JERSEY CENTRAL POWER & LIGHT CO
10-Q, 1995-11-08
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, 1995                       


                                       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
 common stock, as of October 31, 1995, 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, 1995



                                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                                                      20


 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 Consolidated Financial Statements.











                                       -2-
<PAGE>
<TABLE>


                      JERSEY CENTRAL POWER & LIGHT COMPANY AND SUBSIDIARY COMPANY
                                      Consolidated Balance Sheets

<CAPTION>

                                                                        In Thousands      
                                                                September 30, December 31,
                                                                    1995          1994    
                                                                (Unaudited)
            <S>                                                 <C>           <C>                 
            ASSETS
            Utility Plant:
              In service, at original cost                      $4 243 760    $4 119 617
              Less, accumulated depreciation                     1 630 308     1 499 405
                Net utility plant in service                     2 613 452     2 620 212
              Construction work in progress                        168 371       136 884
              Other, net                                           112 357       123 349
                   Net utility plant                             2 894 180     2 880 445

            Other Property and Investments:
              Nuclear decommissioning trusts                       208 274       165 511
              Nuclear fuel disposal fund                            92 799        82 920
              Other, net                                             7 053         6 906
                   Total other property and investments            308 126       255 337

            Current Assets:
              Cash and temporary cash investments                    8 226         1 041
              Special deposits                                       7 361         4 608
              Accounts receivable:
                Customers, net                                     162 041       126 760
                Other                                               14 686        16 936
              Unbilled revenues                                     53 318        59 288
              Materials and supplies, at average cost or less:
                Construction and maintenance                        97 019        95 937
                Fuel                                                18 523        18 563
              Deferred energy costs                                 11 164          (148)
              Deferred income taxes                                 10 616        10 454
              Prepayments                                           82 237        45 880
                   Total current assets                            465 191       379 319

            Deferred Debits and Other Assets:
              Regulatory assets:
                Three Mile Island Unit 2 deferred costs            126 831       138 294
                Unamortized property losses                        101 064       104 451
                Income taxes recoverable through future rates      143 900       132 642
                Other                                              312 533       309 230
                  Total regulatory assets                          684 328       684 617
              Deferred income taxes                                126 494       122 944
              Other                                                 18 478        13 978
                   Total deferred debits and other assets          829 300       821 539

                   Total Assets                                 $4 496 797    $4 336 640



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




                                                  -3-
<PAGE>
</TABLE>
<TABLE>


                      JERSEY CENTRAL POWER & LIGHT COMPANY AND SUBSIDIARY COMPANY
                                      Consolidated Balance Sheets

<CAPTION>

                                                                        In Thousands      
                                                                September 30, December 31,
                                                                    1995         1994     
                                                                (Unaudited)
            <S>                                                 <C>           <C>  
            LIABILITIES AND CAPITAL
            Capitalization:
              Common stock                                      $  153 713    $  153 713
              Capital surplus                                      450 769       435 715
              Retained earnings                                    834 721       772 240
                Total common stockholder's equity                1 439 203     1 361 668
              Cumulative preferred stock:
                With mandatory redemption                          134 000       150 000
                Without mandatory redemption                        37 741        37 741
              Company-obligated mandatorily
                 redeemable preferred securities                   125 000             -
              Long-term debt                                     1 192 890     1 168 444
                   Total capitalization                          2 928 834     2 717 853

            Current Liabilities:
              Securities due within one year                        83 140        47 439
              Notes payable                                         37 381       110 356
              Obligations under capital leases                      90 607       102 059
              Accounts payable:
                Affiliates                                          30 186        34 283
                Other                                               96 391       118 369
              Taxes accrued                                          8 421        22 561
              Interest accrued                                      30 285        29 765
              Other                                                103 426        75 159
                   Total current liabilities                       479 837       539 991

            Deferred Credits and Other Liabilities:
              Deferred income taxes                                615 709       598 843
              Unamortized investment tax credits                    68 642        72 928
              Three Mile Island Unit 2 future costs                 86 693        85 273
              Regulatory liabilities                                38 979        41 732
              Other                                                278 103       280 020
                   Total deferred credits and 
                     other liabilities                           1 088 126     1 078 796

            Commitments and Contingencies (Note 1)





                 Total Liabilities and Capital                  $4 496 797    $4 336 640



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




                                                  -4-
<PAGE>
</TABLE>
<TABLE>


                       JERSEY CENTRAL POWER & LIGHT COMPANY AND SUBSIDIARY COMPANY
                                    Consolidated Statements of Income
                                               (Unaudited)

<CAPTION>
                                                                 In Thousands               
                                                     Three Months           Nine Months
                                                  Ended September 30,   Ended September 30, 
                                                    1995      1994        1995       1994 
            <S>                                   <C>       <C>        <C>        <C>
            Operating Revenues                    $625 479  $567 827   $1 546 594 $1 513 634

            Operating Expenses:
              Fuel                                  33 454    25 950       74 263     80 597
              Power purchased and interchanged:
                Affiliates                           9 854     8 068       13 222     13 194
                Others                             182 420   157 519      493 698    437 082
              Deferral of energy and capacity
                 costs, net                           (355)      832      (10 746)    (8 211)
              Other operation and maintenance      114 888   126 864      341 265    412 850
              Depreciation and amortization         49 150    46 943      145 111    141 104
              Taxes, other than income taxes        65 421    64 773      171 298    177 981
                  Total operating expenses         454 832   430 949    1 228 111  1 254 597

            Operating Income Before Income Taxes   170 647   136 878      318 483    259 037

              Income taxes                          51 190    37 574       79 965     58 942
            Operating Income                       119 457    99 304      238 518    200 095

            Other Income and Deductions:
              Allowance for other funds used
                 during construction                   399        70          856        179
              Other income, net                      3 728     3 557       10 713     23 154
              Income taxes                          (1 491)   (2 438)      (4 273)    (9 645)
                  Total other income 
                    and deductions                   2 636     1 189        7 296     13 688

            Income Before Interest Charges and
              Dividends on Preferred Securities    122 093   100 493      245 814    213 783

