GPU COMPANIES EMPLOYEE SAVINGS PLAN
                          FOR EMPLOYEES REPRESENTED BY
                             IBEW SYSTEM COUNCIL U-3

                    REPORT ON AUDITS OF FINANCIAL STATEMENTS
                               for the years ended
                           December 31, 2002 and 2001







                       GPU COMPANIES EMPLOYEE SAVINGS PLAN
              FOR EMPLOYEES REPRESENTED BY IBEW SYSTEM COUNCIL U-3

                                      INDEX
                                     -------



                                                                     Pages
                                                                     -----

Independent Auditors' Report                                             1

Financial Statements:
  Statements of Net Assets Available for Plan
     Benefits as of December 31, 2002 and 2001                           2

  Statements of Changes in Net Assets Available
    for Plan Benefits for the years ended
    December 31, 2002 and 2001                                           3

    Notes to Financial Statements                                     4-12











                          INDEPENDENT AUDITORS' REPORT



To the Savings Plan Committee of the
GPU Companies Employee Savings Plan
For Employees Represented by IBEW System Council U-3:

We have audited the accompanying statements of net assets available for plan
benefits of GPU Companies Employee Savings Plan for Employees Represented by
IBEW System Council U-3 (the "Plan") as of December 31, 2002 and 2001, and the
related statements of changes in net assets available for plan benefits for the
years then ended. These financial statements are the responsibility of the
Plan's management. Our responsibility is to express an opinion on these
financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit also includes assessing
the accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation. We believe our
audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for plan benefits of the Plan as
of December 31, 2002 and 2001, and the changes in net assets available for plan
benefits for the years then ended in conformity with accounting principles
generally accepted in the United States of America.




                             Milligan & Company, LLC




April 25, 2003







                       GPU COMPANIES EMPLOYEE SAVINGS PLAN
              FOR EMPLOYEES REPRESENTED BY IBEW SYSTEM COUNCIL U-3

                            STATEMENTS OF NET ASSETS
                           AVAILABLE FOR PLAN BENEFITS

                           December 31, 2002 and 2001
                                     -------


                                          2002                    2001
                                          ----                    ----

Investment in GPU Companies
        Master Savings Plan Trust
        at fair value                  $110,646,469           $123,882,487

Participant loans receivable              3,177,051              3,211,381
                                       ------------           ------------

Net assets available for
        plan benefits                  $113,823,520           $127,093,868
                                       ============           ============





















 The accompanying notes are an integral part of the financial statements.
                                        2




                       GPU COMPANIES EMPLOYEE SAVINGS PLAN
              FOR EMPLOYEES REPRESENTED BY IBEW SYSTEM COUNCIL U-3

                       STATEMENTS OF CHANGES IN NET ASSETS
                           AVAILABLE FOR PLAN BENEFITS

                 for the years ended December 31, 2002 and 2001
                                     -------

                                                    2002              2001
                                                    ----              ----

Net Asset Balances, beginning of year           $127,093,868      $144,479,831
                                                ------------      ------------

Additions to net assets attributed to:
  Contributions:
        Participants'                              6,779,317         7,038,798
        Employer's                                 2,065,115         2,173,911
        Rollovers                                      8,048            16,674

  Interest on loans                                  248,194           244,663

  Investment income                                1,776,390         2,035,981
                                                ------------      ------------

                  Total additions                 10,877,064        11,510,027
                                                ------------      ------------

Deductions from net assets attributed to:
Net depreciation in fair
     value of investments                         14,464,875        16,269,170
Transfers to affiliated
        savings plans                                249,808         2,527,143
Distributions and
      Withdrawals                                  9,432,729        10,099,677
                                                ------------      ------------

                  Total deductions                24,147,412        28,895,990
                                                ------------      ------------

        Net decrease                             (13,270,348)      (17,385,963)
                                                -------------     ------------

Net Asset Balances, end of year                 $113,823,520      $127,093,868
                                                ============      ============













   The accompanying notes are an integral part of the financial statements.
                                        3







                       GPU COMPANIES EMPLOYEE SAVINGS PLAN
              FOR EMPLOYEES REPRESENTED BY IBEW SYSTEM COUNCIL U-3
                          NOTES TO FINANCIAL STATEMENTS
                                    --------

1.   General Description of the Plan:
     -------------------------------

     The following description of the GPU Companies Employee Savings Plan
     for Employees Represented by IBEW System Council U-3 (Plan) provides
     only general information on the provisions of the Plan in effect as of
     December 31, 2002. Participants should refer to the Benefits Handbook,
     Plan document, and prospectus for a more complete description of the
     Plan's provisions.

