OHIO EDISON CO
10-Q, 1995-11-03
ELECTRIC SERVICES
Previous: NORTHWEST NATURAL GAS CO, 10-Q, 1995-11-03
Next: OIL DRI CORPORATION OF AMERICA, DEF 14A, 1995-11-03



                            FORM 10-Q


               SECURITIES AND EXCHANGE COMMISSION
                    Washington, D. C.  20549



(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 1-2578

                       OHIO EDISON COMPANY
     (Exact name of Registrant as specified in its charter)

                    Ohio                      34-0437786
     (State or other jurisdiction of       (I.R.S. Employer
      incorporation or organization)      Identification No.)

      76 South Main Street, Akron, Ohio           44308
   (Address of principal executive offices)     (Zip Code)

Registrant's telephone number, including area code: 216-384-5100


    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     
    ---        ---

    Indicate the number of shares outstanding of each of the
issuer's classes of common stock, as of the latest practicable
date:

    152,569,437 shares of common stock, $9 par value, outstanding
as of November 3, 1995.


                       OHIO EDISON COMPANY

                        TABLE OF CONTENTS

                                                             Pages

Part I. Financial Information

        Consolidated Statements of Income                     1

        Consolidated Balance Sheets                          2-3

        Consolidated Statements of Cash Flows                 4

        Notes to Consolidated Financial Statements           5-6

        Report of Independent Public Accountants              7

        Management's Discussion and Analysis of Results
         of Operations and Financial Condition               8-10


Part II.Other Information































<TABLE>
PART I.  FINANCIAL INFORMATION
                                            OHIO EDISON COMPANY

                                     CONSOLIDATED STATEMENTS OF INCOME
                                                (Unaudited)
<CAPTION>
                                                             Three Months Ended        Nine Months Ended
                                                                September 30,            September 30,
                                                            --------------------     ---------------------
                                                              1995        1994         1995         1994
                                                            --------    --------     --------     --------
                                                               (In thousands, except per share amounts)
<S>                                                         <C>         <C>         <C>           <C>
OPERATING REVENUES                                          $667,013    $614,390    $1,848,585    $1,801,066
                                                            --------    --------    ----------    ----------
OPERATING EXPENSES AND TAXES:
  Fuel and purchased power                                   126,589     109,199       346,690       340,826
  Nuclear operating costs                                     73,083      80,021       225,049       235,575
  Other operating costs                                      116,648     102,431       324,546       324,905
                                                            --------    --------    ----------    ----------
      Total operation and maintenance expenses               316,320     291,651       896,285       901,306
  Provision for depreciation                                  61,473      58,579       174,238       164,918
  Amortization of net regulatory assets                        6,382      (1,244)       13,009        (7,214)
  General taxes                                               63,436      61,255       183,745       180,361
  Income taxes                                                60,413      52,332       149,092       139,405
                                                            --------    --------    ----------    ----------
      Total operating expenses and taxes                     508,024     462,573     1,416,369     1,378,776
                                                            --------    --------    ----------    ----------
OPERATING INCOME                                             158,989     151,817       432,216       422,290

OTHER INCOME                                                   1,190       5,032         8,016        10,821
                                                            --------    --------    ----------    ----------
TOTAL INCOME                                                 160,179     156,849       440,232       433,111
                                                            --------    --------    ----------    ----------
NET INTEREST AND OTHER CHARGES:
  Interest on long-term debt                                  61,619      65,638       185,355       195,767
  Deferred nuclear unit interest                                -         (2,124)       (4,250)       (6,383)
  Allowance for borrowed funds used during
    construction and capitalized interest                     (1,595)     (1,224)       (3,898)       (3,796)
  Other interest expense                                       5,946       5,167        17,708        13,124
  Subsidiary's preferred stock dividend requirements           1,157       1,167         3,618         4,204
                                                            --------    --------    ----------    ----------
      Net interest and other charges                          67,127      68,624       198,533       202,916
                                                            --------    --------    ----------    ----------
NET INCOME                                                    93,052      88,225       241,699       230,195