            Interest Charges and Dividends on
               Preferred Securities:
              Interest on long-term debt            23 461    23 579       69 421     70 981
              Other interest                         2 161     3 140        7 684     12 011
              Allowance for borrowed funds used
                 during construction                (1 651)     (799)      (3 698)    (2 054)
              Dividends on company-obligated
                 mandatorily redeemable
                 preferred securities                2 675         -        3 953          -
               Total interest charges and dividends
                 on preferred securities            26 646    25 920       77 360     80 938

            Net Income                              95 447    74 573      168 454    132 845
              Preferred stock dividends              3 586     3 698       10 871     11 096
            Earnings Available for Common Stock   $ 91 861  $ 70 875   $  157 583 $  121 749


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


                                                  -5-
<PAGE>
</TABLE>
<TABLE>
                      JERSEY CENTRAL POWER & LIGHT COMPANY AND SUBSIDIARY COMPANY
                                 Consolidated Statements of Cash Flows
                                              (Unaudited)
<CAPTION>
                                                                         In Thousands    
                                                                         Nine Months
                                                                      Ended September 30,
                                                                      1995        1994
            <S>                                                     <C>         <C>             
            Operating Activities:
              Net income                                            $ 168 454   $ 132 845
              Adjustments to reconcile income to cash provided: 
                Depreciation and amortization                         157 747     155 433
                Amortization of property under capital leases          24 342      23 883
                Voluntary enhanced retirement programs                      -      46 862
                Nuclear outage maintenance costs, net                  12 588      (1 507)
                Deferred income taxes and investment tax
                  credits, net                                         16 733      11 860
                Deferred energy and capacity costs, net               (10 814)     (8 008)
                Accretion income                                       (9 390)    (10 156)
                Allowance for other funds used
                  during construction                                    (856)       (179)
              Changes in working capital:
                Receivables                                           (27 061)     20 345
                Materials and supplies                                 (1 042)     (1 890)
                Special deposits and prepayments                      (39 111)   (141 905)
                Payables and accrued liabilities                      (55 906)     10 279
              Other, net                                              (32 120)     (7 585)
                   Net cash provided by operating activities          203 564     230 277

            Investing Activities:
              Cash construction expenditures                         (158 272)   (146 400)
              Contributions to decommissioning trusts                 (13 523)    (12 719)
              Other, net                                               (3 153)     (9 757)
                   Net cash used for investing activities            (174 948)   (168 876)

            Financing Activities:
              Issuance of long-term debt                               49 625           -
              Increase (decrease) in notes payable, net               (73 100)     99 100
              Retirement of long-term debt                                 (9)    (40 008)
              Capital lease principal payments                        (21 978)    (25 745)
              Redemption of preferred stock                            (6 049)          -
              Issuance of company-obligated mandatorily
                redeemable preferred securities                       121 063           -
              Dividends paid on common stock                          (95 000)   (100 000)
              Dividends paid on preferred stock                       (10 983)    (11 096)
              Contributions from parent corporation                    15 000           -
                 Net cash required by financing activities            (21 431)    (77 749)

            Net increase (decrease) in cash and temporary cash
              investments from above activities                         7 185     (16 348)
            Cash and temporary cash investments,
              beginning of year                                         1 041      17 301
            Cash and temporary cash investments, end of period      $   8 226   $     953

            Supplemental Disclosure:
              Interest paid                                         $  78 411   $  85 400
              Income taxes paid                                     $  78 675   $  25 482
              New capital lease obligations incurred                $  11 377   $  34 935

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

                                                  -6-
</TABLE>
<PAGE>





 JERSEY CENTRAL POWER & LIGHT COMPANY AND SUBSIDIARY COMPANY

 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

      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
 owns all of the common stock of JCP&L Preferred Capital, Inc., which is the
 general partner of JCP&L Capital L.P., a special purpose finance subsidiary. 
 The Company's business is the generation, transmission, distribution and sale
 of electricity.  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 affiliated 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 Power, Inc., and EI Energy, Inc. (collectively, EI), which develop, own and
 operate generating, transmission and distribution facilities in the United
 States and in foreign countries.  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 1994 Annual Report on Form 10-K.  The year-end
 condensed balance sheet data contained in the attached financial statements
 was derived from audited financial statements.  For disclosures required by
 generally accepted accounting principles, see the 1994 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.  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.   At September 30, 1995 and December 31,
 1994, the Company's net investment in TMI-1 and Oyster Creek, including
 nuclear fuel, was as follows:

                                 Net Investment (Millions)
                                    TMI-1     Oyster Creek
           September 30, 1995       $167          $778
           December 31, 1994        $162          $817

      The Company's net investment in TMI-2 at September 30, 1995 and December
 31, 1994 was $86 million and $89 million, respectively.  The Company is
 collecting retail revenues for TMI-2 on a basis which provides for the
 recovery of its remaining investment in the plant by 2008.  

      Costs associated with the operation, maintenance and retirement of
 nuclear plants continue to be significant and less predictable than costs 

                                       -7-
<PAGE>





 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
 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 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, and 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, individual claims for
 alleged personal injury (including claims for punitive damages), which are
 material in amount, have been asserted against GPU and the Company and its
 affiliates.  Approximately 2,100 of such claims are pending in the United
 States District Court for the Middle District of Pennsylvania.  Some of the
 claims also seek recovery for injuries from alleged emissions of radioactivity
 before and after the accident.

      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 up to an aggregate of $335 million in
 premium charges under such plan, and (c) an indemnity agreement with the NRC
 for up to $85 million, bringing their total primary, secondary and tertiary
 financial protection up to an aggregate of $560 million.  Under the secondary
 level, the Company and its affiliates are subject to a retrospective premium
 charge of up to $5 million per reactor, or a total of $15 million, of which
 the Company's share is $7.5 million. 

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

      In June 1993, the Court agreed to permit pre-trial discovery on the
 punitive damage claims to proceed.  A trial of ten allegedly representative

                                      -8-
<PAGE>





 cases is scheduled to begin in June 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.  

      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.

      In October 1995, the U.S. Court of Appeals for the Third Circuit ruled
 that the Price-Anderson Act provides coverage under its primary and secondary
 levels for punitive as well as compensatory damages, but that punitive damages
 could not be recovered against the Federal Government.  In so doing, the Court
 of Appeals referred to the "finite fund" (the $560 million of financial
 protection under the Price-Anderson Act) to which plaintiffs must resort to
 get compensatory as well as punitive damages.