              General:
              -------

     The Plan is a defined contribution plan. In general, all FirstEnergy
     employees represented by IBEW System Council U-3 (Company) are eligible
     to participate in the Plan if he/she is employed on a full-time basis
     or if the employee has completed at least 1,000 hours of service in a
     consecutive twelve-month period.

     The Plan is intended to qualify as a cash or deferred profit-sharing
     plan under Sections 401(a) and 401(k) of the Internal Revenue Code. It
     is subject to the provisions of the Employee Retirement Income Security
     Act of 1974 (ERISA). A participant is eligible to transfer his/her
     account to an affiliated savings plan upon a change in employment
     status.

     The Plan contains additional employer contribution and employee savings
     features. Participants may "rollover" distributions received from other
     qualified plans to the Savings Plan.

              Contributions:
              -------------

     The Plan provides two contribution options to a participant. Subject to
     certain limitations set forth in the Plan, the participant may elect
     (1) to have his/her base compensation reduced by an amount equal to any
     whole percentage (before-tax 401(k) contributions), which is
     contributed on behalf of the employee by the Company; and/or (2) to
     contribute by payroll deduction any whole percentage of base
     compensation (after-tax).

              Matching Program:
              ----------------

     The Company provides a matching contribution to the Plan on behalf of
     each participant, except certain temporary employees as defined in the
     Plan document. Effective November 1, 2001 the Company matched 80%, up
     from 75% prior to November 1, 2001, of a participant's aggregate
     contributions up to 4% of the participant's base compensation. There
     was no change in company matching contributions during 2002.

              Administration of Plan Assets:
              -----------------------------

     The Plan's assets, which consist principally of stocks, mutual funds
     and bonds are held by the Trustee of the Plan. Employer and participant
     contributions are held and managed by the Trustee, which invests cash
     received, reinvests interest and dividend income, and makes
     distributions to participants.

                                    Continued
                                        4




                       GPU COMPANIES EMPLOYEE SAVINGS PLAN
              FOR EMPLOYEES REPRESENTED BY IBEW SYSTEM COUNCIL U-3
                    NOTES TO FINANCIAL STATEMENTS, Continued
                                    --------

1.   General Description of the Plan, continued:
     -------------------------------

              Administrative Expenses:
              -----------------------

     The Company absorbs a small portion of administrative expenses. The
     majority of the administrative expenses, primarily Investment and
     Trustee Fees, are paid out of plan assets held in the GPU System
     Companies Master Trust ("Trust"). Investment gains in the Trust are
     shown net of these Investment and Trustee Fees.

              Investment Funds:
              -----------------

     The Plan provides investment options that are participant-directed,
     which allows participants to choose among various investment
     alternatives. Participants may change their investment option at any
     time, subject to certain limitations. Participants may elect to have
     their Plan accounts invested in one or more of the following investment
     options:

     o  Fidelity Puritan Fund:  This fund seeks to obtain a balance between
        ---------------------
        capital appreciation, preservation of capital, and generation of income.

     o  Fidelity Independence Fund*: This fund seeks to provide the opportunity
        ---------------------------
        for significant capital appreciation.

     o  Fidelity OTC Portfolio Fund: This fund seeks long-term capital
        ---------------------------
        appreciation by investing in securities that are traded in the
        over-the-counter (OTC) securities market.

     o  Fidelity Overseas Fund: The fund seeks long-term capital appreciation,
        ----------------------
        primarily through investments in foreign securities.

