JERSEY CENTRAL POWER & LIGHT CO
10-Q, 1994-11-07
ELECTRIC SERVICES
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                 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, D.C. 20549
                                     FORM 10-Q


  (Mark One)

   X       QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
           EXCHANGE ACT OF 1934

  For the quarterly period ended        September 30, 1994

                                        OR

  ___      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
           EXCHANGE ACT OF 1934

  For the transition period from _______________ to _______________

                         Commission file number   1-3141

                        Jersey Central Power & Light Company
              (Exact name of registrant as specified in its charter)

                  New Jersey                                  21-0485010
       (State or other jurisdiction of                     (I.R.S. Employer)
   incorporation or organization)                        Identification No.)

                 300 Madison Avenue
               Morristown, New Jersey                         07962-1911
      (Address of principal executive offices)                (Zip Code)

                                   (201) 455-8200
                 (Registrant's telephone number, including area code)

                                         N/A
  (Former name, former address and former fiscal year, if changed since last
  report.)

           Indicate by check mark whether the registrant (1) has filed all
  reports required to be filed by Section 13 or 15(d) of the Securities Exchange
  Act of 1934 during the preceding 12 months (or for such shorter period that
  the registrant was required to file such reports), and (2) has been subject to
  such filing requirements for the past 90 days.  Yes  X   No

           The number of shares outstanding of each of the issuer's classes of
  voting stock, as of October 31, 1994, was as follows:

           Common stock, par value $10 per share:  15,371,270 shares
  outstanding.<PAGE>





                       Jersey Central Power & Light Company
                           Quarterly Report on Form 10-Q
                                September 30, 1994



                                 Table of Contents



                                                                      Page

  PART I - Financial Information

      Financial Statements:
            Balance Sheets                                              3
            Statements of Income                                        5
            Statements of Cash Flows                                    6

      Notes to Financial Statements                                     7
      Management's Discussion and Analysis of
        Financial Condition and Results of
        Operations                                                     19


  PART II - Other Information                                          25


  Signatures                                                           26


                         _________________________________







      The financial statements (not examined by independent accountants)
      reflect all adjustments (which consist of only normal recurring
      accruals) which are, in the opinion of management, necessary for a
      fair statement of the results for the interim periods presented,
      subject to the ultimate resolution of the various matters as
      discussed in Note 1 to the Financial Statements.








                                       - 2 -<PAGE>

<TABLE>
                                 JERSEY CENTRAL POWER & LIGHT COMPANY

                                            Balance Sheets

<CAPTION>
                                                                     In Thousands
                                                               September 30, December 31,
                                                                   1994          1993
                                                                (Unaudited)
            <S>                                                  <C>          <C>
            ASSETS
            Utility Plant:
              In service, at original cost                       $4 035 234   $3 938 700
              Less, accumulated depreciation                      1 486 143    1 380 540
                 Net utility plant in service                     2 549 091    2 558 160
              Construction work in progress                         143 172      102 178
              Other, net                                            124 862      116 751
                 Net utility plant                                2 817 125    2 777 089


            Other Property and Investments:
              Nuclear decommissioning trusts                        166 889      139 279
              Nuclear fuel disposal fund                             84 884       82 095
              Other, net                                              5 807        5 802
                 Total other property and investments               257 580      227 176


            Current Assets:
              Cash and temporary cash investments                       953       17 301
              Special deposits                                        7 384        7 124
              Accounts receivable:
                Customers, net                                      143 971      133 407
                Other                                                10 319       31 912
              Unbilled revenues                                      48 644       57 943
              Materials and supplies, at average cost or less:
                Construction and maintenance                        100 418      102 659
                Fuel                                                 16 016       11 886
              Deferred income taxes                                   1 799       28 650
              Prepayments                                           199 703       58 057
                 Total current assets                               529 207      448 939



            Deferred Debits and Other Assets:
              Three Mile Island Unit 2 deferred costs               138 307      146 284
              Unamortized property losses                           105 346      109 478
              Deferred income taxes                                 125 598      110 794
              Income taxes recoverable through
                future rates                                        124 354      121 509
              Other                                                 324 152      327 886
                 Total deferred debits and other assets             817 757      815 951

                 Total Assets                                    $4 421 669   $4 269 155



            The accompanying notes are an integral part of the financial statements.


                                                  -3-<PAGE>
</TABLE>
<TABLE>
                                 JERSEY CENTRAL POWER & LIGHT COMPANY

                                            Balance Sheets


<CAPTION>
                                                                        In Thousands
                                                                September 30, December 31,
                                                                    1994          1993
                                                                 (Unaudited)
            <S>                                                  <C>          <C>
            LIABILITIES AND CAPITAL
            Capitalization:
              Common stock                                       $  153 713   $  153 713
              Capital surplus                                       435 715      435 715
              Retained earnings                                     745 943      724 194
                 Total common stockholder's equity                1 335 371    1 313 622
              Cumulative preferred stock:
                With mandatory redemption                           150 000      150 000
                Without mandatory redemption                         37 741       37 741
              Long-term debt                                      1 215 822    1 215 674

                 Total capitalization                             2 738 934    2 717 037

            Current Liabilities:
              Debt due within one year                               20 009       60 008
              Notes payable                                          98 936          -
              Obligations under capital leases                      102 638       89 631
              Accounts payable:
                Affiliates                                           49 976       34 538
                Other                                                90 612       95 509
              Taxes accrued                                         149 406      119 337
              Deferred energy credits                                12 094       23 633
              Interest accrued                                       29 233       33 804
              Other                                                  53 732       50 950
                 Total current liabilities                          606 636      507 410




            Deferred Credits and Other Liabilities:
              Deferred income taxes                                 577 185      569 966
              Unamortized investment tax credits                     74 359       79 902
              Three Mile Island Unit 2 future costs                  84 732       79 967
              Other                                                 339 823      314 873
                 Total deferred credits and other liabilities     1 076 099    1 044 708

            Commitments and Contingencies (Note 1)



                 Total Liabilities and Capital                   $4 421 669   $4 269 155




            The accompanying notes are an integral part of the financial statements.


                                                  -4-<PAGE>
</TABLE>
<TABLE>
                                    JERSEY CENTRAL POWER & LIGHT COMPANY

                                            Statements of Income
                                                 (Unaudited)

<CAPTION>
                                                                  In Thousands
                                                       Three Months            Nine Months
                                                  Ended September 30,     Ended September 30,
                                                     1994       1993        1994       1993
            <S>                                   <C>        <C>       <C>         <C>
            Operating Revenues                    $567 827   $576 268  $1 513 634  $1 488 256

            Operating Expenses:
               Fuel                                 25 950     32 569      80 597      72 742
               Power purchased and interchanged:
                 Affiliates                          8 068     12 476      13 194      22 891
                 Others                            157 519    157 163     437 082     440 979
               Deferral of energy and capacity
                 costs, net                            832      5 020      (8 211)    30 109
               Other operation and maintenance     126 864    115 853     412 850     335 164
               Depreciation and amortization        46 943     46 200     141 104     137 976
               Taxes, other than income taxes       64 773     67 002     177 981     175 958
                  Total operating expenses         430 949    436 283   1 254 597   1 215 819

            Operating Income Before Income Taxes   136 878    139 985     259 037     272 437
               Income taxes                         37 574     41 433      58 942      65 421
            Operating Income                        99 304     98 552     200 095     207 016

            Other Income and Deductions:
               Allowance for other funds used
                 during construction                    70        645         179       1 891
               Other income, net                     3 557      4 117      23 154      11 895
               Income taxes                         (2 438)    (1 746)     (9 645)    (4 715)
                  Total other income
                   and deductions                    1 189      3 016      13 688       9 071

            Income Before Interest Charges         100 493    101 568     213 783     216 087

            Interest Charges:
               Interest on long-term debt           23 579     24 847      70 981      75 856
               Other interest                        3 140      1 838      12 011       4 362
               Allowance for borrowed funds used
                 during construction                  (799)      (356)     (2 054)    (1 751)
                Total interest charges              25 920     26 329      80 938      78 467

            Net Income                              74 573     75 239     132 845     137 620
               Preferred stock dividends             3 698      3 699      11 096      13 111
            Earnings Available for Common Stock   $ 70 875   $ 71 540  $  121 749  $  124 509




            The accompanying notes are an integral part of the financial statements.




