(As filed with the Securities and Exchange Commission on December 23, 2002)

                                                                File No. 70-9793

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                     POS AMC

                                 Amendment No. 6
                        (Post-Effective Amendment No. 3)
                                       to
                                    FORM U-l
                             APPLICATION/DECLARATION
                                      UNDER

                THE PUBLIC UTILITY HOLDING COMPANY ACT OF 1935
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                                FirstEnergy Corp.
                               OHIO EDISON COMPANY
                            THE TOLEDO EDISON COMPANY
                   FIRSTENERGY FACILITIES SERVICES GROUP, LLC

                              76 South Main Street
                                Akron, Ohio 44308

     (Names of companies filing this statement and addresses of principal
                              executive offices)
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                                FirstEnergy corp.

        (Name of top registered holding company parent of applicants)
     -------------------------------------------------------------------

         Leila L. Vespoli,                            Douglas E. Davidson, Esq.
         Senior Vice President and General Counsel    Thelen Reid & Priest LLP
         Counsel                                      40 West 57th Street
         FirstEnergy Corp.                            New York, New York 10019
         76 South Main Street
         Akron, Ohio 44308
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                 (Names and addresses of agents for service)



ITEM 1.   DESCRIPTION OF PROPOSED TRANSACTIONS.
          ------------------------------------

          By Order dated  October 29, 2001 in this  proceeding  (Holding Co. Act
Release No. 27459) (the "Merger Order"), as supplemented by a supplemental order
dated November 8, 2001 (Holding  Company Act Release No. 27483),  the Commission
authorized  the  merger  between  FirstEnergy  Corp.  ("FirstEnergy"),  an  Ohio
corporation,  and GPU, Inc. ("GPU"), a Pennsylvania corporation. The merger (the
"Merger")  became  effective  on  November  7,  2001,  with  FirstEnergy  as the
surviving entity, and FirstEnergy  registered under the Act as a holding company
on the same day. As a result of the merger,  FirstEnergy  directly or indirectly
owns all of the outstanding  common stock of ten electric utility  subsidiaries,
Ohio Edison Company ("Ohio Edison"), The Cleveland Electric Illuminating Company
("Cleveland  Electric"),  The Toledo Edison Company ("Toledo Edison"),  American
Transmission  Systems,  Incorporated  ("ATSI"),  Jersey  Central  Power  & Light
Company  ("JCP&L"),  Pennsylvania  Electric  Company  ("Penelec"),  Metropolitan
Edison Company ("Met-Ed"), Pennsylvania Power Company ("Penn Power"), York Haven
Power  Company,  and Waverly  Electric  Power & Light  Company,  which  together
provide  service  to  approximately  4,300,000  retail  and  wholesale  electric
customers in a 37,200 square-mile area in Ohio, New Jersey and Pennsylvania; and
one gas utility subsidiary,  Northeast Ohio Natural Gas Corp.  ("NONGC"),  which
provides gas distribution  and  transportation  service to  approximately  5,000
customers in central and northeast  Ohio (these  subsidiaries  are  collectively
referred  to as the  "Utility  Subsidiaries").  FirstEnergy's  electric  and gas
utility  subsidiaries  are  referred  to  herein  collectively  as the  "Utility
Subsidiaries." Ohio Edison, Cleveland Electric,  Toledo Edison, Penn Power, ATSI
and NONGC are  referred to herein  collectively  as the "FE  Pre-Merger  Utility
Subsidiaries."1

          The  Merger  Order  also  authorized  certain  FirstEnergy   associate
companies  to provide  services to the FE  Pre-Merger  Utility  Subsidiaries  at
prices not restricted to cost.  Specifically,  FirstEnergy  Facilities  Services
Group, LLC ("FE  Facilities")  was authorized to provide  maintenance and repair
services to FirstEnergy,  Ohio Edison and Toledo Edison. These arrangements,  as
well as extensions,  additions and  replacements  of these  arrangements  in the
ordinary  course of business (the "At Market  Service  Arrangements")  have been
authorized  to remain in place for a period  ending not later than  December 31,
2002.  The Merger Order  authorized  the exemption or waiver for these At Market
Services  under Section 13 of the Act from the cost standards of Rules 90 and 91
thereunder, as applicable.

          FE Facilities  now requests that the  Commission  issue a supplemental
order  extending  the  interim  exemption  granted  under the Merger  Order from
December 31, 2002 until June 30, 2003.  FE Facilities  requests  this  extension
because it needs additional time to implement internal cost accounting  systems.
FirstEnergy and its  subsidiaries  are currently  establishing a cost accounting
structure  and  supporting  computer  systems for  FirstEnergy  Service  Company
("Service  Company"),  which  will  function  as the  service  company  for  the

--------------------
1  FirstEnergy  also  directly  or  indirectly  holds  investments  in  numerous
non-utility  subsidiaries  that are  engaged  in a  variety  of  energy-related,
exempt, or otherwise functionally related non-utility  businesses.  Reference is
made to Appendix A to the Merger Order for a  description  of these  non-utility
subsidiaries.

