SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Met-Ed Capital, L.P.
(Exact name of registrant as specified in its charter)
Delaware 51-0355042
(State or other jurisdiction (I.R.S. employer
of incorporation or organization) identification no.)
Mellon Bank Center
Tenth and Market Streets
Wilmington, Delaware 19801
(Address of principal executive offices) (zip code)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which
to be so registered each class is to be registered
9% Cumulative Monthly Income New York Stock Exchange, Inc.
Preferred Securities, Series A
Securities to be registered
pursuant to Section 12(g) of the Act:
None
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Item 1. Description of Registrant's Securities to be Registered.
The class of securities to be registered hereby is the
9% Cumulative Monthly Income Preferred Securities, Series A (the
"Securities") of Met-Ed Capital, L.P. ("Met-Ed Capital"), a Dela-
ware limited partnership.
For a description of the Securities, reference is made to
the descriptions of the Securities included in Met-Ed Capital's
Prospectus dated August 10, 1994 and Prospectus Supplement dated
August 16, 1994, which descriptions are incorporated herein by
reference. The Prospectus and Prospectus Supplement form a part of
the Registration Statement on Form S-3 filed by Met-Ed Capital and
Metropolitan Edison Company (Nos. 33-53673 and 33-53673-01), which
was declared effective by the Securities and Exchange Commission on
August 10, 1994.
Item 2. Exhibits.
The Securities described herein are to be registered on
the New York Stock Exchange, on which no other securities of Met-Ed
Capital are registered. Accordingly, the following exhibits
required in accordance with Part II to the instructions as to
exhibits to Form 8-A have been duly filed with the New York Stock
Exchange.
1.1 Amendment No. 2 to Met-Ed Capital's Registration State-
ment on Form S-3.
4.1 Form of Amended and Restated Agreement of Limited Part-
nership of Met-Ed Capital.
4.2 Form of Action creating the Securities.
5.1 Form of Preferred Security Certificate
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SIGNATURE
Pursuant to the requirements of Section 12 of the Securi-
ties Exchange Act of 1934, the registrant has duly caused this
registration statement to be signed on its behalf by the under-
signed, thereunto duly authorized.
Date: August 17, 1994 MET-ED CAPITAL, L.P.
By: Met-Ed Preferred Capital,
Inc., its general partner
By:
Don W. Myers
Vice President and Treasurer
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