PREFERRED STOCK DIVIDEND REQUIREMENTS                          5,349       5,356        16,245        16,316
                                                            --------    --------    ----------    ----------
EARNINGS ON COMMON STOCK                                    $ 87,703    $ 82,869    $  225,454    $  213,879
                                                            ========    ========    ==========    ==========
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING         143,750     143,310       143,636       143,168
                                                            ========    ========    ==========    ==========
EARNINGS PER SHARE OF COMMON STOCK                             $ .61       $ .58        $ 1.57        $ 1.49
                                                               =====       =====        ======        ======
DIVIDENDS DECLARED PER SHARE OF COMMON STOCK                   $.375       $.375        $1.125        $1.125
                                                               =====       =====        ======        ======
<FN>
The accompanying Notes to Consolidated Financial Statements are an integral part of these statements.

</TABLE>

                                                              - 1 -

<TABLE>
                                            OHIO EDISON COMPANY

                                        CONSOLIDATED BALANCE SHEETS
                                                (Unaudited)
<CAPTION>
                                                                September 30,            December 31,
                                                                    1995                     1994
                                                                -------------            ------------
                                                                            (In thousands)
                      ASSETS
                      ------
<S>                                                               <C>                     <C>
UTILITY PLANT:
  In service, at original cost                                    $8,602,933              $8,518,050
  Less--Accumulated provision for depreciation                     3,044,512               2,910,587
                                                                  ----------              ----------
                                                                   5,558,421               5,607,463
                                                                  ----------              ----------
Construction work in progress-
  Electric plant                                                     157,965                 174,970
  Nuclear fuel                                                        22,316                  52,470
                                                                  ----------              ----------
                                                                     180,281                 227,440
                                                                  ----------              ----------
                                                                   5,738,702               5,834,903
                                                                  ----------              ----------
OTHER PROPERTY AND INVESTMENTS:
  Letter of credit collateralization                                 277,763                 277,763
  Other                                                              243,274                 197,546
                                                                  ----------              ----------                           
                                                                     521,037                 475,309
                                                                  ----------              ----------
CURRENT ASSETS:
  Cash and cash equivalents                                          112,566                  23,291
  Receivables-
    Customers (less accumulated provisions of $2,367,000
      and $2,517,000, respectively, for uncollectible accounts)      262,685                 254,515
    Other                                                             45,586                  54,713
  Materials and supplies, at average cost-
    Fuel                                                              33,693                  40,528
    Other                                                             72,391                  81,809
  Prepayments                                                         66,111                  71,836
                                                                  ----------              ----------
                                                                     593,032                 526,692
                                                                  ----------              ----------
DEFERRED CHARGES:
  Regulatory assets                                                1,967,495               2,005,333
  Unamortized sale and leaseback costs                               104,134                 106,883
  Other                                                               51,570                  44,844
                                                                  ----------              ----------
                                                                   2,123,199               2,157,060
                                                                  ----------              ----------
                                                                  $8,975,970              $8,993,964
                                                                  ==========              ==========
</TABLE>