      The Court of Appeals also found that the standard of care owed by the
 defendants to a plaintiff was determined by the specific level of radiation
 which was released into the environment, as measured at the site boundary,
 rather than as measured at the specific site where the plaintiff was located
 at the time of the accident (as GPU and the Company and its affiliates
 proposed).  The Court of Appeals also held, however, that each plaintiff still
 must demonstrate exposure to radiation released during the TMI-2 accident and
 that such exposure had resulted in injuries.

      GPU and the Company and its affiliates believe that any liability to
 which they might be subject by reason of the TMI-2 accident and these Court of
 Appeals decisions will not exceed the financial protection under the Price-
 Anderson Act.  GPU and the Company and its affiliates have filed a petition
 with the Third Circuit Court seeking a rehearing and en banc reconsideration
 of its decision that punitive damages are recoverable under the Price-Anderson
 Act.


                         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 (DOE).  

      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's remaining in long-term storage and being
 decommissioned at the same time as TMI-1.  Under the NRC regulations, the
 funding targets (in 1995 dollars) for TMI-1 are $157 million, of which the
 Company's share is $39 million, and $189 million for Oyster Creek.  Based on

                                      -9-
<PAGE>





 NRC studies, a comparable funding target for TMI-2 has been developed which
 takes the accident into account (see TMI-2 Future Costs).  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 considered 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 million to $309 million, of which the Company's share
 would range from $56 million to $77 million, and $239 million to $350 million,
 respectively (in 1995 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 $18 million, and $48
 million, respectively (in 1995 dollars).

      The ultimate cost of retiring the Company's and its affiliates' nuclear
 facilities may be materially different from the funding targets and the cost
 estimates contained in the site-specific studies.  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 and its affiliates charge to expense and contribute to external
 trusts amounts collected from customers for nuclear plant decommissioning and
 nonradiological costs.  In addition, the Company has contributed amounts
 written off for TMI-2 nuclear plant decommissioning in 1990 to TMI-2's
 external trust (see TMI-2 Future Costs).  Amounts deposited in external
 trusts, including the interest earned on these funds, are classified as
 Nuclear Decommissioning Trusts on the Balance Sheet.

      In August 1995, a consultant to GPUN commenced site specific studies of
 the TMI site, including both Units 1 and 2, and Oyster Creek.  GPUN expects
 these studies to be completed in the fourth quarter of 1995.

      The Financial Accounting Standards Board (FASB) is reviewing the utility
 industry's accounting practices for nuclear plant retirement costs.  If the
 FASB's tentative conclusions are adopted, Oyster Creek and TMI-1 future
 retirement costs will have to be recognized as a liability currently, rather
 than recorded over the life of the plants (as is currently the practice), with
 an offsetting asset recorded for amounts collectible through rates.  Any
 amounts not collectible through rates will have to be charged to expense.  The
 FASB is expected to release an Exposure Draft on decommissioning accounting
 practices in the fourth quarter of 1995.



                                      -10-
<PAGE>





 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 its share
 ($3.83 million) of an estimate of $15.3 million for TMI-1 and $31.6 million
 for Oyster Creek adopted in previous rate orders issued by the New Jersey
 Board of Public Utilities (NJBPU), for its share of the cost of removal of
 nonradiological structures and materials.  Collections from customers for
 retirement expenditures are deposited in external trusts.  Provision for the
 future expenditure of these funds has been made in accumulated depreciation,
 amounting to $19 million for TMI-1 and $110 million for Oyster Creek at
 September 30, 1995.  Oyster Creek and TMI-1 retirement costs are 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 under the current ratemaking process. 

 TMI-2 Future Costs:

      The Company and its affiliates have recorded a liability for the
 radiological decommissioning of TMI-2, reflecting the NRC funding target (in
 1995 dollars).  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 for incremental
 costs specifically attributable to monitored storage. In addition, the Company
 and its affiliates have recorded a liability for the nonradiological cost of
 removal consistent with the TMI-1 site-specific study and have spent $3
 million, of which the Company's share is $0.8 million, as of September 30,
 1995.  Estimated TMI-2 Future Costs as of September 30, 1995 and December 31,
 1994 are as follows:

                                   September 30, 1995   December 31, 1994
                                       (Millions)           (Millions)        
 Radiological Decommissioning              $ 64                $ 63
 Nonradiological Cost of Removal             18                  18
 Incremental Monitored Storage                5                   5
      Total                                $ 87                $ 86

      The above amounts are reflected as Three Mile Island Unit 2 Future Costs
 on the Balance Sheet.  At September 30, 1995, $47 million was in trust funds
 for TMI-2 and included in Nuclear Decommissioning Trusts on the Balance Sheet,
 and $41 million was recoverable from customers and included in Three Mile
 Island Unit 2 Deferred Costs on the Balance Sheet.  In 1990, the Company made
 a contribution of $15 million to an external decommissioning trust.  This 
 contribution was not recovered from customers and has been expensed.  Earnings
 on trust fund deposits collected from customers are included in amounts shown
 on the Balance Sheet under Three Mile Island Unit 2 Deferred Costs.  The NJBPU
 has granted the Company decommissioning revenues for 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>





      As a result of TMI-2's entering long-term monitored storage in late
 1993, the Company and its affiliates are 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 the remaining annual
 storage costs will total $19 million, of which the Company's share is $5
 million, through 2014, the expected retirement date of TMI-1.  The Company's
 rates reflect its $5 million share of these costs.


                                    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 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
 $8.9 billion.  Coverage for the first $200 million of such liability is
 provided by private insurance.  The remaining coverage, or secondary financial
 protection, is provided by retrospective premiums payable by all nuclear
 reactor owners.  Under secondary financial 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 addition to the
 retrospective premiums payable under Price-Anderson, the GPU System is also
 subject to retrospective premium assessments of up to $69 million, of which
 the Company's share is $41 million, in any one year under insurance policies
 applicable to nuclear operations and facilities.

