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      SEC Response Letter

                    September
      21,
      2006

    Mr.
      Jim Allegretto

    Senior
      Assistant
      Chief Accountant

    Division
      of
      Corporation Finance

    Securities
      and
      Exchange Commission

    Mail
      Stop
      3561

    100
      F Street, N.E.

    Washington,
      D.C.
      20549

              Re:

              FirstEnergy
                Corp.

              Form
                10-K for
                Fiscal Year Ended December 31, 2005

              Filed
                March 2,
                2006

              Forms
                10-Q for
                Fiscal Quarters Ended

              March
                31, 2006
                and June 30, 2006

              File
                No.
                333-21011

    Dear
      Mr.
      Allegretto:

    This
      letter is in
      response to your correspondence dated September 8, 2006 regarding your review
      of
      the filings by FirstEnergy Corp. on Form 10-K for the fiscal year ended
      December 31, 2005 (Form 10-K), and Forms 10-Q for the periods ended
      March 31, 2006 and June 30, 2006. Your comments are indicated below in
      italics, followed by our responses.

    FORM
      10-K
      FOR FISCAL YEAR ENDED DECEMBER 31, 2005

    Exhibits
      31.1 and
      31.2

              1.

              In
                future
                filings, please provide separate Section 302 and Section  906
                certifications for each registrant.

              Response:
                In
                future
                filings we will provide separate Section 302 and Section 906
                certifications for each registrant.

              2.

              In
                future
                filings, please revise your certifications to replace references
                to
                “annual report” with “report”. You may continue to refer to “annual
                report” in Item 1 of the certification. Note that the language of the
                certifications required by Section 302 of Sarbanes Oxley and
                Item 601(b)(31) of Regulation S-K should not be altered.
                Similarly, please revise your certifications in future filings of
                Form
                10-Q to replace references to “quarterly report” with
                “report”.

              Response:
                In future
                filings we will remove the words “annual” and “quarterly” on the
                respective exhibits.

      Exhibit
        13

    Management’s
      Discussion and Analysis of Results of Operations and Financial
      Condition, page
      4

    Executive
      Summary, page 4

              3.

              We
                note
                your presentation of the non-GAAP measures “earnings before unusual items”
                on page 4 and “cash earnings” on page 22. We assume you consider such
                measures to be non-GAAP measures of performance. If so, indicate
                as such
                and provide cautionary disclosure that the non-GAAP measures may
                not be
                comparable to similarly titled measures used by other entities. We
                believe
                the non-GAAP measures should not be considered an alternative to
                net
                income, the most directly comparable GAAP measure, as an indicator
                of
                operating performance. If you agree, you should so state. If you
                do not,
                explain why.

              Response:
                We do
                consider the non-GAAP “earnings before unusual items” on page 4 and “cash
                earnings” on page 22 as non-GAAP measures of performance. In future
                filings we will explicitly state that fact and provide cautionary
                disclosure that the non-GAAP measures may not be comparable to similarly
                titled measures used by other entities.

              We
                believe
                that the non-GAAP measures should not be considered an alternative
                to net
                income, but as complimentary to, net income, the most directly comparable
                GAAP measure, and are useful to readers of our financial statements,
                when
                considered together with net income, in understanding our overall
                operating performance. We have disclosed our rationale in the first
                paragraph on page 5 of the Form 10-K following the Non-GAAP reconciliation
                to net income on the preceding page. With regard to the non-GAAP
“cash
                earnings” measure, our rationale for its inclusion is contained in the
                paragraph preceding the Reconciliation of Net Income to Cash Earnings
                on
                page 22.

              Further,
                in arriving at these measures, it appears you exclude items that
                are
                recurring in nature. Please note that if you intend to include non-GAAP
                performance measures that exclude items of a potentially recurring
                nature
                in future filings, you should demonstrate the usefulness of the measure.
                In this regard, you should fully address the bullet points in Question
                8
                of our Frequently Asked Questions Regarding the Use of Non-GAAP Financial
                Measures, available on our website at www.sec.gov,
                in
                crafting your revised disclosures. In this regard, ensure you revise
                your
                disclosures as follows:

              Disclose
                the specific manner in which you use the non-GAAP measures to conduct
                or
                evaluate your business. If you do not use the measures in any of
                the above
                manners, explain your basis for presenting the measures.

            Response:
              With regard
              to Question 8 of the Commission’s Frequently Asked Questions Regarding the
              Use of Non-GAAP Financial Measures, we respectfully submit that
              FirstEnergy has never used a non-GAAP measure in an attempt to smooth
              earnings. We use the non-GAAP measures to assess operating performance
              -
              that is, to assess results without adjustments due to material items
              such
              as non-core asset sales and/or impairments, the impacts of new
              legislation, litigation, accounting standards or similar authoritative
              pronouncements that may create a new asset or liability as a result
              of
              past transactions, and the actions of regulators that either create
              regulatory assets related to costs incurred in prior annual fiscal
              periods
              or that disallow regulatory assets that were created in prior annual
              fiscal periods. The intent of the adjustments from GAAP to non-GAAP
              measures is to provide a meaningful representation of current year
              operating results.

        2

              Discuss
                the economic substance behind your decision to use the
                measures.