                                       2



FirstEnergy system. FirstEnergy expects that the Service Company cost accounting
arrangement and the supporting computer system will be fully functional by April
1, 2003. FE Facilities  anticipates that cost accounting systems for the current
At Market  Service  Arrangements  will be established by June 30, 2003, and thus
make this extension request to provide for additional time.

          In addition, FE Facilities may seek a permanent exemption from Section
13(b) of the Act and the at cost  rules  thereunder  for the At  Market  Service
Arrangements.  FirstEnergy  has been  following the  proceedings  in the pending
Exelon  Corp.   ("Exelon")  docket,   file  number  70-9645,  in  which  certain
non-utility  subsidiaries  of Exelon  are  seeking  a  permanent  Section  13(b)
exemption  based on facts and  circumstances  similar  to those of the At Market
Service  Arrangements.  If the Commission grants a permanent  exemption to those
subsidiaries  of Exelon,  FE  Facilities  may seek to rely on that  precedent in
seeking a permanent  exemption for the At Market  Service  Arrangements  in this
docket.

ITEM 2.   FEES, COMMISSIONS AND EXPENSES.
          ------------------------------

          FirstEnergy  estimates  that  the  additional  fees,  commissions  and
expenses incurred or to be incurred in connection with the proposed  transaction
will not exceed $2,500.

ITEM 3.   APPLICABLE STATUTORY PROVISIONS.
          -------------------------------

          Applicants  believe that Section 13(b) of the Act and Rules 87, 90 and
91 thereunder may be applicable to the authorizations requester herein.

          The authorization requested herein is also subject to the requirements
of Rule  54.  Rule 54  provides  that  in  determining  whether  to  approve  an
application by a registered  holding company which does not relate to any exempt
wholesale   generator  ("EWG")  or  "foreign  utility  company"  ("FUCO"),   the
Commission  shall not consider the effect of the  capitalization  or earnings of
any subsidiary which is an EWG or a FUCO upon the registered  holding company if
paragraphs (a), (b) and (c) of Rule 53 are satisfied.

          FirstEnergy  currently  meets  all of the  conditions  of Rule  53(a),
except for clause (1). In the Merger Order, the Commission,  among other things,
authorized  FirstEnergy  to  invest  in EWGs  and  FUCOs  so that  FirstEnergy's
"aggregate  investment," as defined in Rule 53(a)(1), in EWGs and FUCOs does not
exceed $5  billion,  which $5 billion  amount is greater  than the amount  which
would be  permitted by clause (1) of Rule 53(a)  which,  based on  FirstEnergy's
consolidated  retained  earning of $1.85 billion as of September 30, 2002, would
be $926 million. The Merger Order also specifies that this $5 billion amount may
include amounts invested in EWGs and FUCOs by FirstEnergy and GPU at the time of
the Merger  Order  ("Current  Investments")  and  amounts  relating  to possible
transfers  to  EWGs  of  certain  generating  facilities  owned  by  certain  of
FirstEnergy's  operating utilities ("GenCo  Investments").  FirstEnergy has made
the commitment that through June 30, 2003, its aggregate  investment in EWGs and
FUCOs  other  than  the  Current   Investments  and  GenCo  Investments  ("Other
Investments")  will  not  exceed  $1.5  billion.  The  Commission  has  reserved
jurisdiction over investments that exceed such amount.

                                       3



          As of September  30,  2002,  and on the same basis as set forth in the
Merger  Order,   FirstEnergy's  aggregate  investment  in  EWGs  and  FUCOs  was
approximately  $1.27  billion,2  an amount  significantly  below the $5  billion
amount authorized in the Merger Order.  Additionally,  as of September 30, 2002,
consolidated  retained  earnings  were  $1.85  billion.  By way  of  comparison,
FirstEnergy's  consolidated retained earnings as of December 31, 2001 were $1.52
billion.