                                                              - 2 -
<TABLE>
                                            OHIO EDISON COMPANY

                                        CONSOLIDATED BALANCE SHEETS
                                                (Unaudited)
<CAPTION>
                                                                 September 30,           December 31,
                                                                     1995                    1994
                                                                 -------------           ------------
                                                                            (In thousands)
<S>                                                                <C>                   <C>
              CAPITALIZATION AND LIABILITIES
              ------------------------------
CAPITALIZATION:
  Common stockholders' equity-
    Common stock, $9 par value, authorized 175,000,000
      shares-152,569,437 shares outstanding                        $1,373,125             $1,373,125
    Other paid-in capital                                             725,646                724,848
    Retained earnings                                                 453,484                389,600
    Unallocated employee stock ownership plan common
      stock - 8,774,025 and 9,076,489 shares, respectively           (164,729)              (170,376)
                                                                   ----------             ----------
        Total common stockholders' equity                           2,387,526              2,317,197
  Preferred stock-
    Not subject to mandatory redemption                               277,335                277,335
    Subject to mandatory redemption                                    25,000                 25,000
  Preferred stock of consolidated subsidiary-
    Not subject to mandatory redemption                                50,905                 50,905
    Subject to mandatory redemption                                    15,000                 15,000
  Long-term debt                                                    2,877,421              3,166,593
                                                                   ----------             ----------
                                                                    5,633,187              5,852,030
                                                                   ----------             ----------
CURRENT LIABILITIES:
  Currently payable long-term debt                                    447,300                227,496
  Short-term borrowings                                                89,735                174,642
  Accounts payable                                                     89,116                100,884
  Accrued taxes                                                       120,619                140,629
  Accrued interest                                                     61,970                 65,743
  Other                                                               212,645                152,856
                                                                   ----------             ----------
                                                                    1,021,385                862,250
                                                                   ----------             ----------
DEFERRED CREDITS:
  Accumulated deferred income taxes                                 1,797,609              1,799,324
  Accumulated deferred investment tax credits                         217,528                223,827
  Property taxes                                                      108,813                106,458
  Other                                                               197,448                150,075
                                                                   ----------             ----------
                                                                    2,321,398              2,279,684
                                                                   ----------             ----------
COMMITMENTS, GUARANTEES AND
  CONTINGENCIES (Note 2)                                           ----------             ----------
                                                                   $8,975,970             $8,993,964
                                                                   ==========             ==========
<FN>
The accompanying Notes to Consolidated Financial Statements are an integral part of these balance sheets.
</TABLE>
                                                              - 3 -
<TABLE>
                                            OHIO EDISON COMPANY

                                   CONSOLIDATED STATEMENTS OF CASH FLOWS
                                                (Unaudited)
<CAPTION>
                                                                Three Months Ended        Nine Months Ended
                                                                   September 30,             September 30,
                                                               --------------------      -------------------
                                                                 1995        1994          1995       1994
                                                               --------    --------      --------   --------
                                                                               (In thousands)
<S>                                                            <C>         <C>           <C>        <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income                                                   $ 93,052    $ 88,225      $241,699   $230,195
  Adjustments to reconcile net income to net
    cash from operating activities-
      Provision for depreciation                                 61,473      58,579       174,238    164,918
      Nuclear fuel and lease amortization                        19,569      19,028        51,769     51,216
      Deferred income taxes, net                                  7,185       8,499        17,893     23,689
      Investment tax credits, net                                (2,287)     (2,009)       (6,299)    (6,027)
      Allowance for equity funds used during construction         1,315      (1,094)          -       (4,160)
      Deferred fuel costs, net                                       65      (6,423)        6,082     (6,105)
      Receivables                                                (6,434)     23,956           957     27,617
      Materials and supplies                                     12,527       3,697        16,253      6,268
      Accounts payable                                           (5,577)    (47,304)       (5,491)   (12,822)
      Other                                                      98,151      47,426        81,174     47,948
                                                               --------    --------      --------   --------
          Net cash provided from operating activities           279,039     192,580       578,275    522,737
                                                               --------    --------      --------   --------
CASH FLOWS FROM FINANCING ACTIVITIES:
  New Financing-
    Long-term debt                                              126,397      93,167       253,620    324,964
    Short-term borrowings, net                                     -        136,758          -       125,535
  Redemptions and Repayments-
    Preferred stock                                                -          6,000          -        56,362
    Long-term debt                                              121,860     216,782       329,155    356,256
    Short-term borrowings, net                                  141,215        -           84,907       -   
  Dividend Payments-
    Common stock                                                 47,882      54,684       163,267    163,101
    Preferred stock                                               5,329       5,533        16,063     16,678
                                                               --------    --------      --------   --------
          Net cash used for financing activities                189,889      53,074       339,772    141,898
                                                               --------    --------      --------   --------
CASH FLOWS FROM INVESTING ACTIVITIES:
  Property additions                                             35,055      60,895       128,991    206,265
  Letter of credit collateralization deposit                       -         77,763          -       277,763
  Other                                                           1,896       1,849        20,237      9,351
                                                               --------    --------      --------   --------
          Net cash used for investing activities                 36,951     140,507       149,228    493,379
                                                               --------    --------      --------   --------
Net increase (decrease) in cash and cash equivalents             52,199      (1,001)       89,275   (112,540)
Cash and cash equivalents at beginning of period                 60,367      48,151        23,291    159,690
                                                               --------    --------      --------   --------
Cash and cash equivalents at end of period                     $112,566    $ 47,150      $112,566   $ 47,150
                                                               ========    ========      ========   ========
<FN>
The accompanying Notes to Consolidated Financial Statements are an integral part of these statements.
</TABLE>                                                      - 4 -

