Good afternoon ladies and gentlemen and welcome to the FirstEnergy Corp. third quarter 2009 earnings call. (Operator Instructions) It is now my pleasure to introduce your host, Irene Prezelj, Director for Investor Relations for FirstEnergy Corp. Thank you Ms. Prezelj, you may begin.

During this conference call, we will make various forward-looking statements within the meaning of the Safe Harbor provisions of the United States Private Securities Litigation Reform Act of 1995. Investors are cautioned that such forward-looking statements with respect to revenues, earnings, performance, strategies, prospects, and other aspects of the business of FirstEnergy Corp. are based on current expectations that are subject to risks and uncertainties. A number of factors could cause actual results or outcomes to differ materially from those indicated by such forward-looking statements. Please read the Safe Harbor statement contained in the consolidated report to the financial community, which was released earlier today and is also available on our website under the Earnings Release link. Reconciliations to GAAP for the non-GAAP earnings measures we will be referring to today are also contained in that report, as well as on the Investor Information section of our website at www.firstenergycorp.com/ir. Participating in today’s call are Anthony Alexander, President and Chief Executive Officer; Mark Clark, Executive Vice President and Chief Financial Officer; Harvey Wagner, Vice President and Controller; Jim Pearson, Vice President and Treasurer; Bill Bird, Vice President of Corporate Risk; and Ron Seeholzer, Vice President of Investor Relations. I will now turn the call over to Mark.

Thanks Irene and good afternoon everyone and thanks for joining us today. I’ll start today’s call with a review of third quarter results followed by an update on other financial matters. I’ll then turn the call over to Anthony for an operational overview as well as an update on regulatory activities in Ohio. As I review our results, it may be helpful for you to refer to the consolidated report to the financial community we issued this morning. We continue making solid progress towards our 2009 goals despite the negative impacts of the economy, significantly lower wholesale power prices, and the unusually mild weather across our region. Excluding special items normalized non-GAAP earnings were $1.11 per share compared to $1.60 in the third quarter of 2008. On GAAP basis third quarter earnings were $0.77 per share compared to $1.55 per share in the same period last year. Three special items had the net effect of decreasing this year’s GAAP earnings by a total of $0.34 per share. The first of these was a debt redemption premium of $0.30 per share related to the cash tender offer completed in September, $1.2 billion of FirstEnergy Corp.’s 2011 notes. The second special item was $0.07 per share restructuring charge related to an employee severance and our voluntary enhanced retirement program. The third item was a $0.03 per share positive adjustment related to impaired securities held in our nuclear decommissioning trusts. There were four main drivers that had positive impact on this quarter’s non-GAAP results. First the Ohio Utilities distribution rate increase added $0.05 per share. The second positive driver for the quarter was $0.06 per share increase from the Ohio Distribution Service Improvement rider. Third O&M reductions contributed to $0.17 per share for the quarter reflecting lower labor and benefit costs, the use…

Thanks Mark and good afternoon. I’d like to start with a regulatory update beginning with our filing last week at the Public Utilities Commission of Ohio for a market rate offer or MRO. As you know generation pricing under our current ESP or electric security plan, has been established through May 31 of 2011. Our MRO proposes a long-term competitive bid process for procurement of generation service for our Ohio Utilities utilizing a series of descending clock slice of system auctions similar to the one conducted in May of this year. Notably different however would be a staggered solicitation process. In June and October of 2010 we would conduct solicitations for 12, 24, and 36 month products which combined would provide for generation service for 100% of the June 1, 2011 through May 31, 2012 period, two-thirds of the needs for the following year, and one-third of the needs for the next year. Subsequent auctions also conducted in June and October of each year would complete a transition to where one-third of the total load would be procured every year with three year products. This would move our Ohio Utilities to a system not unlike New Jersey’s auction for basic generation service where a similar approach provides for reduced volatility in customer prices. The Ohio statutes call for a 90-day Commission review period. Accordingly we would anticipate a final decision by January 18, 2010. Importantly this [inaudible] dovetails with our application currently before the Federal Energy Regulatory Commission to integrate into PGM on June 1, 2011 which would coincide with the implementation of generation pricing from the 2010 auctions. We’re expecting to hear from the FERC on this application by year end. Moving now to a couple of other project matters starting with our three month combined cycle facility. Last…

(Operator Instructions) Your first question comes from the line of [Sarasha Khan] – Incremental Capital [Sarasha Khan] – Incremental Capital : I was trying to get a better sense as to what would, had the volumes been this year if weather was kind of normal.