                                                    - 5 -<PAGE>
</TABLE>
<TABLE>
                                 JERSEY CENTRAL POWER & LIGHT COMPANY

                                       Statements of Cash Flows
                                              (Unaudited)
<CAPTION>
                                                                          In Thousands
                                                                           Nine Months
                                                                                 Ended
            <S>                                                         <C>        <C>
            September 30,
                                                                        1994       1993
            Operating Activities:
              Net income before preferred stock dividends             $132 845   $137 620
              Adjustments to reconcile income to cash provided:
                Depreciation and amortization                          155 433    147 979
                Amortization of property under capital leases           23 883     25 443
                Voluntary enhanced retirement program                   46 862       -
                Nuclear outage maintenance costs, net                   (1 507)    (1 964)
                Deferred income taxes and investment tax
                  credits, net                                          11 860     26 562
                Deferred energy and capacity costs, net                 (8 008)    30 413
                Accretion income                                       (10 156)   (10 876)
                Allowance for other funds used during construction        (179)    (1 891)
              Changes in working capital:
                Receivables                                             20 345    (37 755)
                Materials and supplies                                  (1 890)     7 550
                Special deposits and prepayments                      (141 905)    (9 288)
                Payables and accrued liabilities                        10 279   (148 168)
              Other, net                                                (7 585)   (13 384)
                   Net cash provided by operating activities           230 277    152 241

            Investing Activities:
              Cash construction expenditures                          (146 400)  (145 401)
              Contributions to decommissioning trusts                  (12 719)   (13 630)
              Other, net                                                (9 757)   (11 721)
                   Net cash used for investing activities             (168 876)  (170 752)

            Financing Activities:
              Issuance of long-term debt                                  -       401 036
              Increase (decrease) in notes payable, net                 99 100     (5 700)
              Retirement of long-term debt                             (40 008)  (246 711)
              Capital lease principal payments                         (25 745)   (19 259)
              Redemption of preferred stock                               -       (52 375)
              Dividends paid on common stock                          (100 000)   (30 000)
              Dividends paid on preferred stock                        (11 096)   (14 119)
                 Net cash (required) provided by
                  financing activities                                 (77 749)    32 872

            Net (decrease) increase in cash and temporary
              cash investments from above activities                   (16 348)    14 361
            Cash and temporary cash investments,
              beginning of year                                         17 301        140
            Cash and temporary cash investments, end of period        $    953   $ 14 501

            Supplemental Disclosure:
              Interest paid (net of amount capitalized)               $ 85 400   $ 90 297
              Income taxes paid                                       $ 25 482   $ 21 035
              New capital lease obligations incurred                  $ 34 935   $ 14 259


            The accompanying notes are an integral part of the financial statements.


                                                  -6-<PAGE>
<FN>
                                     NOTES TO FINANCIAL STATEMENTS
                                              (Unaudited)


                Jersey Central Power & Light Company (the Company), which was
            incorporated under the laws of New Jersey in 1925, is a wholly owned
            subsidiary of General Public Utilities Corporation (GPU), a holding company
            registered under the Public Utility Holding Company Act of 1935.  The Company
            is affiliated with Metropolitan Edison Company (Met-Ed) and Pennsylvania
            Electric Company (Penelec).  The Company, Met-Ed and Penelec are referred to
            herein as the "Company and its affiliates."  The Company is also associated
            with GPU Service Corporation (GPUSC), a service company; GPU Nuclear
            Corporation (GPUN), which operates and maintains the nuclear units of the
            Company and its affiliates; and Energy Initiatives, Inc. (EI).  EI develops,
            owns and operates nonutility generating facilities.  All of the Company's
            affiliates are wholly owned subsidiaries of GPU.  The Company and its
            affiliates, GPUSC, GPUN and EI are referred to as the "GPU System."

                These notes should be read in conjunction with the notes to financial
            statements included in the 1993 Annual Report on Form 10-K.  The year-end
            condensed balance sheet data contained in the attached financial statements
            were derived from audited financial statements.  For disclosures required by
            generally accepted accounting principles, see the 1993 Annual Report on Form
            10-K.

            1.  COMMITMENTS AND CONTINGENCIES

                                          NUCLEAR FACILITIES

                The Company has made investments in three major nuclear projects -- Three
            Mile Island Unit 1 (TMI-1) and Oyster Creek, both of which are operational
            generating facilities, and Three Mile Island Unit 2 (TMI-2), which was damaged
            during a 1979 accident.  At September 30, 1994, the Company's net investment
            in TMI-1 and Oyster Creek, including nuclear fuel, was $164 million and
            $804 million, respectively.  TMI-1 and TMI-2 are jointly owned by the Company,
            Met-Ed and Penelec in the percentages of 25%, 50% and 25%, respectively.
            Oyster Creek is owned by the Company.

                Costs associated with the operation, maintenance and retirement of
            nuclear plants continue to be significant and less predictable than costs
            associated with other sources of generation, in large part due to changing
            regulatory requirements, safety standards and experience gained in the
            construction and operation of nuclear facilities.  The Company and its
            affiliates may also incur costs and experience reduced output at their nuclear
            plants because of the prevailing design criteria at the time of construction
            and the age of the plants' systems and equipment.  In addition, for economic
            or other reasons, operation of these plants for the full term of their now
            assumed lives cannot be assured.  Also, not all risks associated with the
            ownership or operation of nuclear facilities may be adequately insured or
            insurable.  Consequently, the ability of electric utilities to obtain adequate
            and timely recovery of costs associated with nuclear projects, including



                                                 - 7 -<PAGE>





            1.  COMMITMENTS AND CONTINGENCIES (continued)


            replacement power, any unamortized investment at the end of each plant's
            useful life (whether scheduled or premature), the carrying costs of that
            investment and retirement costs, is not assured (see NUCLEAR PLANT RETIREMENT
            COSTS).  Management intends, in general, to seek recovery of such costs
            through the ratemaking process, but recognizes that recovery is not assured
            (see OTHER COMMITMENTS AND CONTINGENCIES - Competition and the Changing
            Regulatory Environment).

            TMI-2:

                The 1979 TMI-2 accident resulted in significant damage to, and
            contamination of, the plant and a release of radioactivity to the environment.
            The cleanup program was completed in 1990.  After receiving Nuclear Regulatory
            Commission (NRC) approval, TMI-2 entered into long-term monitored storage in
            December 1993.

                As a result of the accident and its aftermath, approximately 2,100
            individual claims for alleged personal injury (including claims for punitive
            damages), which are material in amount, have been asserted against GPU, the
            Company and its affiliates and the suppliers of equipment and services to
            TMI-2, and are pending in the United States District Court for the Middle
            District of Pennsylvania.  Some of such claims also seek recovery on the basis
            of alleged emissions of radioactivity before, during and after the accident.