      The Company and its affiliates have insurance coverage for incremental
 replacement power costs resulting from an accident-related outage at its
 nuclear plants.  Coverage commences after the first 21 weeks of the outage and
 continues for three years beginning at $1.8 million for Oyster Creek and $2.6
 million for TMI-1 per week for the first year, decreasing to 80 percent of
 such amounts for years two and three.





                                      -12-
<PAGE>





               COMPETITION AND THE CHANGING REGULATORY ENVIRONMENT

 Nonutility Generation Agreements:

      Pursuant to the requirements of the federal Public Utility Regulatory
 Policies Act (PURPA) and state regulatory directives, the Company has entered
 into power purchase agreements with nonutility generators for the purchase of
 energy and capacity for periods up to 25 years. The majority of these
 agreements contain certain contract limitations and subject the nonutility
 generators to penalties for nonperformance.  While some of these facilities
 are dispatchable, most are must-run and generally obligate the Company to
 purchase, at the contract price, the net output up to the contract limits.  As
 of September 30, 1995, facilities covered by these agreements having 892 MW of
 capacity were in service.  Estimated payments to nonutility generators from
 1995 through 1999, assuming that all facilities which have existing
 agreements, or which have obtained orders granting them agreements, enter
 service, are $380 million, $358 million, $389 million, $419 million, and $431
 million, respectively.  These agreements, in the aggregate, will provide
 approximately 1,002 MW of capacity and energy to the Company, at varying
 prices.

      The emerging competitive generation market has created uncertainty
 regarding the forecasting of the GPU System's energy supply needs which has
 caused the Company and its affiliates to change their supply strategy to seek
 shorter-term agreements offering more flexibility.  Due to the current
 availability of excess capacity in the marketplace, the cost of near- to
 intermediate-term (i.e., one to eight years) energy supply from existing
 generation facilities is currently and expected to continue to be
 competitively priced at least for the near- to intermediate-term.  The
 projected cost of energy from new generation supply sources has also decreased
 due to improvements in power plant technologies and reduced forecasted fuel
 prices.  As a result of these developments, the rates under virtually all of
 the Company's and its affiliates' nonutility generation agreements are
 substantially in excess of current and projected prices from alternative
 sources.
   
      The Company and its affiliates are seeking to reduce the above market
 costs of these nonutility generation agreements by (1) attempting to convert
 must-run agreements to dispatchable agreements; (2) attempting to renegotiate
 prices of the agreements; (3) offering contract buy-outs while seeking to
 recover the costs through their energy clauses (see Managing Nonutility
 Generation, in Management's Discussion and Analysis of Financial Condition and
 Results of Operations) and (4) initiating proceedings before federal and state
 administrative agencies, and in the courts, where appropriate. 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 and are supporting
 legislative efforts to repeal PURPA. These efforts may result in claims
 against the GPU System for substantial damages.  There can, however, be no
 assurance as to what extent the Company's and its affiliates' efforts will be
 successful in whole or in part.
    
      While the Company and its affiliates thus far have been granted recovery
 of their nonutility generation costs from customers by the NJBPU and the
 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

                                      -13-
<PAGE>





 throughout the term of the related agreements.  The GPU System currently
 estimates that in 1998, when substantially all of these nonutility generation
 projects are scheduled to be in service, above market payments (benchmarked
 against the expected cost of electricity produced by a new gas-fired combined
 cycle facility) will range from $240 million to $350 million annually, of
 which the Company's share will range from $100 million and $150 million
 annually.  

 Regulatory Assets and Liabilities:

      As a result of the Energy Policy Act of 1992 (Energy Act) and actions of
 regulatory commissions, the electric utility industry is moving toward a
 combination of competition and a modified regulatory environment.  In
 accordance with Statement of Financial Accounting Standards No. 71 (FAS 71),
 "Accounting for the Effects of Certain Types of Regulation," 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 any
 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.

      In accordance with the provisions of FAS 71, the Company has deferred
 certain costs pursuant to actions of the NJBPU and Federal Energy Regulatory
 Commission (FERC) and are recovering or expects to recover such costs in

                                      -14-
<PAGE>





 electric rates charged to customers.  Regulatory assets are reflected in the
 Deferred Debits and Other Assets section of the Consolidated Balance Sheet,
 and regulatory liabilities are reflected in the Deferred Credits and Other
 Liabilities section of the Consolidated Balance Sheet.  Regulatory assets and
 liabilities, as reflected in the September 30, 1995 Consolidated Balance
 Sheet, were as follows:


                                                       (In thousands)       
                                                     Assets     Liabilities
 Income taxes recoverable/refundable
   through future rates                            $ 143,900    $ 37,303
 TMI-2 deferred costs                                126,831        -
 Unamortized property losses                         101,064        -
 NUG contract termination costs                       16,400        -
 Other postretirement benefits                        30,629        -
 N.J. unit tax                                        52,864        -
 Unamortized loss on reacquired debt                  34,997        -
 Load and demand side management programs             47,643        -
 DOE enrichment facility decommissioning              25,529        -
 Manufactured gas plant remediation                   30,720        -
 Storm damage                                         23,876        -
 Nuclear fuel disposal fee                            24,117        -
 N.J. low-level radwaste disposal                     15,572        -
 Oyster Creek deferred costs                           8,084        -
 Other                                                 2,102       1,676
      Total                                        $ 684,328    $ 38,979


 Income taxes recoverable/refundable through future rates: Represents amounts
 deferred due to the implementation of FAS 109, "Accounting for Income Taxes",
 in 1993. 

 TMI-2 deferred costs: Represents costs that are recoverable through rates for
 the Company's remaining investment in the plant and fuel core, radiological
 decommissioning in accordance with the NRC's funding target and allowances for
 the cost of removal of nonradiological structures and materials, and long-term
 monitored storage costs.  For additional information, see TMI-2 Future Costs.

 Unamortized property losses: Consists mainly of costs associated with the
 Company's Forked River Project, which are included in rates.

 NUG contract termination costs: Represents one-time costs incurred for
 terminating power purchase contracts with nonutility generators (NUGs), for
 which rate recovery is probable (See Managing Nonutility Generation, in
 Management's Discussion and Analysis of Financial Condition and Results of
 Operations).