     o  Interest Income Fund: The return objective of this fund is to
        --------------------
        provide a higher rate of return over time than the rate of return
        offered by money market funds. The Interest Income Fund invests in
        a diversified portfolio of investment contracts issued by only
        high-quality financial institutions as well as security-backed
        investment contracts supported by high quality fixed income
        securities.

     o  Diversified Bond Fund: This fund seeks to match or exceed the
        ---------------------
        returns of the Lehman Brothers Aggregate Index. The fund invests
        primarily in government, corporate, mortgage-backed and
        asset-backed securities. The fund invests in only high quality
        bonds, that is, those rated at least BBB by Standard & Poor's or
        Baa3 by Moody's Investors Service.

     o  Conservative Growth Portfolio: The investment objective of the
        -----------------------------
        Portfolio is to provide income from fixed income securities and
        growth of principal from stock funds. The Conservative Growth
        Portfolio has an asset allocation target of 35% equities and 65%
        fixed income securities.

     *  Name changed from Fidelity Retirement Growth Fund effective January 27,
        2001.
                                    Continued
                                        5





                       GPU COMPANIES EMPLOYEE SAVINGS PLAN
              FOR EMPLOYEES REPRESENTED BY IBEW SYSTEM COUNCIL U-3
                    NOTES TO FINANCIAL STATEMENTS, Continued
                                    --------

1.   General Description of the Plan, continued:
     -------------------------------

              Investment Funds, continued:
              ----------------

     o  Moderate Growth Portfolio: The investment objective of this
        -------------------------
        portfolio is to provide growth from stock funds and income from
        fixed income securities. The Moderate Growth Portfolio has an
        asset allocation target of 60% equities and 40% fixed income
        securities.

     o  Aggressive Growth Portfolio: The investment objective of this
        ---------------------------
        portfolio is to provide growth primarily from stock funds with a
        small income component. The Aggressive Growth Portfolio has an
        asset allocation target of 80% equities and 20% fixed income
        securities.

     o  S&P 500 Index Fund: This fund seeks to match the performance of
        ------------------
        the Standard & Poor's 500 Index. The Fund invests in all 500
        stocks in the S&P 500 Index in proportion to their weighting in
        the Index. The Fund may also hold 2-5% of its value in futures
        contracts (an agreement to buy or sell a specific security by a
        specific date at an agreed upon price).

     o  International Equity Fund: This is an actively managed fund that
        -------------------------
        seeks to exceed the performance of the Morgan Stanley Capital
        International Europe, Australia, and Far East (MSCI EAFE) Index
        (unhedged) by investing in common stocks of companies
        headquartered outside the United States.

     o  Small Cap Equity Fund: This is an actively managed fund that seeks
        ---------------------
        to consistently exceed the total return performance of the Russell
        2500 Stock Index while maintaining a similar level of risk. The
        fund primarily invests in a portfolio of common stock of small to
        medium-sized domestic companies.

     o  FirstEnergy Stock Fund*: This fund's goal is to provide long-term
        -----------------------
        growth through capital appreciation and dividend income. The
        FirstEnergy Stock Fund invests almost exclusively in FirstEnergy
        Corporation common stock. A small portion of assets is invested in
        money market securities to meet the fund's cash flow requirements.
        Dividends paid on the FirstEnergy stock held in this fund are used
        to purchase additional common shares.

     o  Mutual Fund Window: The Mutual Fund Window (MFW) offers
        ------------------
        approximately 3500 mutual funds from more than 200 mutual fund
        families and approximately 600 no-transaction fee funds currently
        offered through State Street Brokerage Services, Inc.

     *  GPU Stock Fund was converted to the FirstEnergy Stock Fund
        effective November 7, 2001.