                If, notwithstanding the developments noted below, punitive damages are
            not covered by insurance and are not subject to the liability limitations of
            the federal Price-Anderson Act ($560 million at the time of the accident),
            punitive damage awards could have a material adverse effect on the financial
            position of the Company.

                At the time of the TMI-2 accident, as provided for in the Price-Anderson
            Act, the Company and its affiliates had (a) primary financial protection in
            the form of insurance policies with groups of insurance companies providing an
            aggregate of $140 million of primary coverage, (b) secondary financial
            protection in the form of private liability insurance under an industry
            retrospective rating plan providing for premium charges deferred in whole or
            in major part under such plan, and (c) an indemnity agreement with the NRC,
            bringing their total primary and secondary insurance financial protection and
            indemnity agreement with the NRC up to an aggregate of $560 million.

                The insurers of TMI-2 had been providing a defense against all TMI-2
            accident related claims against GPU, the Company and its affiliates and their
            suppliers under a reservation of rights with respect to any award of punitive
            damages.  However, the defendants in the TMI-2 litigation and the insurers
            agreed, in March 1994, that the insurers would withdraw their reservation of
            rights, with respect to any award of punitive damages.



                                                 - 8 -<PAGE>





            1.  COMMITMENTS AND CONTINGENCIES (continued)



                In June 1993, the Court agreed to permit pre-trial discovery on the
            punitive damage claims to proceed.  A trial of ten allegedly representative
            cases is likely to begin in 1996.  In February 1994, the Court held that the
            plaintiffs' claims for punitive damages are not barred by the Price-Anderson
            Act to the extent that the funds to pay punitive damages do not come out of
            the U.S. Treasury.  The Court also denied the defendants' motion seeking a
            dismissal of all cases on the grounds that the defendants complied with
            applicable federal safety standards regarding permissible radiation releases
            from TMI-2 and that, as a matter of law, the defendants therefore did not
            breach any duty that they may have owed to the individual plaintiffs.  The
            Court stated that a dispute about what radiation and emissions were released
            cannot be resolved on a motion for summary judgment.  In July 1994 the Court
            granted defendants' motion for interlocutory appeal of these orders, stating
            that they raise questions of law that contain substantial grounds for
            differences of opinion.  The issues are now before the United States Court of
            Appeals.

                In an Order issued in April 1994, the Court:  (1) noted that the
            plaintiffs have agreed to seek punitive damages only against GPU and the
            Company and its affiliates; and (2) stated in part that the Court is of the
            opinion that any punitive damages owed must be paid out of and limited to the
            amount of primary and secondary insurance under the Price-Anderson Act and,
            accordingly, evidence of the defendants' net worth is not relevant in the
            pending proceeding.


                                    NUCLEAR PLANT RETIREMENT COSTS

                Retirement costs for nuclear plants include decommissioning the
            radiological portions of the plants and the cost of removal of nonradiological
            structures and materials.  The disposal of spent nuclear fuel is covered
            separately by contracts with the U.S. Department of Energy.

                In 1990, the Company and its affiliates submitted a report, in compliance
            with NRC regulations, setting forth a funding plan (employing the external
            sinking fund method) for the decommissioning of their nuclear reactors.  Under
            this plan, the Company and its affiliates intend to complete the funding for
            Oyster Creek and TMI-1 by the end of the plants' license terms, 2009 and 2014,
            respectively.  The TMI-2 funding completion date is 2014, consistent with
            TMI-2 remaining in long-term storage and being decommissioned at the same time
            as TMI-1.  Under the NRC regulations, the funding target (in 1994 dollars) for







                                                 - 9 -<PAGE>





            1.  COMMITMENTS AND CONTINGENCIES (continued)


            TMI-1 is $157 million, of which the Company's share is $39 million, and for
            Oyster Creek is $189 million.  Based on NRC studies, a comparable funding
            target for TMI-2 (in 1994 dollars), which takes into account the accident, is
            $250 million, of which the Company's share is $63 million.  The NRC continues
            to study the levels of these funding targets.  Management cannot predict the
            effect that the results of this review will have on the funding targets.  NRC
            regulations and a regulatory guide provide mechanisms, including exemptions,
            to adjust the funding targets over their collection periods to reflect
            increases or decreases due to inflation and changes in technology and
            regulatory requirements.  The funding targets, while not actual cost
            estimates, are reference levels designed to assure that licensees demonstrate
            adequate financial responsibility for decommissioning.  While the regulations
            address activities related to the removal of the radiological portions of the
            plants, they do not establish residual radioactivity limits nor do they
            address costs related to the removal of nonradiological structures and
            materials.

                In 1988, a consultant to GPUN performed site-specific studies of TMI-1
            and Oyster Creek that considered various decommissioning plans and estimated
            the cost of decommissioning the radiological portions of each plant to range
            from approximately $225 to $309 million, of which the Company's share is $56
            to $77 million, and $239 to $350 million, respectively (adjusted to 1994
            dollars).  In addition, the studies estimated the cost of removal of
            nonradiological structures and materials for TMI-1 and Oyster Creek at
            $74 million, of which the Company's share is $19 million, and $48 million,
            respectively (adjusted to 1994 dollars).

                The ultimate cost of retiring the Company and its affiliates' nuclear
            facilities may be materially different from the funding targets and the cost
            estimates contained in the site-specific studies and cannot now be more
            reasonably estimated than the level of the NRC funding target because such
            costs are subject to (a) the type of decommissioning plan selected, (b) the
            escalation of various cost elements (including, but not limited to, general
            inflation), (c) the further development of regulatory requirements governing
            decommissioning, (d) the absence to date of significant experience in
            decommissioning such facilities and (e) the technology available at the time
            of decommissioning.  The Company charges to expense and contributes to
            external trusts amounts collected from customers for nuclear plant
            decommissioning and nonradiological costs.  In addition, in 1990 the Company
            contributed to an external trust an amount not recoverable from customers for
            nuclear plant decommissioning.





                                                - 10 -<PAGE>





            1.  COMMITMENTS AND CONTINGENCIES (continued)


            TMI-1 AND OYSTER CREEK:

                The Company is collecting revenues for decommissioning, which are
            expected to result in the accumulation of its share of the NRC funding target
            for each plant.  The Company is also collecting revenues, based on estimates,
            for the cost of removal of nonradiological structures and materials at each
            plant based on its share ($3.83 million) of an estimated $15.3 million for
            TMI-1 and $31.6 million for Oyster Creek.  Collections from customers for
            retirement expenditures are deposited in external trusts and are classified as
            Nuclear decommissioning trusts on the balance sheet, which includes the
            interest earned on these funds.  Provision for the future expenditures of
            these funds has been made in accumulated depreciation, amounting to
            $17 million for TMI-1 and $99 million for Oyster Creek at September 30, 1994.
            Oyster Creek and TMI-1 retirement costs are accrued and charged to
            depreciation expense over the expected service life of each nuclear plant.

                Management believes that any TMI-1 and Oyster Creek retirement costs, in
            excess of those currently recognized for ratemaking purposes, should be
            recoverable through the current ratemaking process.