 Other postretirement benefits: Includes costs associated with the adoption of
 FAS 106, "Employers' Accounting for Postretirement Benefits Other Than
 Pensions", which are deferred in accordance with Emerging Issues Task Force
 Issue 92-12, "Accounting for OPEB Costs by Rate-Regulated Enterprises". 

 N.J. unit tax: The Company received NJBPU approval in 1993 to recover, with
 interest, over a ten-year period on an annuity basis, $71.8 million of Gross
 Receipts and Franchise Tax not previously recovered from customers.

                                      -15-
<PAGE>





 Unamortized loss on reacquired debt: Represents premiums and expenses incurred
 in the early redemption of long-term debt.  In accordance with FERC
 regulations, reacquired debt costs are amortized over the remaining original
 life of the retired debt.  

 Load and demand side management (DSM) programs: Consists of load management
 costs that are currently being recovered, with interest, through the Company's
 retail base rates pursuant to a 1993 NJBPU order, and other DSM program
 expenditures that are recovered annually.  Also includes provisions for lost
 revenues between base rate cases and performance incentives.

 DOE enrichment facility decommissioning:  These costs, representing payments
 to the DOE over a 15-year period beginning in 1994, are currently being
 collected through the Company's energy adjustment clause. 

 Manufactured gas plant remediation: Consists of costs being recovered 
 associated with the investigation and remediation of several gas manufacturing
 plants.  For additional information, see ENVIRONMENTAL MATTERS.

 Storm damage: Relates to noncapital costs associated with various storms in
 the Company's service territory that are not recoverable through insurance. 
 These amounts were deferred based upon past rate recovery precedent.  An
 annual amount for recovery of storm damage expense is included in the
 Company's retail base rates.

 Nuclear fuel disposal fee: Represents amounts recoverable through rates for
 estimated future disposal costs for spent nuclear fuel at Oyster Creek and
 TMI-1 in accordance with the Nuclear Waste Policy Act of 1982.

 N.J. low-level radwaste disposal: Represents the accrual of the estimated
 assessment for a disposal facility for low-level waste from Oyster Creek, less
 amortization as allowed in the Company's rates.

 Oyster Creek deferred costs: Consists of replacement power and O&M costs
 deferred in accordance with orders from the NJBPU.  The Company has been
 granted recovery of these costs through rates at an annual amount until fully
 amortized.

       Amounts related to the decommissioning of TMI-1 and Oyster Creek, which
 are not included in Regulatory Assets on the Balance Sheet, are separately
 disclosed in NUCLEAR PLANT RETIREMENT COSTS.

       The Company continues to be subject to cost-based ratemaking regulation.
 The Company is unable to estimate to what extent FAS 71 may no longer be
 applicable to its utility assets in the future.


                              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, decommission or clean up waste disposal and other sites currently

                                      -16-
<PAGE>





 or formerly used by it, including formerly owned manufactured gas plants, mine
 refuse piles and generating facilities, 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.  

       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.  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 state environmental
 authorities 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 6 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 lawsuits 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.

       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.  The Company has also entered
 into various cost-sharing agreements with other utilities for most of the
 sites.  As of September 30, 1995, the Company has an estimated environmental
 liability of $32 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 because 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 also provided for interest on any
 overrecovery to be credited to customers until the overrecovery is eliminated
 and for future costs to be amortized over seven years with interest.  A final
 1994 NJBPU order indicated that interest is to be accrued retroactive to June
 1993.  The Company is pursuing reimbursement of the remediation costs from its
 insurance carriers.  In 1994, the Company filed a complaint with the Superior
 Court of New Jersey against several of its insurance carriers, relative to
 these manufactured gas plant sites.  The Company requested the Court to order

                                      -17-
<PAGE>





 the insurance carriers to reimburse it for all amounts it has paid, or may be
 required to pay, in connection with the remediation of the sites. Pretrial
 discovery has begun in this case. 

       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.


                       OTHER COMMITMENTS AND CONTINGENCIES

       The Company's construction programs, for which substantial commitments
 have been incurred and which extend over several years, contemplate
 expenditures of $226 million during 1995.  As a consequence of reliability,
 licensing, environmental and other requirements, additions to utility plant
 may be required relatively late in their expected service lives.  If such
 additions are made, current depreciation allowance methodology may not make
 adequate provision for the recovery of such investments during their remaining
 lives.  Management intends to seek recovery of such costs through the
 ratemaking process, but recognizes that recovery is not assured.

       The Company has entered into a long-term contract with a nonaffiliated
 mining company for the purchase of coal for the Keystone generating station in
 which the Company has a one-sixth ownership interest.  This contract, which
 expires in 2004, requires the purchase of minimum amounts of the station's
 coal requirements.  The price of the coal under the contract is based on
 adjustments of indexed cost components.  The Company's share of the cost of
 coal purchased under this agreement is expected to aggregate $23 million for
 1995.

        The Company and its affiliates have entered into agreements with other
 utilities to purchase capacity and energy for various periods through 2004. 
 These agreements will provide for up to 1,308 MW in 1995, declining to
 1,096 MW in 1997 and 696 MW by 2004.  For the years 1995 through 1999, the
 Company's share of payments pursuant to these agreements are estimated to
 aggregate $202 million, $175 million, $162 million, $145 million, and
 $128 million, respectively.

       The Company has commenced construction of a 141 MW gas-fired combustion
 turbine at its Gilbert generating station.  The new facility, coupled with the
 retirement of two older units, will result in a net capacity increase of
 approximately 95 MW.  This estimated $50 million project (of which $32 million
 has already been spent) is expected to be in-service by mid-1996.  In February
 1995, the NJDEP issued an air permit for the facility based, in part, on the
 NJBPU's December 1994 order which found that New Jersey's Electric Facility
 Need Assessment Act is not applicable to this combustion turbine and that
 construction of this facility, without a market test, is consistent with New
 Jersey energy policies.  An industry trade group representing nonutility
 generators has appealed the NJDEP's issuance of the air permit and the NJBPU's
 order to the Appellate Division of the New Jersey Superior Court.  The Company
 has moved to dismiss the appeal.  There can be no assurance as to the outcome
 of this proceeding.