That’s a good question, if you look a the residential side, the volume in the revenue side was offset by about $34 million, we said $0.08 was below our distribution revenues. About $0.07 of that was attributable to the residential. In Ohio you’re seeing some reduction of 12%, PA 8%, New Jersey 7%, [net] total 10%. Most of that Ohio reduction was industrial which is around 16% and even most of that was in steel, metal, auto and tire. Hopefully that is a lot of detail and answered your question.

Your next question comes from the line of Paul Ridzon - Key Bank Capital Markets

About your guidance, it seems like you’ve kind of found $0.23 in your portfolio optimization, what were the offsets that made you drive down the top end of guidance.

I think as Anthony alluded to before the unseasonably warm weather in July particularly and then throughout the third quarter, the industrial sales I just alluded to being down 16%, the weather effecting the residential side, just the general economy. Nothing specific other then we can’t make that up in the fourth quarter, the weather and the industrial sales so we just felt more comfortable reducing the guidance down at the top end.

And then you mentioned $0.11 around deferred comp or that could come back or, I was just unclear what that discussion was.

When we provided the original O&M guidance it did not include any incentive comp, salary reduction or 401-K bonus dollars in it. And what we said to our employees was if you would like to get your salary back, 401-K bonus match and any form of incentive comp, you’ll have to exceed our O&M guidance. So through September we’ve expensed $63 million for incentives meaning that our employees earned that amount by reducing O&M expenses some $305 million for the first nine months of the year and that nets us down to the $242. Now in the fourth quarter if we don’t stay on path for achieving our O&M reductions we will take back the incentive comp and salary and 401-K bonus match. So it is possible that they achieve it and continue to earn. It is also possible that they slow down and we will reverse some of these entries.

Your next question comes from the line of Dan Eggers - Credit Suisse

Real quick on the decommissioning trust and the COLI and all that sort of stuff, what was the cumulative number for this year and where were you [inaudible] off from guidance perspective, was any of that in this year’s number.

Its kind of a catch-22. On the one hand if we weren’t capturing the O&M savings we wouldn’t have put the incentive comp back in. So we kind of look at the whole thing. We’ve moved some of our plants around in terms of production, outage schedules, things like that. So everything kind of came into play. In terms of the actual number for the third quarter, and Harvey stand to correct me, was $157.4 million as compared to $46.4 million last year. Since you’ve asked if you don’t mind I’ll do the pension as well. The pension last year had the impact of benefiting earnings by $0.12, this year its effected it, we expected by $0.28, that’s the $0.40 delta. And then on the COLI, that was a $0.02 positive this year and I think it was an $0.08 last year, so COLI had a, so that added $0.10 year over year and that’s specifically why the investment committee is looking to take this volatility out. Its just, $0.40 here, $0.10 here, $0.30 here, its just too volatile. And it makes it difficult for us to manage so hopefully that’s the answer.

As you think about, looking into 2010 and I know its way ahead of guidance but as you rebalance these portfolios what is the right run rate for pension expense. Does that mean that kind of the minus $0.28 this year on a year over year basis, is that the new base line if you stabilize out the portfolio or if you expect lower returns and a more balance portfolio, does that mean there’s actually an increase in expense next year. How should we think about the long run implication of—

I can’t give you the guidance for 2010 because we’ll reset the pension expense the end of December, but you do know that we put a $500 million contribution which would increase the asset value. Now the big trigger after that would be what occurs with the discount rate and we’ve lowered it several times this year down to 6% when we remeasured the pension. So I think you could expect to see with more assets a higher return on that side but the big unknown at this point I would say would be the discount rate.