              Response:
                We believe
                the non-GAAP measures provide meaningful supplementary information
                for the
                reader to interpret FirstEnergy’s operating performance for an annual
                fiscal period, from both an earnings and cash generation perspective.
                The
                items reconciling non-GAAP measures to GAAP measures are prominently
                displayed and described in our disclosures so that operating trends
                are
                not distorted by the types of unusual items that may occur during
                an
                annual fiscal period as described above. In our non-GAAP reconciliation
                of
                “Earnings Before Unusual Items” to “Net Income” on page 4 of the Form
                10-K, there are items that are included in more than one year, but
                that
                fact alone does not cause those items to be defined as recurring.
                Our
                reasoning for each item included in more than one year on page 4
                is
                summarized below:

              –Cumulative
                effect of accounting changes - These are isolated instances that
                result
                from the adoption of new accounting standards.

The
                caption in each year
                may be the same, but the circumstances are unrelated from year to
                year.

              –Non-core
                asset
                sales/impairments - FirstEnergy is completing its program of divesting
                a
                defined group of non-core assets following

                its 2001 acquisition of GPU, Inc. That program necessarily spanned
                several
                years and is not recurring in nature.

              –Davis-Besse
                extended outage impacts - The impacts relate to a single, significant
                unplanned and highly unusual outage at our

                Davis-Besse nuclear plant that spanned several years because of the
                complexity of both the remediation efforts that were required

                and the regulatory and legal issues that had to be addressed.

              We
                do not
                expect that any of the other items in the reconciliation that relate
                to
                just one year would recur in the following two years.

              Disclose
                the material limitations associated with use of the measures as compared
                to the use of the most directly comparable GAAP financial measure.
                For
                example, how does exclusion of an economic event produce a measure
                that is
                at least equal in qualitative content to the comparable GAAP
                measure?

              Response:
                We
                do not
                believe the non-GAAP measures should be considered an alternative
                to net
                income because the measure may not be comparable to similarly titled
                measures used by other entities. We will disclose this limitation
                in
                future filings that include non-GAAP
                measures.

        3

              Disclose
                the manner in which you compensate for these limitations when using
                the
                measures.

              Response:
                We do not
                display non-GAAP measures more prominently than GAAP measures and
                we
                provide complete and robust disclosures of GAAP
                measures.

              Please
                show us how the revised disclosures will read in future filings.

              Response:
                In addition
                to what we currently disclose regarding non-GAAP financial measures,
                the
                following cautionary language will be added:

              Generally,
                a
                non-GAAP financial measure is a numerical measure of a company’s
                historical or future financial performance, financial position, or
                cash
                flows that either excludes or includes amounts, or is subject to
                adjustment that has the effect of excluding or including amounts,
                that are
                not normally excluded or included in the most directly comparable
                measure
                calculated and presented in accordance with accounting principles
                generally accepted in the United States (GAAP). Earnings per share
                before
                unusual items on a non-GAAP basis (normalized earnings per share)
                is not
                calculated in accordance with GAAP because it excludes the impact
                of
                “unusual items”. Unusual items reflect the impact on earnings of material
                events that are not routine, including those that may be related
                to
                discontinued businesses or the cumulative effect of an accounting
                change.
                Management believes presenting normalized earnings calculated in
                this
                manner provides useful information to investors in evaluating the
                ongoing
                results of FirstEnergy’s businesses and assists investors in comparing the
                company’s operating performance to the operating performance of other
                companies in the energy sector. In addition, cash earnings (non-GAAP)
                are
                not defined under GAAP. Management believes presenting this non-GAAP
                measure provides useful information to investors in assessing
                FirstEnergy’s operating performance from a cash perspective without the
                effects of material unusual economic events. FirstEnergy’s management
                frequently references these non-GAAP financial measures in its
                decision-making, using them to facilitate historical and ongoing
                performance comparisons as well as comparisons to the performance
                of peer
                companies. These non-GAAP measures should be considered in addition
                to,
                and not as a substitute for, their most directly comparable financial
                measures prepared in accordance with
                GAAP.

    Contractual
      Obligations, page 26

              4.

              Please
                consider revising your table to include estimated interest payments
                on
                your debt. Because the table is aimed at increasing transparency
                of cash
                flow, we believe these payments should be included in the table.
                If you
                continue to choose not to include these payments, a footnote to the
                table
                should provide any additional information that is material to an
                understanding of your cash requirements. See Section IV.A and Footnote
                46
                to the Commission’s MD&A Guidance dated December 29, 2003, available
                at www.sec.gov.

              Response:
                In future
                filings we will include estimated interest payments on debt in the
                table
                of contractual obligations in the Management’s Discussion and
                Analysis.

        4

    Consolidated
      Statements of Income, page 46

              5.

              Please
                revise to present the subtotal income before income taxes. Refer
                to the
                requirements of Rule 5-03(b)(10) of Regulation
                S-X.

              Response:
                In future
                filings we will present the subtotal “Income Before Income
                Taxes”.

              6.

              Please
                revise to present the subtotal income before cumulative effects of
                changes
                in accounting principles. Refer to the requirements of Rule 5-03(b)(16)of
                Regulation S-X.