                       OHIO EDISON COMPANY

           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           (Unaudited)

1 - FINANCIAL STATEMENTS:

          The condensed consolidated financial statements reflect
all normal recurring adjustments that, in the opinion of
management, are necessary to fairly present results of operations
for the interim periods. These statements should be read in
conjunction with the consolidated financial statements and notes
included in Ohio Edison Company's (Company) 1994 Annual Report to
Stockholders. The results of operations are not intended to be
indicative of results of operations for any future period.

2 - COMMITMENTS, GUARANTEES AND CONTINGENCIES:

      Construction Program --

          The Company and its wholly owned subsidiary, Pennsylvania
Power Company (Companies), currently forecast expenditures of
approximately $800,000,000 for property additions and improvements
from 1995-1999, of which approximately $180,000,000 is applicable
to 1995. The Companies' nuclear fuel investments are expected to be
approximately $149,000,000 during the 1995-1999 period, of which
approximately $17,000,000 is applicable to 1995.

       Guarantees --

          The Companies, together with the other Central Area Power
Coordination Group companies, have each severally guaranteed
certain debt and lease obligations in connection with a coal supply
contract for the Bruce Mansfield Plant. As of September 30, 1995,
the Companies' share of the guarantees were $72,851,000. The price
under the coal supply contract, which includes certain minimum
payments, has been determined to be sufficient to satisfy the debt
and lease obligations.

       Environmental Matters --

          Various federal, state and local authorities regulate the
Companies with regard to air and water quality and other
environmental matters. The Companies have estimated additional
capital expenditures for environmental compliance of approximately
$70,000,000 for the period 1995 through 1999, which is included in
the construction forecast under "Construction Program."

          The Clean Air Act Amendments of 1990 required significant
reductions of sulfur dioxide (SO2) and nitrogen oxides (NOx)  from
the Companies' coal-fired generating units by 1995 and additional


                              - 5 -
                       OHIO EDISON COMPANY

       NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Cont'd)
                           (Unaudited)

emission reductions by 2000. SO2 reductions for the years
1995 through 1999 are being achieved by burning lower-sulfur fuel,
generating more electricity from lower-emitting plants and/or
purchasing emission allowances. Equipment already installed
provides NOx reductions sufficient to meet the 1995 requirements.
Plans for complying with reductions required for the year 2000 and
thereafter have not been finalized. The Environmental Protection
Agency (EPA) is conducting additional studies which could indicate
the need for additional NOx reductions from the Companies'
Pennsylvania facilities by the year 2003. The cost of such
reductions, if required, may be substantial. The Company continues
to evaluate its compliance plans and other compliance options.