And then from the run time on the coal plants obviously a lot of pressure and system load has a big impact on that but was that all, the lower output, was that all a function of where the market was in the quarter in that your generation wasn’t needed or was it in part maintenance and other reasons why the plants didn’t run.

I think it would be a combination because we commenced some fairly large outages at some of our facilities in September which would have effected our production capability as well as the market was very soft in the rest of the quarter, July and August in particular.

And then just along those lines, coal inventories where are they right now and are you finding alternatives to avoid over stock piling at this point.

We have coal to sell if that’s the question. It runs anywhere from about 30 days to 60-some days depending on how you want to measure it. If its measured on net demonstrated capacity the unit its lower. If its measured on average burn you’re going to get a higher number. So I think a good average in there would be about 45 days. We are storing coal. We’ve made provisions for storing coal. We are also as you might expect renegotiating contracts to not have delivery of coal so we’re trying to manage our fuel inventory in recognition of the economy and the weather and so that means storing some, renegotiating some, and burning some.

Your next question comes from the line of Jonathan Arnold – Deutsche Bank Jonathan Arnold – Deutsche Bank : Couple of quick questions on, I think if I heard Anthony right you talked about having exceeded your goals for the year in terms of aggregation and retail sales, is that that you’ve actually already surpassed the annual target or you’re more then ahead of plan to meet that target.

Let me answer that, I would characterize it as that we’re ahead of plan. That we’re very pleased with the results of the group so far. We’re, our strategy is to keep 7% to 10% of our generation back for the wholesale market spot, ancillaries and those types of things. So they’re still selling and they’re still being aggressive in the aggregation particularly in the industrial market. Not surprisingly they started with the large industrial customers and they’re working their way down through the list. So we would expect that to continue to grow throughout the year. And that’s the charge we’ve assigned to them. Jonathan Arnold – Deutsche Bank : But you’re not saying you’re already ahead of that annual target.

Yes, yes we are. Jonathan Arnold – Deutsche Bank : And can you talk a little about margins, as opposed to just the volumes you’ve achieved there and generally the competitive landscape as you look into profitability in that business.

We’re not going to speak to margin because in our view that’s somewhat competitive information so the margins are about where we’d expect them to be. They’re a little soft right now because of the economy, the weather, in particularly the decline in the industrial sales has left an awful lot of capacity in the market so, it’s a soft market but we’re pleased with the margins and we’re making sales. Jonathan Arnold – Deutsche Bank : Would you say margins are kind of where you expected them to be when you launched this plan earlier in the year or are they coming in below that or above.

Well I think (a) they’re lower then what we had originally planned in let’s say 2007 and 2008, improving slightly as we’re working our way through the year and part of our strategy is to get these retail customers under contract so when the auctions are up hopefully the margins will be up when these contracts just automatically be renewed.

Your next question comes from the line of Hugh Wynne – Sanford Bernstein Hugh Wynne – Sanford Bernstein : What’s the best way for us to think about the decline in megawatt hours produced by your generation fleet this year and the potential recovery of that output in subsequent years. On the one hand I can construct a scenario in my mind where a more stringent version of the clean air interstate rule might for example might require you to install scrubbers more widely on your fleet and that might lead to some of these plants being retired and that generation perhaps not coming back on a permanent basis. On the other hand you may have a completely different view regarding the recovery of that output with the end of the recession and that generation that’s serving as a tailwind to the earnings in 2010, 2011 and beyond. I’d just be interested in your view as to the fate of that portion of the fleet.

A lot of questions in there, and an awful lot of speculation. My own sense is that what you’re seeing from the standpoint of generation this year is really primarily related to what’s going on in the wholesale markets and the economy. That coupled with about as nice a summer as you can hopefully have and perhaps never experience again. All of which combined to make the market for electricity much weaker and softer then you would expect. Couple that with the fact that we started the summer essentially probably about 80% to 90% open with respect to our generation production, our capabilities roughly 80 million. Ohio is roughly 60 million megawatt hours a load, not quite that high, but I like to think about in those kind of contexts. Its unlikely that we will ever have that load, that much load open as we move through a transition ever again and we all understood that going into this because the rules in Ohio required you to, that you would potentially have to serve 100% of it. So we’re working through that transition the last part of that transition right now which is the conversion of that open position into longer term retail and other sales that lock in the usage of our generating facilities. We’re well on our way to accomplishing what I think is reasonable and my sense is that as the economy recovers, as the demand for energy in the marketplace improves as the industrial load continues to grow. There’ll be plenty of room for every kilowatt hour we can produce and that’s where we’re heading. Hugh Wynne – Sanford Bernstein : And then just on the question of your O&M savings, you obviously have had enough success so far this year to reinstitute the incentive compensation, have you revised at all your thinking regarding the next year. Are there savings that you believe will be in excess of plan or do you see some of these reversing next year. What’s an updated view on O&M cost cuts.