                                    Continued
                                        6



                       GPU COMPANIES EMPLOYEE SAVINGS PLAN
              FOR EMPLOYEES REPRESENTED BY IBEW SYSTEM COUNCIL U-3
                    NOTES TO FINANCIAL STATEMENTS, Continued
                                    --------

1.   General Description of the Plan, continued:
     -------------------------------

              Employee Participation in the Plan:
              ----------------------------------

     The number of participating employees with account balances invested in
     each investment option at December 31, 2002 and 2001 was as follows:

                                                    NUMBER OF PARTICIPANTS
                                                    ----------------------

     FUND #/ FUND NAME                              2002          2001
     -----------------                              ----          ----

     10 Interest Income                              740           684
     20 Diversified Bond                             385           288
     30 Conservative Growth                           89            65
     35 S&P 500 Index                                875           972
     40 Moderate Growth                              606           682
     45 Fidelity Puritan                             240           243
     50 Aggressive Growth                            195           218
     55 Fidelity Independence*                       443           515
     60 Small Capital Equity                         247           248
     65 Fidelity OTC                                 312           371
     70 International Equity                         141           140
     75 Fidelity Overseas                            115           127
     80 FirstEnergy Stock**                          304           298
     85 Mutual Fund Window                            55            52

     The total number of participants in the Plan at December 31, 2002 and
     2001 was 1,693 and 1,789, respectively. This is less than the sum of
     the number of participants shown in the schedule above because many
     participants are investing in more than one option.



     *  Name changed from Fidelity Retirement Growth Fund effective January 27,
        2001.
     ** GPU Stock Fund was converted to the FirstEnergy Stock Fund
        effective November 7, 2001.







                                    Continued
                                        7




                       GPU COMPANIES EMPLOYEE SAVINGS PLAN
              FOR EMPLOYEES REPRESENTED BY IBEW SYSTEM COUNCIL U-3
                    NOTES TO FINANCIAL STATEMENTS, Continued
                                    --------

1.   General Description of the Plan, continued:
     -------------------------------

              Participant Accounts:
              --------------------

     Each participant's account is credited with the participant's own
     contributions and with the Company's ma tching contributions. Each
     account maintained for a participant reflects the number of unitized
     shares and their value for each mutual fund and for the FirstEnergy
     Stock Fund. Any portion of a participant's account balance invested in
     the Mutual Fund Window reflects the number of shares and their value
     for each mutual fund. All income, gain or loss attributable to the
     investment of the balance of any account maintained for a participant
     is recorded to that account.

              Vesting:
              -------

     Participants are 100% vested at all times in their Plan accounts.

              Distributions and Withdrawals:
              -----------------------------

     A participant's Plan account balances become distributable upon
     termination of the participant's employment for any reason.
     Distributions of account balances in excess of $5,000 may be deferred,
     at the participant's election, up to age 70 1/2. If distribution of a
     participant's account balance has not otherwise started, it must begin
     by April 1st following the year in which the participant attained age
     70 1/2. Distributions generally are a single lump sum payment. The Plan
     permits withdrawals of account balances in the event of financial
     hardship or disability as defined in the Plan. A complete description
     of the Plan's terms and conditions for distributions and withdrawals
     can be found in the Plan document.

              Loans to Participants:
              ---------------------

     The Plan provides that loans may be made to a participant from the
     participant's account balance subject to certain conditions. The
     minimum amount of each loan is $1,000 with the maximum being $50,000,
     or certain lesser amounts as described in the Plan. Interest on the
     loan is credited to the participant's account. The loans are secured by
     the balance in the participant's account. Principal and interest are
     paid ratably through monthly payroll deductions. The rate is determined
     periodically by the Administrative Committee based on current
     commercial rates. The interest rates for loans in excess of four years
     and ten months were 6.85% for the period January 1 through June 30,
     2002 and 5.79% for the period July 1 through December 31, 2002. The
     interest rates for loans four years and ten months or less were 6.38%
     for the period January 1 through June 30, 2002 and 5.75% for the period
     July 1 through December 31, 2002.



                                    Continued
                                        8



                       GPU COMPANIES EMPLOYEE SAVINGS PLAN
              FOR EMPLOYEES REPRESENTED BY IBEW SYSTEM COUNCIL U-3
                    NOTES TO FINANCIAL STATEMENTS, Continued
                                    --------

1.   General Description of the Plan, continued:
     -------------------------------

              Plan Termination:
              ----------------

     The Company reserves the right at any time to modify, suspend, amend or
     terminate the Plan. However, the Company cannot do so in such a manner that
     would cause or permit any part of the Plan's assets to be used for or
     diverted to purposes other than for the exclusive benefit of participants
     or their beneficiaries.