          The Companies are required to meet federally approved SO2
regulations. Violations of such regulations can result in shutdown
of the generating unit involved, and/or civil or criminal penalties
of up to $25,000 for each day the unit is in violation. The EPA has
an interim enforcement policy for SO2 regulations in Ohio that
allows for compliance based on a 30-day averaging period. The EPA
has proposed regulations that could change the interim enforcement
policy, including the method of determining compliance with
emission limits. The Companies cannot predict what action the EPA
may take in the future with respect to the proposed regulations or
the interim enforcement policy.

          The Pennsylvania Department of Environmental Resources
has issued regulations dealing with the storage, treatment,
transportation and disposal of residual waste such as coal ash and
scrubber sludge. These regulations impose additional requirements
relating to permitting, ground water monitoring, leachate
collection systems, closure, liability insurance and operating
matters. The Companies are considering various compliance options
but are presently unable to determine the ultimate increase in
capital and operating costs at existing sites.

          Legislative, administrative and judicial actions will
continue to change the way that the Companies must operate in order
to comply with environmental laws and regulations. With respect to
any such changes and to the environmental matters described above,
the Companies expect that any resulting additional capital costs
which may be required, as well as any required increase in
operating costs, would ultimately be recovered from their
customers.





                              - 6 -
            REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS

To Ohio Edison Company:

          We have reviewed the accompanying consolidated balance
sheet of Ohio Edison Company (an Ohio corporation) and subsidiaries
as of September 30, 1995, and the related consolidated statements
of income and cash flows for the three-month and nine-month periods
ended September 30, 1995 and 1994. These financial statements are
the responsibility of the Company's management.

          We conducted our review in accordance with standards
established by the American Institute of Certified Public
Accountants. A review of interim financial information consists
principally of applying analytical procedures to financial data and
making inquiries of persons responsible for financial and
accounting matters. It is substantially less in scope than an audit
conducted in accordance with generally accepted auditing standards,
the objective of which is the expression of an opinion regarding
the financial statements taken as a whole. Accordingly, we do not
express such an opinion.

          Based on our review, we are not aware of any material
modifications that should be made to the financial statements
referred to above for them to be in conformity with generally
accepted accounting principles.

          We have previously audited, in accordance with generally
accepted auditing standards, the consolidated balance sheet and
consolidated statement of capitalization of Ohio Edison Company and
subsidiaries as of December 31, 1994, and the related consolidated
statements of income, retained earnings, capital stock and other
paid-in capital, cash flows and taxes for the year then ended (not
presented separately herein). In our opinion, the information set
forth in the accompanying consolidated balance sheet as of December
31, 1994, is fairly stated, in all material respects, in relation
to the balance sheet from which it has been derived.





                                     ARTHUR ANDERSEN LLP

Cleveland, Ohio
November 3, 1995







                              - 7 -
                       OHIO EDISON COMPANY

             MANAGEMENT'S DISCUSSION AND ANALYSIS OF
          RESULTS OF OPERATIONS AND FINANCIAL CONDITION

Results of Operations

        Earnings on common stock increased to $1.57 per share for
the nine month period ended September 30, 1995, from $1.49 per
share in the same period of 1994. Earnings increased to $.61 per
share in the third quarter of 1995 compared to $.58 per share for
the same period last year. The improved earnings were due to record
retail sales for the quarter and year to date periods in
conjunction with continuing cost reductions that partially offset
the increased maintenance expenses discussed below.

        During the first nine months of 1995, retail kilowatt-hour
sales increased 3.5% over the same period last year. Residential
and commercial sales increased 2.9% and 2.0%, respectively, during
this period. An improving local economy pushed industrial sales up
5.0% compared to the nine month period ended September 30, 1994.
The Company began supplying 300 megawatts of power to another
utility in the second quarter of 1995 under a short-term contract
that expires at the end of 1995. This contract contributed to a
16.6% increase in sales to other utilities during the period. This
increase coupled with the higher level of retail sales caused total
kilowatt-hour sales to increase by 5.8% during the first nine
months of 1995.