                                      -18-
<PAGE>





       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 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 a NJBPU Administrative Law Judge.  The Company estimates that
 the potential refund liability from the 1992 LEAC period through February
 1996, the end of the current LEAC period, is $56 million.  There can be no
 assurance as to 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 $11 million before tax.  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 defendants in litigation in which
 compensatory and punitive damages are sought by the public, customers,
 contractors, vendors and other suppliers of equipment and services and by
 employees alleging unlawful employment practices.  While management does not
 expect that the outcome of these matters will have a material effect on the
 Company's financial position or results of operations, there can be no
 assurance that this will continue to be the case.























                                      -19-
<PAGE>





           Jersey Central Power & Light Company and Subsidiary 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
 1994 Annual Report on Form 10-K.


 RESULTS OF OPERATIONS

     Earnings for the third quarter of 1995 were $91.9 million, compared to
 $70.9 million for the same period ended 1994.  The increase in third quarter
 earnings was due primarily to lower operation and maintenance expense (O&M),
 higher sales resulting from hotter summer temperatures compared to last year,
 and new residential and commercial customer growth. 

     For the nine months ended September 30, 1995, earnings were $157.6
 million, compared to $121.7 million for the same period last year. The same
 factors affecting the quarterly results also affected the results for the nine
 month period. In addition, the increase in earnings for the nine month period
 was due primarily to a one-time charge of $30.4 million (after-tax) resulting
 from early retirement programs offered in 1994, and lower O&M expense, which
 included payroll and benefit savings from the early retirement programs. These
 increases for the nine month period were partially offset by lower sales due
 to warmer winter and cooler spring weather, and one-time net interest income
 in 1994 of $7.4 million (after-tax) resulting from refunds of previously paid
 federal income taxes related to the tax retirement of TMI-2.


 OPERATING REVENUES:

     Total revenues for the third quarter of 1995 increased 10.2% to
 $625.5 million, as compared to the third quarter of 1994.  For the nine months
 ended September 30, 1995 revenues increased 2.2% to $1.5 billion, as compared
 to the same period last year.  The components of the changes are as follows:

                                                 (In Millions)               
                                       Three Months           Nine Months
                                          Ended                 Ended
                                    September 30, 1995     September 30, 1995
    Kilowatt-hour (KWH) revenues
      (excluding energy portion)         $ 22.1                $ (3.2)
    Energy revenues                        33.8                  39.1
    Other revenues                          1.8                  (2.9)
         Increase in revenues            $ 57.7                $ 33.0


 Kilowatt-hour revenues

     The increase in KWH revenues for the three month period was due primarily
 to higher sales from hotter summer temperatures in 1995, and new customer
 additions in the residential and commercial sectors. The decrease in KWH

                                      -20-
<PAGE>





 revenues for the nine month period was due to lower residential sales from
 milder winter and cooler spring weather in 1995.

 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 increased in both the three and nine month periods
 primarily from higher energy cost rates and increased sales to other
 utilities. The nine month period increase was partially offset by lower sales
 to customers.

 Other revenues

     Generally, changes in other revenues do not affect earnings 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 since these cost
 increases are substantially recovered through the Company's energy clause. 
 However, earnings for the nine month period were negatively impacted by higher
 reserve capacity expense resulting primarily from a 1995 Pennsylvania-New
 Jersey-Maryland Interconnection (PJM) prior year adjustment, and one-time net 
 charges of $3.6 million (pre-tax) from another utility.

 Fuel and Deferral of energy and capacity costs, net

     Generally, changes in fuel expense and deferral of energy and capacity
 costs do not affect earnings as they are offset by corresponding changes in
 energy revenues.  However, first quarter 1994 earnings benefitted from the
 recognition of a performance award for the efficient operation of the
 Company's nuclear generating stations.

 Other operation and maintenance  

     The decrease in other O&M expense for the three month period was
 primarily attributable to lower storm activity than in the third quarter of
 1994, and lower nuclear expenses due to a refueling outage occurring at Oyster
 Creek during the third quarter of 1994.  The decrease in other O&M expense for
 the nine month period was primarily attributable to a one-time $46.9 million
 (pre-tax) charge in 1994 related to the early retirement programs. Also
 contributing to the nine month O&M reduction were payroll and benefits savings
 from the early retirement programs, and lower 1995 winter storm repair costs.

 Depreciation and Amortization

     The increase in depreciation and amortization expense for the nine month
 period was due primarily to additions to plant in service, partially offset by
 lower amortization of regulatory assets.



                                      -21-
<PAGE>





 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 decrease in other income for the nine month period was primarily
 attributable to lower interest income of $14.7 million (pre-tax) resulting
 from 1994 refunds of previously paid federal income taxes related to the tax
 retirement of TMI-2.  The tax retirement of TMI-2 resulted in a refund for the
 tax years after TMI-2 was retired.

 INTEREST CHARGES AND DIVIDENDS ON PREFERRED SECURITIES:

 Other interest

     Other interest expense for the nine month period decreased primarily from
 the recognition in the first quarter of 1994 of interest expense related to
 the tax retirement of TMI-2.  The tax retirement of TMI-2 resulted in a $3.3
 million (pre-tax) charge to interest expense on additional amounts owed for
 tax years in which depreciation deductions with respect to TMI-2 had been
 taken.

 Dividends on subsidiary-obligated mandatorily redeemable preferred securities

            In the second quarter of 1995, the Company issued $125 million of 
 monthly income preferred securities through a special-purpose finance 
 subsidiary. Dividends on these securities are payable monthly.


 LIQUIDITY AND CAPITAL RESOURCES

 CAPITAL NEEDS:

     The Company's capital needs for the nine months ended September 30, 1995
 consisted of cash construction expenditures of $158 million.  Construction
 expenditures for the year are forecasted to be $226 million.  Expenditures for
 securities maturing in 1995 will total $47 million.  Management estimates that
 approximately two-thirds of the capital needs in 1995 will be satisfied
 through internally generated funds.

 FINANCING:

     GPU has regulatory authority to issue up to four million shares of
 additional common stock through 1996.  GPU expects to use the proceeds from
 any sale of additional common stock to reduce GPU short-term debt and make
 capital contributions to the Company and its affiliates, and EI.