2.   Summary of Significant Accounting Policies:
     ------------------------------------------

              Basis of Accounting:
              -------------------

     The financial statements of the plan are prepared under the accrual
     method of accounting.

              Valuation of Investments:
              ------------------------

     The amounts shown herein as the investment in the GPU Companies Master
     Savings Plan Trust reflect the fair value of the assets held in such
     Trusts and the Plan's relative interest in the Trusts. The Plan's
     participation is measured at its value at the beginning of the
     valuation period plus net external cash flow (contributions,
     distributions, etc.) experienced by the Plan during the valuation
     period. Investment income, net realized gain (loss) on investments and
     net unrealized appreciation (depreciation) of investments is allocated
     to each participating plan based upon its accumulated monthly balance
     for each investment option (see Note 3).

     Investment income from the GPU Companies Master Savings Plan Trust for
     the years ended December 31, 2002 and 2001, consists of interest and
     dividend income. The net appreciation (depreciation) in the fair value
     of investments consists of realized gains or losses and the unrealized
     appreciation (depreciation) on those investments in the GPU Companies
     Master Savings Plan Trust.

     The fair market value of assets held by the Trust are determined as
     follows: Stocks and bonds are valued at their closing quoted market
     prices on the last business day of the year. Short-term group trust
     funds (investment custodian bank) and insurance contracts are valued at
     cost plus accrued interest, which approximates market.

              Use of Estimates:
              ----------------

     The preparation of financial statements in conformity with accounting
     principles generally accepted in the United States of America requires
     the plan administrator to make estimates and assumptions that affect
     certain reported amounts and disclosures. Accordingly, actual results
     may differ from those estimates.

                                    Continued
                                        9




                       GPU COMPANIES EMPLOYEE SAVINGS PLAN
              FOR EMPLOYEES REPRESENTED BY IBEW SYSTEM COUNCIL U-3
                    NOTES TO FINANCIAL STATEMENTS, Continued
                                    --------

3.   Investments:
     -----------

     The investments reflected in the December 31, 2002 and 2001 Statements
     of Net Assets Available for Plan Benefits represent the Plan's 17.34%
     and 16.71% share, respectively, of total investments held in the GPU
     Companies Master Savings Plan Trust at December 31, 2002 and 2001.

     At December 31, 2002 and 2001, the total fair value of investments held
     in the GPU Companies Master Savings Plan Trust are summarized as
     follows:

                                           2002                        2001
                                           ----                        ----
      Aggressive Growth Portfolio      $ 15,075,559               $ 19,770,358
      Fidelity Independence Fund**       54,529,824*                75,069,658*
      Small Capital Equity Fund          18,868,634                 24,511,906
      Fidelity OTC Portfolio Fund        22,411,142                 34,321,061
      International Equity Fund           5,502,632                  7,003,697
      Fidelity Overseas Fund              5,041,915                  6,803,090
      FirstEnergy Stock Fund***          15,930,595                 17,901,466
      Mutual Fund Window                 13,681,051                 17,897,551
      Interest Income Fund              197,678,658*               181,148,895*
      Diversified Bond Fund              45,932,468*                32,978,648
      Conservative Growth Portfolio       9,891,068                  8,487,277
      S&P 500 Index Fund                110,297,502*               160,161,418*
      Moderate Growth Portfolio          91,323,742*               117,554,205*
      Fidelity Puritan Fund              31,773,503                 37,555,463*
                                       ------------               ------------

      Total investments at fair value  $637,938,293               $741,164,693
                                       ============               ============

      Total investments at cost        $696,561,399               $749,027,738
                                       ============               ============

*    These investments represent 5% or more of the net assets available for
     benefits.
**   Name changed from Fidelity Retirement Growth Fund effective January 27,
     2001.
***  GPU Stock Fund was converted to the FirstEnergy Stock Fund effective
     November 7, 2001.