            TMI-2:

                The Company and its affiliates have recorded a liability amounting to
            $250 million, of which the Company's share is approximately $63 million, as of
            September 30, 1994, for the radiological decommissioning of TMI-2, reflecting
            the NRC funding target.  The Company and its affiliates record escalations,
            when applicable, in the liability based upon changes in the NRC funding
            target.  The Company and its affiliates have also recorded a liability in the
            amount of $20 million, of which the Company's share is $5 million, for
            incremental costs specifically attributable to monitored storage.  In
            addition, the Company and its affiliates had recorded a liability in the
            amount of $71 million, of which the Company's share was approximately
            $17.5 million, for nonradiological cost of removal.  Expenditures for such
            costs through September 1994 have reduced the liability to $69 million, of
            which the Company's share is approximately $17.3 million.  The Company's share
            of the above amounts for retirement costs and monitored storage are reflected
            as Three Mile Island Unit 2 future costs on the balance sheet.  The Company
            has expensed and made a nonrecoverable contribution of $15 million to an
            external decommissioning trust.  Earnings on trust fund deposits are offset
            against amounts shown on the balance sheet under Three Mile Island Unit 2
            deferred costs as collectible from customers.

                The New Jersey Board of Public Utilities (NJBPU) has granted the Company
            decommissioning revenues for its share of the remainder of the NRC funding
            target and allowances for the cost of removal of nonradiological structures
            and materials.  The Company intends to seek recovery for any increases in
            TMI-2 retirement costs, but recognizes that recovery cannot be assured.



                                                - 11 -<PAGE>





            1.  COMMITMENTS AND CONTINGENCIES (continued)




                As a result of TMI-2's entering long-term monitored storage, in late
            1993, the Company and its affiliates began incurring incremental annual
            storage costs of approximately $1 million, of which the Company's share is
            $.25 million.  The Company and its affiliates estimate that incremental
            monitored storage costs will total $20 million, of which the Company's share
            is $5 million, through 2014, the expected retirement date of TMI-1.  The
            Company's share of these costs has been recognized in rates by the NJBPU.

                                               INSURANCE

                The GPU System has insurance (subject to retentions and deductibles) for
            its operations and facilities including coverage for property damage,
            liability to employees and third parties, and loss of use and occupancy
            (primarily incremental replacement power costs).  There is no assurance that
            the GPU System will maintain all existing insurance coverages.  Losses or
            liabilities that are not completely insured, unless allowed to be recovered
            through ratemaking, could have a material adverse effect on the financial
            position of the Company.

                The decontamination liability, premature decommissioning and property
            damage insurance coverage for the TMI station (TMI-1 and TMI-2 are considered
            one site for insurance purposes) and for Oyster Creek totals $2.7 billion per
            site.  In accordance with NRC regulations, these insurance policies generally
            require that proceeds first be used for stabilization of the reactors and then
            to pay for decontamination and debris removal expenses.  Any remaining amounts
            available under the policies may then be used for repair and restoration costs
            and decommissioning costs.  Consequently, there can be no assurance that, in
            the event of a nuclear incident, property damage insurance proceeds would be
            available for the repair and restoration of that station.

                The Price-Anderson Act limits the GPU System's liability to third parties
            for a nuclear incident at one of its sites to approximately $9.0 billion.
            Coverage for the first $200 million of such liability is provided by private
            insurance.  The remaining coverage, or secondary protection, is provided by
            retrospective premiums payable by all nuclear reactor owners.  Under secondary
            protection, a nuclear incident at any licensed nuclear power reactor in the
            country, including those owned by the GPU System, could result in assessments
            of up to $79 million per incident for each of the GPU System's two operating
            reactors, subject to an annual maximum payment of $10 million per incident per
            reactor.  In July 1994, GPUN received an exemption from the NRC to eliminate
            the secondary protection requirements for TMI-2.

                The Company and its affiliates have insurance coverage for incremental
            replacement power costs resulting from an accident-related outage at their
            nuclear plants.  Coverage commences after the first 21 weeks of the outage and
            continues for three years at decreasing levels beginning at $1.8 million for
            Oyster Creek and $2.6 million for TMI-1, per week.



                                                - 12 -<PAGE>





            1.  COMMITMENTS AND CONTINGENCIES (continued)



                Under their insurance policies applicable to nuclear operations and
            facilities, the Company and its affiliates are subject to retrospective
            premium assessments of up to $51 million in any one year, of which the
            Company's share is $31 million, in addition to those payable under the
            Price-Anderson Act.

                                         ENVIRONMENTAL MATTERS

                As a result of existing and proposed legislation and regulations, and
            ongoing legal proceedings dealing with environmental matters, including, but
            not limited to, acid rain, water quality, air quality, global warming,
            electromagnetic fields, and storage and disposal of hazardous and/or toxic
            wastes, the Company may be required to incur substantial additional costs to
            construct new equipment, modify or replace existing and proposed equipment,
            remediate or clean up waste disposal and other sites currently or formerly
            used by it, including formerly owned manufactured gas plants, and with regard
            to electromagnetic fields, postpone or cancel the installation of, or replace
            or modify, utility plant, the costs of which could be material.  Management
            intends to seek recovery through the current ratemaking process for any
            additional costs, but recognizes that recovery cannot be assured.

                To comply with the federal Clean Air Act Amendments (Clean Air Act) of
            1990, the Company expects to spend up to $58 million for air pollution control
            equipment by the year 2000.  The reduction from the previous estimate of
            $145 million is primarily due to the postponement of a scrubber installation
            at the Keystone generating station until after the year 2000.  In developing
            its least-cost plan to comply with the Clean Air Act, the Company will
            continue to evaluate major capital investments compared to participation in
            the emission allowance market and the use of low-sulfur fuel or retirement of
            facilities.

                The Company has been notified by the EPA and a state environmental
            authority that it is among the potentially responsible parties (PRPs) who may
            be jointly and severally liable to pay for the costs associated with the
            investigation and remediation at five hazardous and/or toxic waste sites.  In
            addition, the Company has been requested to voluntarily participate in the
            remediation or supply information to the EPA and state environmental
            authorities on several other sites for which it has not yet been named as a
            PRP.  The Company has also been named in a lawsuit requesting damages for
            hazardous and/or toxic substances allegedly released into the environment.
            The ultimate cost of remediation will depend upon changing circumstances as
            site investigations continue, including (a) the existing technology required
            for site cleanup, (b) the remedial action plan chosen and (c) the extent of
            site contamination and the portion attributed to the Company.



                                                - 13 -<PAGE>





            1.  COMMITMENTS AND CONTINGENCIES (continued)





                The Company has entered into agreements with the New Jersey Department of
            Environmental Protection for the investigation and remediation of 17 formerly
            owned manufactured gas plant sites.  One of these sites has been repurchased
            by the Company.  The Company has also entered into various cost sharing
            agreements with other utilities for some of the sites. At September 30, 1994,
            the Company has an estimated environmental liability of $35 million recorded
            on its balance sheet relating to these sites.  The estimated liability is
            based upon ongoing site investigations and remediation efforts, including
            capping the sites and pumping and treatment of ground water.  If the periods
            over which the remediation is currently expected to be performed are
            lengthened, the Company believes that it is reasonably possible that the
            ultimate costs may range as high as $60 million.  Estimates of these costs are
            subject to significant uncertainties as the Company does not presently own or
            control most of these sites; the environmental standards have changed in the
            past and are subject to future change; the accepted technologies are subject
            to further development; and the related costs for these technologies are
            uncertain.  If the Company is required to utilize different remediation
            methods, the costs could be materially in excess of $60 million.

                In 1993, the NJBPU approved a mechanism similar to the Company's
            Levelized Energy Adjustment Clause (LEAC) for the recovery of future
            manufactured gas plant remediation costs when expenditures exceed prior
            collections.  The NJBPU decision provides for interest to be credited to
            customers until the overrecovery is eliminated and for future costs to be
            amortized over seven years with interest.  At September 30, 1994, the Company
            has collected from customers $3.8 million in excess of expenditures of
            $14.3 million.  The Company is awaiting a final NJBPU order.  The Company is
            pursuing reimbursement of the above costs from its insurance carriers, and
            intends to seek recovery of these costs from its customers to the extent not
            covered by insurance.