Well first, the incentive comp was expensed but as I alluded to before it could just as easily be reversed if we don’t continue on our target. Without again getting into 2010, in my comments, we’ve eliminated 1,000 employees through severance or employee early retirement enhanced programs. So those employees won’t be here. We changed the healthcare benefit programs, we also alluded to I think in the second quarter conference call that we flattened our overall organization back in May which effected about 5% of our non-unionized work force. And the other comment I would make is some of this is aligned with the economy itself. Right now we’re saving overtime but next year we may spend overtime if bringing that plant back on is economic from a revenue standpoint. So certain expenses like the employees will clearly go forward. Other expenses might track down like overtime but they would have revenue offsets to them. So as I said we’re very, very pleased with what our employees have done so far. They’re committed and they have quite a bit of incentive to keep going. Hugh Wynne – Sanford Bernstein : Can I just ask you to repeat your answer to a previous question, what was the earnings impact of the cool weather in the third quarter relative to normal.

On the revenue side, on the wires distribution side, it was actually 40 million which was the $0.08, $0.07 or roughly 35 million of that was related to residential and then again on the distribution delivery side, we don’t see much revenue dispersion because of the contracts coming off and some of the demand features of their contracts itself. Hugh Wynne – Sanford Bernstein : So about $0.08 is the weather impact relative to normal.

Yes, that’s what I would say.

That would be the weather impact roughly relative to normal on the distribution side of the business. The weather also effects wholesale prices significantly and it did this summer. And that runs through the entire rest of the system including the generation margins that you’re seeing.

Your next question comes from the line of Paul Fremont - Jefferies & Co. Paul Fremont - Jefferies & Co.: Really two questions, the first is you’ve routinely stripped out impairments in the securities in your nuclear decommissioning fund as a non operating item, how do you not treat a $0.23 gain due to strategic repositioning in the same way.

We’d look at that a little differently. I want to emphasize that employee incentives were reduced last year because of the significant $123 million nuclear decommissioning impairment. Our employees are only going to get paid their incentive if we achieve our earnings. Our earnings are partially going to be effected by the nuclear decommissioning trust, its going to be effected by their ability to reduce O&M. Its going to be effected by our ability to continue our path on the retail side, so its effected by a lot of things but last year they were penalized. Whether they are rewarded this year will completely depend on whether we hit our targets. Paul Fremont - Jefferies & Co.: Right but that’s, this still a $0.23 non recurring gain in the quarter, is it not.

Traditionally we have carved out or normalized out the accounting impairment for the nuclear decommissioning trust. We don’t believe that its appropriate to carve out realized gains from the sale of the securities and that’s been our approach consistently applied throughout the time that we’ve been required to recognize these impairments. Paul Fremont - Jefferies & Co.: Okay I guess I think you’ve actually said that on past confidence. Second question that I have is back in June you talked about 70 million megawatt hours this year which are now closer to 65, for 2010 you had given a number of close to 81 million megawatt hours. Given where you are in industrial sales and given where the economy is, should we assume that that 81 could be subject to a downward revision.

As Anthony alluded to we’ll be giving some rather detailed guidance in about six weeks and so we’ll defer that question until then.

Your next question comes from the line of Gregg Orrill - Barclays Capital

Maybe I’ll follow-up on the last question there, did you happen to see much coal to gas switching in the third quarter and could you quantify that if possible. It seemed that that could have been a factor for the low capacity factor in your load following assets.

We really didn’t observe much coal to gas switching in the market.

Your next question comes from the line of Paul Patterson – Glenrock Associates Paul Patterson – Glenrock Associates : Just to follow-up on a few things, one is the deferral of coal to be burnt and what have you, when you’re stock piling that coal, you’re deferring delivery, we’ve seen some companies defer the higher cost coal in terms of what they’re not burning and as a result we’ve seen some cost shifting now projected into future years. How does that work with you.

I think it’s a balancing act as you might guess. The mining companies would like to deliver the high cost coal and we’d like to not have it delivered so we’re trying to work with them. They have issues we have issues and depends on the supplier. But we are trying to work through it. Paul Patterson – Glenrock Associates : Okay so all things being equal, because of this less coal that you’re burning, you might see a little bit of a higher increase in coal expense just on a per ton basis in 2010 then we would have otherwise seen.

Yes, maybe, but I think we’ll be more specific with that on December 3. Paul Patterson – Glenrock Associates : And then in terms of the shopping in territory I think you said that you have a 73% share, is that correct.

That’s correct. Paul Patterson – Glenrock Associates : And that’s the in service, that’s the Ohio territory, your territory correct.

Correct. Paul Patterson – Glenrock Associates : Now what about your activities outside of there, have you been able to, I know you had some designs on a few of your neighboring utilities, how is that working and can you give us an update on that.

What we’ve decided to do was to really be much more aggressive in our own footprint if you will, kind of take first mover advantage where they’re used to our name. As I said before on the industrial accounts, work our way down the list and as we’ve gone down through that list and got communities getting ready to aggregate, now we have the time to start moving into some of the other regions that we’ve talked about. Whether that’s southern Ohio, western Pennsylvania, or west of us, so our first move was to try to capture as much as we could in our own footprint and now we’re starting to make movements outside of that. So we’re about, as we’ve said, we’re ahead of where we expected to be at this point and we’re very pleased with what our retail group has done. Paul Patterson – Glenrock Associates : On the economic outlook, you sounded a little bit more I think there was a little bit more of a less optimistic perhaps, I don’t mean to read into it, maybe you can clarify a little bit more outlook for 2009 in terms of how the economy has been operating, I know you are going to give guidance on December and I don’t mean to jump on that, but what do you think about the economy now with respect to 2010 and what do you think we’re going to see, do you have any flavor for that when you talk to your customers and what have you.

I think our customers are as concerned as we are as to where they are. But again, the union at Mattel was very surprised that they added the second shift as fast as they did. You got [inaudible] added 2,000 workers for the Chevy crews so, Ford added on their engine plants. So we’re seeing fairly significant changes in some of the individual facilities but we’re still seeing an overall softness which is why we’ve kind of lowered the top end of our guidance. Paul Patterson – Glenrock Associates : For 2009, but for 2010, do you think--

We’ll give you that in December.

Your final question comes from the line of Daniele Seitz - Dudak Research

I was wondering if you could help me out your higher transition cost recovery margin it seems that you were anticipating a negative $1.31 and it seems that a lot of it has been pushed into the fourth quarter, is that correct, or I didn’t completely understand how much did you have so far for the nine months.

Are you taking about the transition costs—

Exactly.

The $0.28.

Right the $0.28, I was wondering what was the number for the nine months.

The transition revenues would be down a little over $220 million. But then the amortization offsets some of that, which is we’ll say $83 million, so you’re getting a $139 million net net in that which is roughly the $0.28 a share. I think that’s, those are the numbers.

But it seemed that for the year you were anticipating $1.31 negative impact, and it looks like if I put the second and third quarter together its far from that number. I was wondering how much it was for the nine months.

I think perhaps you’re looking just at the revenue side of that equation. The net for the first nine months has been about $0.56 a share.

So you’re still looking at like $0.75 coming, and that’s all going to be in the fourth quarter.

Right it will probably be something less then $0.35.

I’d like to thank everyone for joining us on the call today. Anthony and I look forward to seeing many of you next week at the EEI Financial Conference and as always, we appreciate your continued support and interest in FirstEnergy. Thank you all very much.