                                    Continued
                                       10




                       GPU COMPANIES EMPLOYEE SAVINGS PLAN
              FOR EMPLOYEES REPRESENTED BY IBEW SYSTEM COUNCIL U-3
                    NOTES TO FINANCIAL STATEMENTS, Continued
                                    --------

3.   Investments:
     -----------

     Based on participant investment options at December 31, 2002 and 2001
     the Plan's investments were allocated as follows:

                                            2002                     2001
                                         % BY FUND                % BY FUND
                                         ---------                ---------

         Interest Income                    29.93%                   22.56%
         Diversified Bond                    6.85%                    4.05%
         Conservative Growth                 0.97%                    0.48%
         S&P 500 Index                      17.53%                   22.34%
         Moderate Growth                    12.22%                   13.69%
         Fidelity Puritan                    5.06%                    5.27%
         Aggressive Growth                   2.77%                    2.82%
         Fidelity Independence*             12.36%                   14.83%
         Small Capital Equity                2.16%                    2.35%
         Fidelity OTC                        4.06%                    5.33%
         International Equity                0.73%                    0.72%
         Fidelity Overseas                   0.81%                    0.87%
         FirstEnergy Stock**                 2.98%                    3.08%
         Mutual Fund Window                  1.56%                    1.61%

         The net investment losses in the GPU Master Savings Plan Trust for the
         years ended December 31, 2002 and 2001 were as follows:

                                            2002                      2001
                                            ----                      ----

         Dividends                     $  1,318,162               $  3,031,891
         Interest income                 10,719,496                 11,395,260
         Net depreciation in fair
             value of investments       (78,302,402)               (86,727,994)
                                       ------------               ------------

         Net investment losses         $(66,264,744)              $(72,300,843)
                                       ============               ============

        *  Name changed to Fidelity Retirement Growth Fund effective January 27,
           2001.
        ** GPU Stock Fund was converted to the FirstEnergy Stock Fund
           effective November 7, 2001.

                                    Continued
                                       11





                       GPU COMPANIES EMPLOYEE SAVINGS PLAN
              FOR EMPLOYEES REPRESENTED BY IBEW SYSTEM COUNCIL U-3
                    NOTES TO FINANCIAL STATEMENTS, Concluded
                                    --------

4.   Party-In-Interest Transactions:
     ------------------------------

     Certain Plan investments are shares of mutual funds managed by State
     Street Bank. State Street Bank is the trustee as defined by the Plan.
     Therefore, these transactions qualify as party-in-interest transactions.

5.   Tax Status:
     ----------

     The Plan obtained its latest determination letter on February 4, 1998,
     in which the Internal Revenue Service stated that the Plan, as then
     designed, was in compliance with the applicable requirements of the
     Internal Revenue Code. The Plan has been amended since receiving the
     determination letter. However, the plan administrator and the plan's tax
     counsel believes that the Plan is currently designed and being operated
     in compliance with applicable requirements of the Internal Revenue Code.
     Therefore, no provision for income taxes has been reflected in the
     Plan's financial statements.

6.   Plan Amendments:
     ---------------

     The Plan was amended and restated in order to incorporate increased
     matching contributions, effective January 1, 2001 and November 1, 2001.
     The Company agreed to increase the match from 70% to 75% of an
     employee's contributions up to 4% of base compensation for the period of
     January 1, 2001 through October 31, 2001 and additionally, increased the
     match to 80% of an employee's contributions up to 4% of base
     compensation, for the period thereafter.

     The Plan was further amended, effective October 1, 2001 to incorporate
     FirstEnergy Merger Provisions. At the effective date of the merger
     between GPU Company and FirstEnergy Corporation, all shares of GPU Stock
     held in the GPU Stock Fund were automatically converted into the right
     to receive the merger consideration with respect to such shares. The
     merger consideration, which included both stock and cash with respect to
     the GPU Stock held in the GPU Stock Fund was reinvested in shares of
     FirstEnergy Corporation Stock. The effective date of the merger was
     November 7, 2001.













                                       12