                The Company is unable to estimate the extent of possible remediation and
            associated costs of additional environmental matters.  Also unknown are the
            consequences of environmental issues, which could cause the postponement or
            cancellation of either the installation or replacement of utility plant.
            Management believes the costs described above should be recoverable through
            the current ratemaking process.



                                                - 14 -<PAGE>





            1.  COMMITMENTS AND CONTINGENCIES (continued)


                                  OTHER COMMITMENTS AND CONTINGENCIES


            Competition and the Changing Regulatory Environment


                As a result of the Energy Policy Act of 1992 and actions of regulatory
            commissions, the electric utility industry appears to be moving toward a
            combination of competition and a modified regulatory environment.  In
            accordance with Statement of Financial Accounting Standards No. 71,
            "Accounting for the Effects of Certain Types of Regulation" (FAS 71), the
            Company's financial statements reflect assets and costs based on current cost-
            based ratemaking regulations.  Continued accounting under FAS 71 requires that
            the following criteria be met:

                a)         A utility's rates for regulated services provided to its
                           customers are established by, or are subject to approval by, an
                           independent third-party regulator;
                b)         The regulated rates are designed to recover specific costs of
                           providing the regulated services or products; and
                c)         In view of the demand for the regulated services and the level
                           of competition, direct and indirect, it is reasonable to assume
                           that rates set at levels that will recover a utility's costs
                           can be charged to and collected from customers.  This criteria
                           requires consideration of anticipated changes in levels of
                           demand or competition during the recovery period for any
                           capitalized costs.

                A utility's operations can cease to meet those criteria for various
            reasons, including deregulation, a change in the method of regulation, or a
            change in the competitive environment for the utility's regulated services.
            Regardless of the reason, a utility whose operations cease to meet those
            criteria should discontinue application of FAS 71 and report that
            discontinuation by eliminating from its balance sheet the effects of certain
            actions of regulators that had been recognized as assets and liabilities
            pursuant to FAS 71 but which would not have been recognized as assets and
            liabilities by enterprises in general.

                If a portion of the Company's operations continues to be regulated and
            meets the above criteria, FAS 71 accounting may only be applied to that
            portion.  Write-offs of utility plant and regulatory assets may result for
            those operations that no longer meet the requirements of FAS 71.  In addition,
            under deregulation, the uneconomical costs of certain contractual commitments
            for purchased power and/or fuel supplies may have to be expensed currently.
            Management believes that to the extent that the Company no longer qualifies
            for FAS 71 accounting treatment, a material adverse effect on its results of
            operations and financial position may result.




                                                - 15 -<PAGE>





            1.  COMMITMENTS AND CONTINGENCIES (continued)



                The Company has entered into power purchase agreements with independently
            owned power production facilities (nonutility generators) for the purchase of
            energy and capacity for periods up to 25 years.  The majority of these
            agreements are subject to penalties for nonperformance and other contract
            limitations.  While a few of these facilities are dispatchable, most are must-
            run and generally obligate the Company to purchase all of the power produced
            up to the contract limits.  As of September 30, 1994, facilities covered by
            these agreements having 664 MW of capacity were in service, with another
            215 MW scheduled to commence operation in 1994.  The estimated cost of these
            agreements for 1994 is $325 million.  These agreements together with those for
            facilities which are not yet in operation provide for the purchase of
            approximately 1,197 MW of capacity and energy to the Company by the mid-to-
            late 1990s at varying prices.

                The emerging competitive market has created uncertainty regarding the
            forecasting of the GPU System's energy supply needs which, in turn, has caused
            the Company and its affiliates to change their supply strategy to now seek
            shorter term agreements offering more flexibility (see Management's Discussion
            and Analysis - Competition).  Due to the current availability of excess
            capacity, the cost of near to intermediate-term energy supply from existing
            facilities (i.e., one to eight years) is currently very competitively priced.
            The forecasted cost of energy from new supply sources is now lower priced due
            to improvements in power plant technologies and reduced forecast fuel prices.
            As a result of these developments, the contract prices under virtually all of
            the Company and its affiliates' nonutility generation agreements are
            substantially in excess of current and forecasted market prices.  The Company
            and its affiliates intend to initiate actions geared toward substantially
            reducing these above market payments.  In addition, the Company and its
            affiliates intend to avoid, to the maximum extent practicable, entering into
            any new nonutility generation agreements that are not needed or not consistent
            with current market pricing.  The Company and its affiliates are also
            attempting to renegotiate, and in some cases buy out, high cost long-term
            nonutility generation agreements.  While the Company and its affiliates thus
            far have been granted substantial recovery of these costs from customers by
            the NJBPU and Pennsylvania Public Utility Commission (PaPUC), there can be no
            assurance that the Company and its affiliates will continue to be able to
            recover these costs throughout the term of the related agreements.  If the
            costs under these agreements are ultimately not recoverable through
            ratemaking, or in a competitive market, it could result in a material adverse
            effect on the Company as well as the GPU System's financial position and
            results of operations.  Moreover, efforts to lower these costs have led to
            disputes before both the NJBPU and the PaPUC, as well as to litigation and may
            result in claims against the Company and its affiliates for substantial
            damages.  There can be no assurance as to the outcome of these matters.





                                                - 16 -<PAGE>





            2.  COMMITMENTS AND CONTINGENCIES  (continued)



                During the second quarter, GPU announced it was offering voluntary
            enhanced retirement programs to certain employees.  The enhanced retirement
            programs are part of a corporate realignment announced in February 1994.  At
            that time, GPU said that its goal was to achieve $80 million in annual cost
            savings by the end of 1996.  Approximately 82% of eligible employees have
            accepted the retirement programs, resulting in a pre-tax charge to earnings of
            $127 million, of which the Company's share was $47 million.  These charges are
            included as Other operation and maintenance expense on the Income Statement.

                The NJBPU has instituted a generic proceeding to address the appropriate
            recovery of capacity costs associated with electric utility power purchases
            from nonutility generation projects.  The proceeding was initiated, in part,
            to respond to contentions of the Division of the Ratepayer Advocate (Ratepayer
            Advocate), that by permitting utilities to recover such costs through the
            LEAC, an excess or "double recovery" may result when combined with the
            recovery of the utilities' embedded capacity costs through their base rates.
            In 1993, the Company and the other New Jersey electric utilities filed motions
            for summary judgment with the NJBPU requesting that the NJBPU dismiss
            contentions being made by Ratepayer Advocate that adjustments for alleged
            "double recovery" in prior periods are warranted.  Ratepayer Advocate has
            filed a brief in opposition to the utilities' summary judgment motions
            including a statement from its consultant that in his view, the "double
            recovery" for the Company for the 1988-92 LEAC periods would be approximately
            $102 million.  In February 1994, the NJBPU ruled that the 1991 LEAC period was
            considered closed but subsequent LEAC periods remain open for further
            investigation.  This matter is pending before an NJBPU Administrative Law
            Judge.  Management estimates that the potential exposure for LEAC periods
            subsequent to 1991 is approximately $30 million through February 1995, the end
            of the current LEAC period.  Management is unable to predict the outcome of
            this proceeding.