     The Company has regulatory authority to issue and sell first mortgage
 bonds (FMBs), which may be issued as secured medium-term notes, and preferred
 stock through June 1997.  Under existing authorizations, the Company may issue
 such senior securities in the amount of $225 million, of which $100 million


                                      -22-
<PAGE>





 may consist of preferred stock.  The Company also has regulatory authority to
 incur short-term debt, a portion of which may be through the issuance of
 commercial paper.

     On November 1, 1995, the Company redeemed, at maturity, $17.4 million
 principal amount of FMBs.

     The Company's bond indenture and articles of incorporation include
 provisions that limit the amount of long-term debt, preferred stock and short-
 term debt the Company may issue.  The Company's interest and preferred
 dividend coverage ratios are currently in excess of indenture and charter
 restrictions.


 COMPETITIVE ENVIRONMENT:

     In September 1995, the Federal Energy Regulatory Commission (FERC)
 accepted for filing, subject to possible refund, the Company's proposed open
 access transmission tariffs.  The tariffs were submitted to the FERC in March
 1995, prior to the FERC's issuance of the Notice of Proposed Rulemaking on
 open access non-discriminatory transmission services.  The FERC has ordered
 that hearings be held on a number of aspects of these tariffs, including
 whether they are consistent in certain respects with FERC policy on open
 access and comparability of service. The tariffs provide for both firm and
 interruptible service on a point-to-point basis.  Network service, where
 requested, will be negotiated on a case by case basis.

     In August 1995, the New Jersey Board of Public Utilities (NJBPU)
 initiated Phase II of the Energy Master Plan on industry restructuring.  The
 NJBPU Phase II Report, which is expected to address such items as retail and
 wholesale competition and divestiture of utility assets, is scheduled for
 release in March 1996.


 THE SUPPLY PLAN:

 Managing Nonutility Generation

     The Company and its affiliates are seeking to reduce the above market
 costs of nonutility generation agreements, including (1) attempting to convert
 must-run agreements to dispatchable agreements; (2) attempting to renegotiate
 prices of the agreements; (3) offering contract buy-outs while seeking to
 recover the costs through their energy clauses and (4) initiating proceedings
 before federal and state administrative agencies, and in the courts, where
 appropriate.  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,
 and are supporting legislative efforts to repeal the Public Utility Regulatory
 Policies Act of 1978 (PURPA).  These efforts may result in claims against the
 Company and its affiliates for substantial damages.  There can, however, be no
 assurance as to what extent the Company's and its affiliates' efforts will be
 successful in whole or in part.  The following is a discussion of some major
 nonutility generation activities involving the Company.




                                      -23-
<PAGE>





     In March 1995, the U.S. Court of Appeals denied petitions for rehearing
 filed by the Company, the NJBPU, and the New Jersey Division of Ratepayer
 Advocate, asking that the Court reconsider its January 1995 decision
 prohibiting the NJBPU from reexamining its order approving the rates payable
 to Freehold Cogeneration Associates under a long-term power purchase agreement
 entered into pursuant to PURPA.  On October 5, 1995 the  U. S. Supreme Court
 denied petitions for review, filed by the Company and the Ratepayer Advocate.
 The Company also petitioned the FERC to declare the agreement unlawful on the
 grounds that when it was approved by the NJBPU, the contract pricing violated
 PURPA, in that it requires the Company to purchase power at costs that were
 above its then avoided costs.  On October 11, 1995, the FERC  denied the
 Company's petition to void the agreement.  The Company intends to seek
 rehearing by the FERC, and may pursue the case in federal court.

     In 1994, a nonutility generator requested that the NJBPU order the
 Company to enter into a long-term agreement to buy capacity and energy.  The
 Company contested the request, and the NJBPU referred the matter to an
 Administrative Law Judge (ALJ) for hearings. In February 1995, the ALJ issued
 an initial decision stating that the nonutility generator had created a
 legally enforceable obligation, but the appropriate avoided cost to be used
 was still to be decided by the NJBPU. However, in April 1995, the NJBPU
 remanded the proceeding to the ALJ for fact finding.  In October 1995, at the
 request of the nonutility generator, the NJBPU entered an order dismissing the
 petition.

     In May 1995, the Appellate Division of the New Jersey Superior Court
 reversed NJBPU orders granting the developers of the Crown/Vista project in-
 service date extensions for their proposed 200 MW coal-fired facilities.  In
 June 1995, the New Jersey Assembly passed a bill which, if enacted, would have
 the effect of nullifying the Court's decision by retroactively extending the
 in-service deadlines on the project for three years.  In August 1995, the
 developers entered into a buy-out agreement under which the Company has
 purchased and terminated the agreements for $17 million.  The Company intends
 to file with the NJBPU for recovery of the costs through the levelized energy
 adjustment clause.

     In August 1995, the Company and its affiliates entered into a three-year
 fuel management agreement with New Jersey Natural Energy Corporation, an
 affiliate of New Jersey Natural Gas Company, to manage the Company's and its
 affiliates' natural gas purchases and interstate pipeline capacity.  It is
 intended that the Company's and its affiliates' gas-fired facilities, as well
 as up to approximately 1,100 MW of nonutility generation capacity, will be
 pooled and managed under this agreement, allowing the Company and its
 affiliates to reduce power purchase expenses. 

     The Company has contracts and anticipated commitments with nonutility
 generation suppliers under which a total of 892 MW of capacity are currently
 in service and an additional 110 MW are currently scheduled or anticipated to
 be in service by 1999.








                                      -24-
<PAGE>





                                     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 Consolidated Financial Statements is
             incorporated herein by reference and made a part hereof.

 ITEM 5 -    OTHER EVENTS

             Management 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, i.e. its ability,
             when necessary, to off-load the entire core to conduct certain
             maintenance or repairs in order to restore operation of the plant. 
             In 1994, the Lacey Township Zoning Board of Adjustment issued a
             use variance for the on-site storage facility, but Berkeley
             Township and another party appealed to the New Jersey Superior
             Court to overturn the decision.  The Superior Court then remanded
             the variance application to the Board of Adjustment for the
             limited purpose of permitting the plaintiffs to present expert
             testimony.  In August 1995, the Board of Adjustment ruled in favor
             of the Company and reaffirmed its 1994 decision granting the
             Company the use variance.  Construction of the facility is
             continuing, and is expected to be completed by early 1996.

