As filed with the Securities and Exchange Commission on May 14, 2002 File No. 030-00039 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ------------------------------------------- FORM U-5B AMENDMENT NO. 1 REGISTRATION STATEMENT Filed Pursuant to Section 5 of the The Public Utility Holding Company Act of 1935 ---------------------------------------------- FirstEnergy Corp. 76 South Main Street Akron, Ohio 44308 (Name of company filing this statement and address of principal executive offices) -------------------------------------------------------- Leila L. Vespoli Senior Vice President and General Counsel FirstEnergy Corp. 76 South Main Street Akron, Ohio 44308 (Name and address of agent for service) --------------------------------- Form U-5B filed in Docket No. 030-00039 on February 7, 2002, is hereby amended as follows: 1. By amending 8.(b) as follows: Col. A Col. B Col. C Col. D Col. E Col. F Col. I Name of Issuer Title of Issue Amount Amount reserved Additional Amount Amount Authorized for Options Amount Issued Pledged by by Charter Warrants, Unissued Registrant Conversions & and each Other Rights Subsidiary BSG Properties, Common-NPV 750 Not applicable 740 10 Not applicable Inc. Centerior Common-NPV 850 Not applicable 840 10 Not applicable Communications Holdings, Inc. Centerior Funding Common-PV 3,000 Not applicable 2,000 1,000 Not applicable Corporation $0.01 The Cleveland Common-NPV 105,000,000 Not applicable 25,409,311 79,590,689 Not applicable Electric Illuminating Company The Toledo Common-PV 60,000,000 Not applicable 20,866,113 39,133,887 Not applicable Edison Company $5.00 2. All references in Form U-5B to the Pro Forma Financial Statements for FirstEnergy for the six months ended June 30, 2001 are hereby amended to include references to the Pro Forma Financial Statements for FirstEnergy for the year ended December 31, 2001, which are hereby incorporated by reference to Form 10-K filed April 1, 2002 (File No. 333-21011). 3. The Index of Exhibits is hereby amended as follows: D-2 Pro-Forma Financial Statements as filed in Form 10-K for year ended December 31, 2001. 2 SIGNATURE Pursuant to the requirements of the Public Utility Holding Company Act of 1935, the registrants have caused this registration statement to be duly signed on their behalf in Akron, Ohio, on the 14th day of May, 2002. FIRSTENERGY CORP. /s/ Paulette Chatman Paulette Chatman Assistant Controller Attest: /s/ Nancy C. Ashcom Name: Nancy C. Ashcom Title: Corporate Secretary VERIFICATION The undersigned being duly sworn deposes and says that she has duly executed the attached registration statement dated May 14, 2002 for and on behalf of FirstEnergy Corp.; that she is the Assistant Controller of such company and that all action by stockholders, directors, and other bodies necessary to authorize deponent to execute and file such instrument has been taken. Deponent further says that she is familiar with such instrument and the contents thereof, and that the facts therein set forth are true to the best of her knowledge, information and belief. /s/ Paulette Chatman Paulette Chatman Subscribed and sworn to before me, a notary public this 14th day of May, 2002 (OFFICIAL SEAL) /s/ Mary Hockwalt Bell Mary Hockwalt Bell, Esq. Notary Public Summit County, State of Ohio My commission has no expiration date 3