                The Company's two operating nuclear units are subject to the NJBPU's
            annual nuclear performance standard.  Operation of these units at an aggregate
            annual generating capacity factor below 65% or above 75% would trigger a
            charge or credit based on replacement energy costs.  At current cost levels,
            the maximum annual effect on net income of the performance standard charge at
            a 40% capacity factor would be approximately $10 million.  While a capacity
            factor below 40% would generate no specific monetary charge, it would require
            the issue to be brought before the NJBPU for review.  The annual measurement
            period, which begins in March of each year, coincides with that used for the
            LEAC.

                During the normal course of the operation of its business, in addition to
            the matters described above, the Company is from time to time involved in
            disputes, claims and, in some cases, as a defendant in litigation in which
            compensatory and punitive damages are sought by customers, contractors,
            vendors and other suppliers of equipment and services and by both current and
            former employees alleging unlawful employment practices.  It is not expected
            that the outcome of these matters will have a material effect on the Company's
            financial position or results of operations.


                                                - 17 -<PAGE>






            2.  INCOME TAXES



                In March 1994, as a result of a settlement of a federal income tax refund
            claim for 1986, the Company and its affiliates recorded net income tax refunds
            aggregating $17 million, of which the Company's share was $4 million, based on
            the retirement of TMI-2 for tax purposes.  The Company is returning its
            portion of the tax refund amounts to its customers by reducing the recovery
            period for its investment in TMI-2.  Income tax amounts refunded will have no
            effect on net income.
                At the same time, the Company and its affiliates also recorded a total of
            $46 million of net interest income, of which the Company's share was
            $11.5 million, representing net interest receivable from the Internal Revenue
            Service associated with this refund settlement.





































                                                - 18 -<PAGE>





                                 Jersey Central Power & Light Company

                      Management's Discussion and Analysis of Financial Condition
                                       and Results of Operations


                The following is management's discussion of significant factors that
            affected the Company's interim financial condition and results of operations.
            This should be read in conjunction with Management's Discussion and Analysis
            of Financial Condition and Results of Operations included in the Company's
            1993 Annual Report on Form 10-K.

            RESULTS OF OPERATIONS

                Earnings available for common stock for the three months ended
            September 30, 1994 were $70.9 million compared with $71.5 million for the
            three months ended September 30, 1993.  For the nine months ended
            September 30, 1994, earnings available for common stock decreased to
            $121.7 million from $124.5 million for the comparable period in 1993.

                The slight decrease in earnings for the three months ended September 30,
            1994 was primarily the result of increased operation and maintenance expense,
            which was partially offset by a reduction in reserve capacity expense.

                Earnings for the nine months ended September 30, 1994 continue to be
            negatively affected by a second quarter charge of $46.9 million ($30.3 million
            after taxes) for costs related to the Voluntary Enhanced Retirement Programs.
            The same factors that affected the quarterly results also affected results for
            the nine-month period.  Increased other operation and maintenance expense
            included higher emergency and winter storm repair costs, and contributed to
            the earnings reduction in the current nine month period.

                Earnings for the nine months ended September 30, 1994 were positively
            affected by nonrecurring net interest income resulting from refunds of
            previously paid federal income taxes related to the tax retirement of Three
            Mile Island Unit 2 (TMI-2), increased sales due primarily to the colder-than-
            normal winter weather as compared with last year's, increased revenues
            resulting from the continued positive effects of a February 1993 retail base
            rate increase, and a performance award of $7.8 million for the operation of
            the Company's nuclear generating stations.  Increased other operation and
            maintenance expense, which included emergency and winter storm repair costs,
            more than offset the increases detailed above, resulting in an earnings
            decrease in the nine month period.

            OPERATING REVENUES:

                Total revenues of $567.8 million for the three months ended September 30,
            1994 were lower by 1.5% compared with the three months ended September 30,
            1993.  Total revenues for the nine months ended September 30, 1994 increased
            1.7% to $1.5 billion compared with the same period in 1993.  The components of
            the changes are as follows:




                                                - 19 -<PAGE>





                                                                 (In Millions)
                                                        Three Months     Nine Months
                                                            Ended           Ended
                                                     September 30, 1994 September 30, 1994

            Kilowatt-hour (KWH) revenues
             (excluding energy portion)                     $(0.5)          $21.0
            Rate increase                                       -            20.8
            Energy revenues                                  (7.7)          (20.8)
            Other revenues                                   (0.2)            4.4
                 (Decrease)/Increase in revenues            $(8.4)          $25.4

            Kilowatt-hour revenues

                The increase in KWH revenues for the nine months ended September 30, 1994
            was principally due to new customer additions and increased sales resulting
            from seasonal weather effects, particularly the colder-than-normal winter
            weather as compared with last year.  KWH revenues were relatively flat for the
            three month period as the growth in new customers was offset by reduced
            customer usage, which was primarily weather-related.

            Energy revenues

                Changes in energy revenues do not affect earnings as they reflect
            corresponding changes in the energy cost rates billed to customers and
            expensed.  Energy revenues decreased in each period as a result of a January
            1994 decrease in the energy cost rates in effect, decreased energy sales to
            other utilities and the loss of wholesale customers.  For the nine month
            period, these decreases were partially offset by increased sales to ultimate
            customers.

            Other revenues

                Generally, changes in other revenues do not affect net income as they are
            offset by corresponding changes in expense, such as taxes other than income
            taxes.

            OPERATING EXPENSES:

            Power purchased and interchanged

                Generally, changes in the energy component of power purchased and
            interchanged expense do not significantly affect earnings as it is
            substantially recovered through the Company's energy clause.  However,
            earnings for the three and nine months ended September 30, 1994 were favorably
            impacted by a reduction in reserve capacity expense primarily resulting from
            the replacement at lower rates of expiring utility purchase contracts.





                                                - 20 -<PAGE>





            Other operation and maintenance

                The increase in other operation and maintenance expense for the three
            months ended September 30, 1994 is primarily due to higher storm and emergency
            repairs.  The increase in other operation and maintenance expense for the nine
            months ended September 30, 1994 is largely attributable to a $46.9 million
            charge for costs related to the Voluntary Enhanced Retirement Programs.  Other
            operation and maintenance expense also increased in the nine-month period due
            to higher emergency and winter storm repairs.

            Taxes, other than income taxes

                Generally, changes in taxes other than income taxes do not significantly
            affect earnings as they are substantially recovered in revenues.

            OTHER INCOME AND DEDUCTIONS:

            Other income, net

                The increase in the nine-month period is principally due to nonrecurring
            interest income resulting from refunds of previously paid federal income taxes
            related to the tax retirement of TMI-2.

            INTEREST CHARGES:

                Interest on long-term debt decreased for both periods as a result of
            lower interest rates associated with the refinancing of higher cost debt.
            Interest on long-term debt also decreased as a result of a reduction in long-
            term debt outstanding.

                Other interest increased in the nine-month period primarily due to the
            tax retirement of TMI-2, which resulted in an increase in interest expense on
            additional amounts owed for tax years in which depreciation deductions with
            respect to TMI-2 had been taken.  Other interest also increased in both
            periods due to an increase in the average outstanding amounts of short-term
            debt and an increase in interest rates.

            LIQUIDITY AND CAPITAL RESOURCES

            CAPITAL NEEDS:

                The Company's capital needs for the nine months ended September 30, 1994
            consisted of $146 million for cash construction expenditures and $40 million
            for maturing obligations.  The GPU System's construction forecast for 1994 is
            currently $586 million, of which the Company's share is $249 million.
            Expenditures for maturing debt are expected to be $60 million for 1994.
            Management estimates that approximately one-half of the 1994 capital needs
            will be satisfied through internally generated funds.