        Warmer than normal temperatures during the third quarter
of 1995 and an improving local economy contributed to a 9.9%
increase in retail kilowatt-hour sales. Residential and commercial
sales increased 13.7% and 5.1%, respectively, compared to the same
period last year. A 10.7% increase in industrial sales was
favorably impacted by the resumption of operations by two major
customers that had reduced operations in 1994. Excluding sales to
these customers, industrial sales were 4.9% higher than last year's
level. Sales to other utilities increased 43.0% during the period
as a result of the short-term contract discussed above. Total
kilowatt-hour sales were up 15.4% during the quarter.

        Fuel and purchased power costs were higher during the three
and nine months ended September 30, 1995 due primarily to increased
sales. Nuclear expenses were lower in the first nine months of 1995
than they were last year because of corrective maintenance work
that was being performed during the scheduled refueling outage at
the Perry Plant in 1994. Expenses associated with scheduled
maintenance outages at other generating units contributed to the
increase in other operating costs during the third quarter of 1995,
compared to last year.



                              - 8 -
                       OHIO EDISON COMPANY

             MANAGEMENT'S DISCUSSION AND ANALYSIS OF
     RESULTS OF OPERATIONS AND FINANCIAL CONDITION (Cont'd)

        Increased depreciation charges in 1995 reflect a higher
level of depreciable utility plant combined with an increase in the
accrual for nuclear decommissioning costs. The change in
amortization of net regulatory assets resulted from the absence of
credits in 1995 compared to last year due to limitations contained
in the Company's Rate Stabilization and Service Area Development
Program authorized by the Public Utilities Commission of Ohio
(PUCO) in 1992. Amortization of these credits will continue in the
fourth quarter of 1995 as a result of the Company's Rate Reduction
and Economic Development Plan which is discussed below. In
addition, the Company discontinued deferring postretirement
benefits in the third quarter of 1995 due to the rate plan filing.

        Overall, interest costs were lower during the first nine
months of 1995 than the same period last year. Interest on long-
term debt decreased due to refinancing and redemption of higher-
cost debt that occurred subsequent to September 30, 1994. Other
interest expense increased compared to last year due primarily to
higher levels of short-term borrowings. The Company also
discontinued deferring nuclear unit interest in the third quarter
of 1995 in connection with its rate plan filing.

Capital Resources and Liquidity

          The Companies have continuing cash requirements for
planned capital expenditures and debt maturities. During the fourth
quarter of 1995, capital requirements for property additions and
capital leases are expected to be about $65,000,000, including
$4,000,000 for nuclear fuel.  The Companies have additional cash
requirements of approximately $13,000,000 to meet maturities of
long-term debt during the remainder of 1995. These cash
requirements are expected to be satisfied with internal cash and/or
short-term credit arrangements.

        As of September 30, 1995, the Companies had about
$113,000,000 of cash and temporary investments. Of that amount,
$74,250,000 was held in escrow for the redemption of pollution
control obligations discussed below. The Companies also had
approximately $90,000,000 of short-term indebtedness. The Company
had the capability to borrow approximately $127,000,000 as of
September 30, 1995 through OES Fuel credit facilities. In addition,
the Companies had $52,000,000 of unused short-term bank lines of
credit, and $45,000,000 of bank facilities that provide for
borrowings on a short-term basis at the banks' discretion. OES
Capital had approximately $30,000,000 of unused, short-term
borrowing capability as of September 30, 1995.


                              - 9 -
                       OHIO EDISON COMPANY

             MANAGEMENT'S DISCUSSION AND ANALYSIS OF
     RESULTS OF OPERATIONS AND FINANCIAL CONDITION (Cont'd)

        In July 1995, the Company issued $60,000,000 of 7.05%
pollution control notes under a forward refunding arrangement. The
proceeds from that issue were used to refund $60,000,000 of 10.5%
pollution control notes on October 1, 1995. The Company also repaid
at maturity $75,000,000 of 9.44% term notes subsequent to the end
of the third quarter. During September 1995, Penn Power issued
$14,250,000 of 6% pollution control notes. The proceeds from that
issue were used to redeem a like amount of 8.125% pollution control
notes on October 1, 1995. Penn Power also optionally redeemed
$6,500,000 of 7.625% first mortgage bonds during the third quarter.