          In any event,  even taking  into  account  the  capitalization  of and
earnings  from EWGs and FUCOs in which  FirstEnergy  currently  has an interest,
there  would  be no  basis  for  the  Commission  to  withhold  approval  of the
transactions proposed herein. With respect to capitalization,  since the date of
the Merger Order,  there has been no material  adverse  impact on  FirstEnergy's
consolidated capitalization resulting from FirstEnergy's investments in EWGs and
FUCOs.  As of September  30,  2002,  FirstEnergy's  consolidated  capitalization
consisted  of  34.8%  common  equity,  1.7%  cumulative  preferred  stock,  1.8%
subsidiary  -  obligated  mandatorily  redeemable  preferred  securities,  56.1%
long-term  debt and 5.6% notes  payable.  As of December 31, 2001,  those ratios
were as follows:  32.2% common equity,  .7%  cumulative  preferred  stock,  1.2%
subsidiary-obligated maditorily redeemable preferred securities, 60.1% long term
debt and 3.8% notes payable.  Additionally,  the proposed  transactions will not
have any material impact on  FirstEnergy's  capitalization.  Further,  since the
date of the Merger  Order,  and,  after  taking into  account the effects of the
Merger,  there has been no material  change in  FirstEnergy's  level of earnings
from EWGs and FUCOs.

          FirstEnergy's  operating  subsidiaries are financially sound companies
as indicated by their  investment  grade ratings from the nationally  recognized
rating agencies for their senior  unsecured debt. The following chart includes a
breakdown of the senior,  unsecured credit ratings for  FirstEnergy's  operating
utility subsidiaries.

            Subsidiary          Standard & Poors3     Moody's4     Fitch5

            Ohio Edison               BBB-              Baa2        ---
            Cleveland Electric        BBB-              Baa3        ---
            Toledo Edison             BBB-              Baa3        BB
            Penn Power                BBB-              Baa2        ---
            JCP&L                     BBB               ---         ---
            Met-Ed                    BBB               ---         ---
            Penelec                   BBB               A2          BBB+

          FirstEnergy  satisfies all of the other  conditions of paragraphs  (a)
and (b) of Rule 53. With respect to Rule 53(a)(2),  FirstEnergy  maintains books
and records in  conformity  with,  and  otherwise  adheres to, the  requirements
--------------------
2  This  $1.27  billion  amount  represents  Current  Investments  only.   As of
September 30, 2002, FirstEnergy had no Genco Investments.
3  Standard & Poor's Rating Services
4  Moody's Investors Service, Inc.
5  Fitch, Inc.

                                       4



thereof.  With  respect to Rule  53(a)(3),  no more than 2% of the  employees of
FirstEnergy's  domestic public utility  companies  render  services,  at any one
time, directly or indirectly,  to EWGs or FUCOs in which FirstEnergy directly or
indirectly  holds an interest.  With respect to Rule 53(a)(4),  FirstEnergy will
continue to provide a copy of each application and certificate  relating to EWGs
and FUCOs and relevant  portions of its Form U5S to each  regulator  referred to
therein,  and will otherwise comply with the requirements thereof concerning the
furnishing of information. With respect to Rule 53(b), none of the circumstances
enumerated in subparagraphs (1), (2) and (3) thereunder have occurred.  Finally,
Rule 53(c) by its terms is inapplicable since the proposed  transaction does not
involve the issue or sale of a security to finance the  acquisition of an EWG or
FUCO.

ITEM 4.   REGULATORY APPROVALS.
          --------------------

          No state commission has jurisdiction with respect to any aspect of the
requested authorization,  and no Federal commission, other than your Commission,
has jurisdiction with any aspect thereof.

ITEM 5.   PROCEDURE.
          ---------

          FirstEnergy  requests that the Commission  issue a supplemental  order
approving the proposed  transaction at the earliest practicable date, but in any
event not later than December 31, 2002. It is further  requested that: (i) there
not  be  a  recommended  decision  by  an  Administrative  Law  Judge  or  other
responsible  officer  of  the  Commission,   (ii)  the  Division  of  Investment
Management  be  permitted  to  assist  in the  preparation  of the  Commission's
decision  and (iii)  there be no waiting  period  between  the  issuance  of the
Commission's order and the date on which it is to become effective.

ITEM 6.   EXHIBITS AND FINANCIAL STATEMENTS.
          ---------------------------------

          (a) Exhibits:

              (None)

          (b) Financial Statements:

              Omitted as not relevant to the proposed transaction.

ITEM 7.   INFORMATION AS TO ENVIRONMENTAL EFFECTS.
          ---------------------------------------

          (a) The authorization proposed herein does not involve a major Federal
action significantly affecting the quality of the human environment.

          (b) No federal  agency has prepared or is  preparing an  environmental
impact statement with respect to the authorization proposed herein.

                                       5



                                   SIGNATURES
                                   ----------

          Pursuant to the requirements of the Public Utility Holding Company Act
of 1935, as amended,  the undersigned  companies have duly caused this statement
to be signed on their behalves by the undersigned thereunto duly authorized.


                   FirstEnergy Corp.
                   Ohio Edison Company
                   The Toledo Edison Company
                   FirstEnergy Facilities Services Group, LLC



                   By: /s/ Harvey L. Wagner
                           -----------------------------
                           Harvey L. Wagner
                           Vice President and Controller

Date: December 23, 2002

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