                                                - 21 -<PAGE>





            FINANCING:

                  GPU has requested authorization from the Securities and Exchange
            Commission (SEC) to issue up to 5 million shares of additional common stock
            through 1996.  The proceeds from the sale of such additional common stock
            would be principally used to increase the Company and its affiliates' common
            equity ratios.

                  In October 1994, the Company requested regulatory authorization to issue
            up to $125 million of Monthly Income Preferred Securities (Securities) through
            a special purpose finance subsidiary.  The proceeds from the sale of the
            Securities will be loaned to the Company and the Company will issue its
            deferrable interest subordinated debentures to its subsidiary.  The Company
            will take a tax deduction for interest paid on the subordinated debentures and
            will receive some preferred equity recognition by the credit rating agencies
            for the Securities.

                  In the third quarter of 1994, the Company redeemed at maturity 8.70% and
            8.85% first mortgage bonds aggregating $40 million.  The Company also redeemed
            a maturing $20 million 8.65% first mortgage bond in October 1994.

                  The Company has regulatory authority to issue and sell first mortgage
            bonds, which may be issued as secured medium-term notes, and preferred stock
            through June 1995.  Under existing authorization, the Company may issue senior
            securities in the amount of $275 million, of which $100 million may consist of
            preferred stock.  The Company currently has the ability to issue $318 million
            of first mortgage bonds on the basis of previously issued and retired bonds,
            and has interest and dividend coverage ratios currently well in excess of
            indenture and charter restrictions.  The Company also has regulatory authority
            to issue short-term debt, a portion of which may be commercial paper.

            GPU GENERATION CORPORATION:

                  In the third quarter of 1994, the Pennsylvania Public Utility Commission
            authorized Met-Ed and Penelec to enter into an operating agreement with the
            proposed GPU Generation Corporation (GPUGC) whereby GPUGC would undertake
            responsibility for the operation, maintenance and rehabilitation of all
            nonnuclear generation facilities owned and operated by the Company and its
            affiliates as well as the responsibility for the design, construction, start-
            up and testing of any new nonnuclear generation facilities which the Company
            and its affiliates may need in the future.  Similar applications for
            regulatory approval are pending with the NJBPU and the SEC.

            COMPETITION:

                  Due to the current availability of excess capacity, the cost of near to
            intermediate-term energy supply from existing facilities (i.e., one to eight
            years) is currently very competitively priced as evidenced by the results of
            the Company's all source competitive supply solicitation conducted in 1994.
            In addition to the energy purchase opportunities from existing facilities, the
            forecasted cost of energy from new supply sources is now lower than the
            forecasted price in prior years due to improvements in power plant



                                                - 22 -<PAGE>





            technologies and reduced forecast fuel prices.  As a result of these
            developments, the contract prices payable under virtually all of the Company
            and its affiliates' nonutility generation agreements are substantially in
            excess of current and forecasted market prices.  The current and anticipated
            above-market payments for nonutility generation (NUG) contracted power is
            likely to adversely impact the competitive position of the Company and its
            affiliates.  In addition, if the costs under these agreements are ultimately
            not recoverable through ratemaking, or in a competitive market, it could
            result in a material adverse effect on the Company and its affiliates
            financial position and results of operations.  Therefore, the Company and its
            affiliates plan on initiating actions to either eliminate or substantially
            reduce the above-market payments under NUG contracts.  The Company and its
            affiliates intend to communicate with legislators, regulators and customers as
            to the adverse economic impacts of these above-market contracts; initiate
            regulatory and legislative actions to mitigate the future economic impact of
            these contracts; and aggressively pursue NUG contract restructurings including
            contract buyouts.  As part of the program to reduce above-market payments
            under NUG agreements, the Company and its affiliates intend to implement a
            program under which the natural gas fuel and transportation for the Company
            and its affiliates' gas-fired facilities, as well as up to approximately 1,100
            megawatts of NUG contract capacity, would be pooled and managed by a non-
            affiliated fuel manager.  The Company and its affiliates are in the process of
            initiating discussions with the NUGs involved, negotiating a management
            agreement with a fuel manager and reviewing the extent to which state and
            federal regulatory approvals may be necessary.  For more information
            concerning NUG purchased power, see Note 1, Other Commitments and
            Contingencies - Competition and the Changing Regulatory Environment to the
            financial statements.

            MEETING ENERGY DEMANDS:

                  In 1993, the NJBPU asked all electric utilities in the state to assess
            the economics of their purchase power contracts with nonutility generators to
            determine whether there are any candidates for potential buy-out or other
            remedial measures.  The Company identified a 100-megawatt (MW) project now
            under development that it believes is economically undesirable based on
            current cost projections.  In November 1993, at the NJBPU's direction, the
            Company and the developer attempted to negotiate contract repricing to a level
            more consistent with the Company's current avoided cost projections or a
            contract buy-out but were unable to reach agreement.  Pursuant to an NJBPU
            order, hearings on whether the NJBPU should revoke or modify its 1992 order
            approving the power purchase agreement are being held.  The developer has
            contested the NJBPU's authority in this matter in the federal courts.  In
            March 1994, the U.S. District Court granted the Company's motion to dismiss
            the developer's complaint, holding that the federal courts did not have
            jurisdiction.   The developer has appealed the decision to the U.S. Court of
            Appeals.  Oral argument has been held and a decision is pending.

                  In January 1994, the NJBPU issued an order granting two nonutility
            generators, having a total of 200 MW under contract with the Company, an
            extension in the in-service date for projects originally scheduled to be



                                                - 23 -<PAGE>






            operational in 1997.  The Company believes these contracts provide for
            payments substantially in excess of current and future avoided cost
            projections and in June 1994 appealed the NJBPU's decision to the Appellate
            Division of the New Jersey Superior Court.  The NJBPU order extends the in-
            service date for one year plus the period until the Company's appeals are
            decided.

                  In January 1994, the Company issued an all source solicitation for the
            short-term supply of energy and/or capacity to determine and evaluate the
            availability of competitively priced power supply options.  This solicitation
            is expected to fulfill a significant part of the uncommitted sources
            identified in the Company's supply plan at a cost significantly below the cost
            of both replacement power and new generation.  The Company has evaluated the
            bids and has commenced contract negotiations.

                  In March 1994, a nonutility generation developer petitioned the NJBPU
            for an order directing the Company to enter into a long-term contract to sell
            the Company 200 MW of energy annually.  The Company has appealed this
            petition and the NJBPU has referred the matter to an Administrative Law Judge
            for evidentiary hearings which have not yet begun.

                  The Company has contracts and anticipated commitments with nonutility
            generation suppliers under which a total of 664 MW of capacity is currently in
            service and an additional 533 MW are currently scheduled or anticipated to be
            in service by 1999.



























                                                - 24 -<PAGE>
</FN>
</TABLE>



                                      PART II


  ITEM 1 -     LEGAL PROCEEDINGS

                    Information concerning the current status of certain legal
                    proceedings instituted against the Company and its
                    affiliates as a result of the March 28, 1979 nuclear
                    accident at Unit 2 of the Three Mile Island nuclear
                    generating station discussed in Part I of this report in
                    Notes to Financial Statements is incorporated herein by
                    reference and made a part hereof.

  ITEM 5 -     OTHER EVENTS

                    In July 1994, the Nuclear Regulatory Commission ordered all
                    boiling water reactor owners to inspect, during their next
                    outage, the shroud inside the reactor vessel.  Certain welds
                    in the shroud, which directs the flow of cooling water
                    through the fuel core, may be susceptible to cracking.  On
                    September 10, 1994, the Company's Oyster Creek generating
                    station was taken out of service for a scheduled maintenance
                    and refueling outage.  Examination during the outage has
                    identified significant cracks.  The necessary modifications
                    are estimated to cost $6 million and is expected to extend
                    the outage by up to three weeks.

                    As previously reported, GPUN believes that the Oyster Creek
                    nuclear station will require additional on-site storage
                    capacity, beginning in 1996, in order to maintain its full
                    core reserve margin.  Loss of the full core reserve margin
                    would mean that off-loading the entire core would not be
                    possible to conduct certain maintenance or repairs, when
                    necessary, in order to restore operation of the plant.  In
                    March 1994, the Lacey Township Zoning Board of Adjustment
                    issued a use variance for the facility.  In May 1994,
                    Berkeley Township and other parties appealed to the New
                    Jersey Superior Court to overturn the Lacey Township Zoning
                    Board decision.  The Court has scheduled a trial for
                    December 8, 1994.  Construction of the facility, which is
                    scheduled for completion in September 1995, is continuing
                    during the appeal process.

  ITEM 6 -          EXHIBITS AND REPORTS ON FORM 8-K

                    (a)  Exhibits:

                         (12)       Statements Showing Computation of Ratio of
                                    Earnings to Fixed Charges and Ratio of
                                    Earnings to Combined Fixed Charges and
                                    Preferred Stock Dividends.

                         (27)       Financial Data Schedule.



                                      - 25 -<PAGE>





                                    Signatures



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


                                JERSEY CENTRAL POWER & LIGHT COMPANY




  November 4, 1994              By:  /s/ D. Baldassari
                                     D. Baldassari, President




  November 4, 1994              By:  /s/ D. W. Myers
                                     D  W. Myers, Vice President -
                                     Operations Support and Comptroller
                                     (Principal Accounting Officer)



























                                      - 26 -<PAGE>
<TABLE>
                                                                               Exhibit 12
                                                                               Page 1 of 2

                                 JERSEY CENTRAL POWER & LIGHT COMPANY
                 STATEMENTS SHOWING COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES
                            AND RATIO OF EARNINGS TO COMBINED FIXED CHARGES
                  AND PREFERRED STOCK DIVIDENDS BASED ON SEC REGULATION S-K, ITEM 503
                                            (In Thousands)
                                               UNAUDITED
<CAPTION>
                                                              Nine Months Ended
                                                   September 30, 1993  September 30, 1994
            <S>                                         <C>                 <C>
            OPERATING REVENUES                          $1 488 256          $1 513 634

            OPERATING EXPENSES                           1 215 819           1 254 597
                Interest portion
                of rentals (A)                               8 009               8 284
                  Net expense                            1 207 810           1 246 313

            OTHER INCOME:
                Allowance for funds
                  used during
                  construction                               3 642               2 233
                Other income, net                           11 895              23 154
                  Total other income                        15 537              25 387

            EARNINGS AVAILABLE FOR FIXED
              CHARGES AND PREFERRED
              STOCK DIVIDENDS
              (excluding taxes
              based on income)                          $  295 983          $  292 708

            FIXED CHARGES:
                Interest on funded
                  indebtedness                          $   75 856          $   70 981
                Other interest                               4 362              12 011
                Interest portion
                  of rentals (A)                             8 009               8 284
                   Total fixed charges                  $   88 227          $   91 276

            RATIO OF EARNINGS TO
              FIXED CHARGES                                   3.35                3.21

            Preferred stock dividend
              requirement                                   13 111              11 096
            Ratio of income before
              provision for income
              taxes to net income (B)                        151.0%              151.6%
            Preferred stock dividend
              requirement on a pretax
              basis                                         19 798              16 822
            Fixed charges, as above                         88 227              91 276
                   Total fixed charges
                     and preferred
                     stock dividends                    $  108 025          $  108 098

            RATIO OF EARNINGS TO
              COMBINED FIXED CHARGES
              AND PREFERRED STOCK DIVIDENDS                   2.74                2.71<PAGE>


                                                                            Exhibit 12
                                                                            Page 2 of 2




                                 JERSEY CENTRAL POWER & LIGHT COMPANY
                 STATEMENTS SHOWING COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES
                            AND RATIO OF EARNINGS TO COMBINED FIXED CHARGES
                  AND PREFERRED STOCK DIVIDENDS BASED ON SEC REGULATION S-K, ITEM 503
                                            (In Thousands)
                                               UNAUDITED



<FN>


            NOTES:

            (A) The Company has included the equivalent of the interest portion of all
                rentals charged to income as fixed charges for this statement and has
                excluded such components from Operating Expenses.

            (B) Represents income before provision for income taxes of $201,432 and
                $207,756 for the nine months ended September 30, 1994 and September 30,
                1993, respectively, divided by net income of $132,845 and $137,620,
                respectively.  <PAGE>
</FN>
</TABLE>


<TABLE> <S> <C>


          <ARTICLE> UT
          <MULTIPLIER> 1,000
          <CURRENCY> US DOLLARS
                 
          <S>                              <C>        
          <PERIOD-TYPE>                          9-MOS
          <FISCAL-YEAR-END>                DEC-31-1994
          <PERIOD-START>                   JAN-01-1994
          <PERIOD-END>                     SEP-30-1994
          <EXCHANGE-RATE>                            1
          <BOOK-VALUE>                        PER-BOOK
          <TOTAL-NET-UTILITY-PLANT>          2,817,125
          <OTHER-PROPERTY-AND-INVEST>          257,580
          <TOTAL-CURRENT-ASSETS>               529,207
          <TOTAL-DEFERRED-CHARGES>             817,757
          <OTHER-ASSETS>                             0
          <TOTAL-ASSETS>                     4,421,669
          <COMMON>                             153,713
          <CAPITAL-SURPLUS-PAID-IN>            435,715
          <RETAINED-EARNINGS>                  745,943
          <TOTAL-COMMON-STOCKHOLDERS-EQ>     1,335,371
                          150,000
                                     37,741
          <LONG-TERM-DEBT-NET>               1,215,822
          <SHORT-TERM-NOTES>                    79,100
          <LONG-TERM-NOTES-PAYABLE>                  0
          <COMMERCIAL-PAPER-OBLIGATIONS>        19,836
          <LONG-TERM-DEBT-CURRENT-PORT>         20,009
                            0
          <CAPITAL-LEASE-OBLIGATIONS>            5,012
          <LEASES-CURRENT>                     102,638
          <OTHER-ITEMS-CAPITAL-AND-LIAB>     1,456,140
          <TOT-CAPITALIZATION-AND-LIAB>      4,421,669
          <GROSS-OPERATING-REVENUE>          1,513,634
          <INCOME-TAX-EXPENSE>                  58,942
          <OTHER-OPERATING-EXPENSES>         1,254,597
          <TOTAL-OPERATING-EXPENSES>         1,313,539
          <OPERATING-INCOME-LOSS>              200,095
          <OTHER-INCOME-NET>                    13,688
          <INCOME-BEFORE-INTEREST-EXPEN>       213,783
          <TOTAL-INTEREST-EXPENSE>              80,938
          <NET-INCOME>                         132,845
                     11,096
          <EARNINGS-AVAILABLE-FOR-COMM>        121,749
          <COMMON-STOCK-DIVIDENDS>             100,000  <F1>
          <TOTAL-INTEREST-ON-BONDS>             95,371
          <CASH-FLOW-OPERATIONS>               230,277
          <EPS-PRIMARY>                              0
          <EPS-DILUTED>                              0
          <FN>
          <F1> REPRESENTS COMMON STOCK DIVIDENDS PAID TO PARENT CORPORATION.
          </FN>
                  <PAGE>

</TABLE>


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