        During October 1995, the Company, through the Ohio Edison
Financing Trust, issued $120,000,000 of 9% Trust Preferred Capital
Securities. Proceeds from that issue will be used to retire
$116,370,000 of preferred stock with a weighted average dividend
rate of 7.65%. This refinancing is expected to result in annualized
cash savings of approximately $2,200,000 per year.

        On October 18, 1995, the PUCO approved the Company's
Comprehensive Rate Reduction and Economic Development Plan (Plan).
The Plan is designed to enhance and accelerate economic development
within the Company's service area and to assure the Company's
customers of long-term competitive pricing for energy services.

        The Plan, which is effective November 1, 1995, provides for
freezing the Company's base electric rates until January 1, 2006,
at which time base electric rates will be reduced by approximately
$300,000,000, or 20 percent, on an annual basis. During the ten-
year rate freeze period, which will remain in effect unless certain
significant events occur, transition rate credits will be
implemented for customers served under the Company's General
Service-Large rates (primarily industrial customers). Also, the
monthly customer charge will be reduced for customers served under
the Company's General Service-Secondary and Residential rates.
Taken together, these transition rate credits are expected to
reduce operating revenues by approximately $600,000,000 during the
ten-year rate freeze period.

        A major component of the Plan is the Company's commitment
to reduce fixed costs during the ten-year period by implementing
regulatory accounting modifications, such as accelerating
depreciation of generating assets and increasing amortization of
regulatory assets which are being recovered from customers. The
Company has established aggressive targets to reduce costs and
increase revenue opportunities through its performance initiatives
program. Achieving those targets enables the Company to implement


                              - 10 -
                       OHIO EDISON COMPANY

             MANAGEMENT'S DISCUSSION AND ANALYSIS OF
     RESULTS OF OPERATIONS AND FINANCIAL CONDITION (Cont'd)

these accounting modifications and offer the transition rate
credits during the Plan period, and preserve the opportunity to
maintain a reasonable return to shareholders. The Plan includes a
cap (based upon the most recent common equity return authorized for
the Company by the PUCO) on the amount the Company may earn
applicable to its common stockholders in any calendar year during
the Plan period. If the cap is exceeded, such excess will be
credited to customers in a future period.

        In connection with proceedings before the Federal Energy
Regulatory Commission (FERC) between Penn Power and one of its
municipal customers, both parties have filed proposals with the
FERC requesting it to establish final terms. No ruling has yet been
issued. Sales to this municipality were approximately $1,468,000
for the year 1994.




                              - 11 -

PART II.  OTHER INFORMATION


Item 1.Legal Proceedings

Reference is made to "Item 3. Legal Proceedings" in the Company's
Annual Report on Form 10-K for the year ended December 31, 1994,
for a discussion of an adverse decision in a Central Area Power
Coordination Group (CAPCO) suit against Westinghouse Electric
Corporation.  In September 1995, the United States Court of Appeals
for the Third Circuit upheld the decision in an appeal by the CAPCO
companies.

Item 6. Exhibits and Reports on Form 8-K
        --------------------------------

        (a) Exhibits

            Exhibit
            Number
            -------

              15   Letter from independent public accountants.

Pursuant to paragraph (b)(4)(iii)(A) of Item 601 of Regulation S-K,
the Company has not filed as an exhibit to this Form 10-Q any
instrument with respect to long-term debt if the total amount of
securities authorized thereunder does not exceed 10% of the total
assets of the Company and its subsidiaries on a consolidated basis,
but hereby agrees to furnish to the Commission on request any such
documents.