 ITEM 6 -    EXHIBITS AND REPORTS ON FORM 8-K

             (a) Exhibits
                 (27)  Financial Data Schedule

             (b) Reports on Form 8-K:
                 For the month of October 1995, dated October 4, 1995, under
                 Item 5 (Other Events)

                 For the month of October 1995, dated October 20, 1995, under
                 Item 5 (Other Events), as amended by Form 8-K/A No. 1, dated
                 October 27, 1995
















                                      -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 8, 1995                By:   /s/ D. Baldassari                  
                                      D. Baldassari, President 
                                      



 November 8, 1995                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 AND SUBSIDIARY 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, 1995  September 30, 1994
            <S>                                         <C>                 <C>    
            OPERATING REVENUES                          $1 546 594          $1 513 634

            OPERATING EXPENSES                           1 228 111           1 254 597
               Interest portion of rentals (A)               9 385               8 284
                     Net expense                         1 218 726           1 246 313

            OTHER INCOME:
               Allowance for funds used
                 during construction                         4 554               2 233
               Other income, net                            10 713              23 154
                     Total other income                     15 267              25 387

            EARNINGS AVAILABLE FOR FIXED CHARGES
              AND PREFERRED STOCK DIVIDENDS
              (excluding taxes based on income)         $  343 135          $  292 708

            FIXED CHARGES:
               Interest on funded indebtedness          $   69 421          $   70 981
               Other interest (B)                           11 637              12 011
               Interest portion of rentals (A)               9 385               8 284
            Total fixed charges                         $   90 443          $   91 276

            RATIO OF EARNINGS TO FIXED CHARGES                3.79                3.21

            Preferred stock dividend requirement            10 871              11 096
            Ratio of income before provision
              for income taxes to net income (C)             150.0%              151.6%
            Preferred stock dividend requirement
              on a pre-tax basis                            16 306              16 822
            Fixed charges, as above                         90 443              91 276
                     Total fixed charges and
                       preferred stock dividends        $  106 749          $  108 098

            RATIO OF EARNINGS TO COMBINED
              FIXED CHARGES AND PREFERRED
              STOCK DIVIDENDS                                 3.21                2.71
</TABLE>
<PAGE>





                                                                 Exhibit 12
                                                                 Page 2 of 2


  
                                                                                
           JERSEY CENTRAL POWER & LIGHT COMPANY AND SUBSIDIARY 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




                      

 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) Includes dividends on company-obligated mandatorily redeemable preferred
     securities of $3,953 for the nine months ended September 30, 1995 only. 

 (C) Represents income before provision for income taxes of $252,692 and
     $201,432, for the nine months ended September 30, 1995 and September 30,
     1994, respectively, divided by net income of $168,454 and $132,845,
     respectively.  
<PAGE>


<TABLE> <S> <C>


          <ARTICLE> UT
          <CIK> 0000053456
          <NAME> JERSEY CENTRAL POWER & LIGHT COMPANY
          <MULTIPLIER> 1,000
          <CURRENCY> US DOLLARS
                 
          <S>                              <C>
          <PERIOD-TYPE>                          9-MOS
          <FISCAL-YEAR-END>                DEC-31-1995
          <PERIOD-START>                   JAN-01-1995
          <PERIOD-END>                     SEP-30-1995
          <EXCHANGE-RATE>                            1
          <BOOK-VALUE>                        PER-BOOK
          <TOTAL-NET-UTILITY-PLANT>          2,894,180
          <OTHER-PROPERTY-AND-INVEST>          308,126
          <TOTAL-CURRENT-ASSETS>               465,191
          <TOTAL-DEFERRED-CHARGES>             829,300
          <OTHER-ASSETS>                             0
          <TOTAL-ASSETS>                     4,496,797
          <COMMON>                             153,713
          <CAPITAL-SURPLUS-PAID-IN>            450,769
          <RETAINED-EARNINGS>                  834,721
          <TOTAL-COMMON-STOCKHOLDERS-EQ>     1,439,203
                          259,000  <F1>
                                     37,741
          <LONG-TERM-DEBT-NET>               1,192,890
          <SHORT-TERM-NOTES>                    13,600
          <LONG-TERM-NOTES-PAYABLE>                  0
          <COMMERCIAL-PAPER-OBLIGATIONS>        23,781
          <LONG-TERM-DEBT-CURRENT-PORT>         73,140
                       10,000
          <CAPITAL-LEASE-OBLIGATIONS>            2,849
          <LEASES-CURRENT>                      90,607
          <OTHER-ITEMS-CAPITAL-AND-LIAB>     1,353,986
          <TOT-CAPITALIZATION-AND-LIAB>      4,496,797
          <GROSS-OPERATING-REVENUE>          1,546,594
          <INCOME-TAX-EXPENSE>                  79,965
          <OTHER-OPERATING-EXPENSES>         1,228,111
          <TOTAL-OPERATING-EXPENSES>         1,308,076
          <OPERATING-INCOME-LOSS>              238,518
          <OTHER-INCOME-NET>                     7,296
          <INCOME-BEFORE-INTEREST-EXPEN>       245,814
          <TOTAL-INTEREST-EXPENSE>              77,360  <F2>
          <NET-INCOME>                         168,454
                     10,871
          <EARNINGS-AVAILABLE-FOR-COMM>        157,583
          <COMMON-STOCK-DIVIDENDS>              95,000  <F3>
          <TOTAL-INTEREST-ON-BONDS>             91,917
          <CASH-FLOW-OPERATIONS>               203,564
          <EPS-PRIMARY>                              0
          <EPS-DILUTED>                              0
          <FN>
          <F1> INCLUDES COMPANY-OBLIGATED MANDATORILY REDEEMABLE PREFERRED
          <F1> SECURITIES OF $125,000.
          <F2> INCLUDES DIVIDENDS ON COMPANY-OBLIGATED MANDATORILY REDEEMABLE
          <F2> PREFERRED SECURITIES OF $3,953.
          <F3> REPRESENTS COMMON STOCK DIVIDENDS PAID TO PARENT CORPORATION.
          </FN>
                  <PAGE>

</TABLE>


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