
	(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

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8 2.0103 Creation of a Direct Financial Obligation or an Obligation under an ~~Other~~Off-Balance ~~Events~~Sheet Arrangement of a Registrant.

On ~~May 20~~April 24, ~~2005~~ 2009, The ~~FirstEnergy~~Toledo ~~Nuclear~~Edison ~~Operating~~ Company (~~FENOC~~TE), aissued ~~subsidiary~~and ofsold ~~FirstEnergy Corp.,~~$300 ~~announced~~million ~~that~~aggregate itprincipal amount ~~had~~of ~~been~~its ~~notified~~7.25% bySenior ~~the~~Secured ~~Nuclear~~Notes ~~Regulatory~~due ~~Commission~~ 2020 (~~NRC~~Senior Secured Notes) pursuant ~~that~~to ~~effective~~the ~~July 1,~~terms ~~2005~~of ~~the~~an ~~Davis-Besse~~Amended ~~Nuclear~~and ~~Power~~Restated ~~Station~~Underwriting Agreement (~~Davis-Besse~~Underwriting Agreement), ~~will~~dated ~~return~~April to24, ~~the~~2009, ~~standard~~among ~~oversight~~TE ~~process~~and Credit ~~augmented to include~~Suisse ~~inspections~~Securities to(USA) ~~support~~LLC, ~~the~~Citigroup ~~NRC's~~Global ~~Confirmatory~~Markets ~~Order dated March 8~~Inc., ~~2004 that~~J.P. ~~was~~Morgan ~~issued~~Securities atInc. and ~~the~~Morgan ~~time~~Stanley of& ~~startup~~Co. ~~Davis-Besse~~Incorporated, isacting ~~jointly~~as ~~owned~~representatives byof ~~The~~the ~~Cleveland~~several ~~Electric~~underwriters ~~Illuminating~~listed ~~Company~~in ~~(51.38%)~~Schedule ~~and~~I thereto. The ~~Toledo~~Senior ~~Edison Company~~Secured ~~(48.62%).~~Notes Aare ~~copy~~registered ofunder ~~the~~TE’s ~~press~~automatic ~~release~~shelf ~~issued~~registration bystatement ~~FENOC~~on isForm S-3 ~~attached~~(SEC ~~hereto~~File ~~as Exhibit 99~~No.1 333-153608-04) which was filed and ~~incorporated~~became byeffective ~~reference~~on September 22, 2008 (Shelf Registration).

The Senior Secured Notes were issued under the Indenture dated as of November 1, 2006 (Base Indenture), between TE and The Bank of New York Mellon Trust Company, N.A., as trustee, as supplemented by a supplemental indenture dated as of April 24, 2009 (First Supplemental Indenture) and an officer’s certificate dated April 24, 2009 (Officer’s Certificate, and together with the Base Indenture and the First Supplemental Indenture, the Indenture). The Senior Secured Notes will mature on May 1, 2020 and bear interest at the rate of 7.25% per annum payable on May 1 and November 1 in each year, beginning on November 1, 2009, until maturity. The Senior Secured Notes will be redeemable, in whole or in part, at TE’s option, at any time prior to maturity at a “make-whole” redemption price as set forth in the form of the Senior Secured Notes.

The Senior Secured Notes are secured by TE’s First Mortgage Bonds, 7.25% Series of 2009 due 2020 (Bonds of 7.25% Series), issued and secured under the Indenture of Mortgage and Deed of Trust dated as of April 1, 1947 between TE and The Bank of New York Mellon Trust Company, N.A., as successor trustee, as supplemented and modified by various supplemental indentures, including the fifty-sixth supplemental indenture (Fifty-sixth Supplemental Indenture) and the fifty-seventh supplemental indenture (Fifty-seventh Supplemental Indenture) relating to the Bonds. The Bonds of 7.25% Series are registered under the Shelf Registration Statement. Concurrent with the issuance of the Bonds of 7.25% Series, TE issued a separate series of First Mortgage Bonds, 6.15% Series of 2009 due 2037 (Bonds of 6.15% Series), to secure its existing outstanding $300 million aggregate principal amount of 6.15% Senior Notes due 2037 (Other Notes) as required by the terms of the Indenture. The Bonds of 7.25% Series and the Bonds of 6.15% Series correspond to the Senior Secured Notes and the Other Notes, respectively, in respect of principal amount, interest rate, maturity date and redemption provisions.

TE intends to use the net proceeds from the sale of the Senior Secured Notes to repay its outstanding short-term indebtedness, for capital expenditures and to the extent available, for general corporate purposes.

The Underwriting Agreement, the First Supplemental Indenture, the Officer’s Certificate (including the form of the Senior Secured Notes), the Fifty-sixth Supplemental Indenture, the Fifty-seventh Supplemental Indenture and the form of the Bonds of 7.25% Series are filed as Exhibit 1.1, Exhibit 4.1, Exhibit 4.2, Exhibit 4.3, Exhibit 4.4 and Exhibit 4.5, respectively, to this Form 8-K, and are incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(cd) Exhibits.

Exhibit No.	~~Description~~	Description
99.1	Press release issued by FENOC, dated May 20, 2005
1.1		Amended and Restated Underwriting Agreement, dated April 24, 2009, among The Toledo Edison Company and Credit Suisse Securities (USA) LLC, Citigroup Global Markets Inc., J.P. Morgan Securities Inc. and Morgan Stanley & Co. Incorporated, acting as representatives of the several underwriters listed in Schedule I of the Underwriting Agreement.
4.1		First Supplemental Indenture, dated as of April 24, 2009, between The Toledo Edison Company and The Bank of New York Mellon Trust Company, N.A., as trustee, to the Indenture dated as of November 1, 2006.
4.2		Officer’s Certificate (including the Form of the 7.25% Senior Secured Notes due 2020), dated April 24, 2009.
4.3		Fifty-sixth Supplemental Indenture, dated as of April 23, 2009, between The Toledo Edison Company and JPMorgan Chase Bank, N.A., as trustee, to the Indenture of Mortgage and Deed of Trust dated as of April 1, 1947.
4.4		Fifty-seventh Supplemental Indenture, dated as of April 24, 2009, between The Toledo Edison Company and The Bank of New York Mellon Trust Company, N.A., as successor trustee, to the Indenture of Mortgage and Deed of Trust dated as of April 1, 1947.

Forward-Looking Statement: This Form 8-K includes forward-looking statements based on information currently available to management. Such statements are subject to certain risks and uncertainties. These statements typically contain, but are not limited to, the terms "anticipate," "potential," "expect," "believe," "estimate" and similar words. Actual results may differ materially due to the speed and nature of increased competition and deregulation in the electric utility industry, economic or weather conditions affecting future sales and margins, changes in markets for energy services, changing energy and commodity market prices, replacement power costs being higher than anticipated or inadequately hedged, the continued ability of our regulated utilities to collect transition and other charges, maintenance costs being higher than anticipated, legislative and regulatory changes (including revised environmental requirements), the receipt of approval from and entry of a final order by the U.S. District Court, Southern District of Ohio on the pending settlement agreement resolving the New Source Review litigation and the uncertainty of the timing and amounts of the capital expenditures (including that such amounts could be higher than anticipated) or levels of emission reductions related to this settlement, adverse regulatory or legal decisions and outcomes (including revocation of necessary licenses or operating permits, fines or other enforcement actions and remedies) of governmental investigations and oversight, including by the Securities and Exchange Commission, the United States Attorney's Office and the Nuclear Regulatory Commission as disclosed in the registrants' Securities and Exchange Commission filings, generally, and with respect to the Davis-Besse Nuclear Power Station outage and heightened scrutiny at the Perry Nuclear Power Plant in particular, the availability and cost of capital, the continuing availability and operation of generating units, the inability to accomplish or realize anticipated benefits from strategic goals (including the proposed transfer of generation assets), the ability to improve electric commodity margins and to experience growth in the distribution business, the ability to access the public securities and other capital markets, further investigation into the causes of the August 14, 2003, regional power outage and the outcome, cost and other effects of present and potential legal and administrative proceedings and claims related to the outage, the final outcome in the proceeding related to FirstEnergy's Application for a Rate Stabilization Plan in Ohio, the risks and other factors discussed from time to time in the registrants' Securities and Exchange Commission filings, and other similar factors. The registrants expressly disclaim any current intention to update any forward-looking statements contained herein as a result of new information, future events, or otherwise.

4.5		Form of First Mortgage Bonds, 7.25% Series of 2009 Due 2020.
5.1		Opinion of Wendy E. Stark, Esq.
5.2		Opinion of Akin Gump Strauss Hauer & Feld LLP.
23.1		Consent of Wendy E. Stark, Esq. (contained in Exhibit 5.1 hereto).
23.2		Consent of Akin Gump Strauss Hauer & Feld LLP (contained in Exhibit 5.2 hereto).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, ~~each~~the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

~~May~~April 2328, ~~2005~~2009

~~FIRSTENERGY CORP. Registrant~~ THE ~~CLEVELAND ELECTRIC ILLUMINATING COMPANY Registrant THE~~ TOLEDO EDISON COMPANY Registrant

/s/ Harvey L. Wagner Harvey L. Wagner Vice President, ~~Controller~~ and ~~Chief Accounting Officer~~Controller

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