        (b) Reports on Form 8-K

The Company filed one report on Form 8-K since June 30, 1995.  A
report dated September 7, 1995, reported the filing of an
application with the Public Utilities Commission of Ohio for
authority to implement the Company's Comprehensive Rate Reduction
and Economic Development Plan.































                            SIGNATURE






        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.






November 3, 1995


                                       OHIO EDISON COMPANY
                                       -------------------
                                            Registrant
          


                                        /s/ H. P. Burg
                                    ------------------------
                                            H. P. Burg
                                    Senior Vice President and
                                     Chief Financial Officer
<PAGE>




                                                       EXHIBIT 15












Ohio Edison Company
76 South Main Street
Akron, Ohio  44308

Gentlemen:

We are aware that Ohio Edison Company has incorporated by reference
in previously filed Registration Statements No. 33-49135, No. 33-
49259, No. 33-49413 and No. 33-51139, the Company's Quarterly
Report on Form 10-Q for the quarter ended September 30, 1995, which
includes our report dated November 3, 1995, covering the unaudited
interim consolidated financial statements contained therein.
Pursuant to Rule 436(c) of Regulation C of the Securities Act of
1933, such report is not considered a part of the Registration
Statements prepared or certified by our firm or a report prepared
or certified by our firm within the meaning of Sections 7 and 11 of
the Act.

                                Very truly yours,




                                ARTHUR ANDERSEN LLP



Cleveland, Ohio
November 3, 1995


<TABLE> <S> <C>

<ARTICLE> OPUR1
<LEGEND>
(Amounts in 1,000's, except earnings per share)
Income tax expense includes $5,733,000 related to other income.
</LEGEND>
       
<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               SEP-30-1995
<BOOK-VALUE>                                  PER-BOOK
<TOTAL-NET-UTILITY-PLANT>                    5,738,702
<OTHER-PROPERTY-AND-INVEST>                    521,037
<TOTAL-CURRENT-ASSETS>                         593,032
<TOTAL-DEFERRED-CHARGES>                     2,123,199
<OTHER-ASSETS>                                       0
<TOTAL-ASSETS>                               8,975,970
<COMMON>                                     1,373,125
<CAPITAL-SURPLUS-PAID-IN>                      560,917
<RETAINED-EARNINGS>                            453,484
<TOTAL-COMMON-STOCKHOLDERS-EQ>               2,387,526
                           40,000
                                    328,240
<LONG-TERM-DEBT-NET>                         2,877,421
<SHORT-TERM-NOTES>                                   0
<LONG-TERM-NOTES-PAYABLE>                            0
<COMMERCIAL-PAPER-OBLIGATIONS>                  89,735
<LONG-TERM-DEBT-CURRENT-PORT>                  441,354
                            0
<CAPITAL-LEASE-OBLIGATIONS>                          0
<LEASES-CURRENT>                                 5,946
<OTHER-ITEMS-CAPITAL-AND-LIAB>               2,805,748
<TOT-CAPITALIZATION-AND-LIAB>                8,975,970
<GROSS-OPERATING-REVENUE>                    1,848,585
<INCOME-TAX-EXPENSE>                           154,825
<OTHER-OPERATING-EXPENSES>                   1,267,277
<TOTAL-OPERATING-EXPENSES>                   1,416,369
<OPERATING-INCOME-LOSS>                        432,216
<OTHER-INCOME-NET>                               8,016
<INCOME-BEFORE-INTEREST-EXPEN>                 440,232
<TOTAL-INTEREST-EXPENSE>                       198,533
<NET-INCOME>                                   241,699
                     16,245
<EARNINGS-AVAILABLE-FOR-COMM>                  225,454
<COMMON-STOCK-DIVIDENDS>                       161,570
<TOTAL-INTEREST-ON-BONDS>                      185,355
<CASH-FLOW-OPERATIONS>                         578,275
<EPS-PRIMARY>                                     1.57
<EPS-DILUTED>                                     1.57
        

</TABLE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission