SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) February 19, 2004
Commission Registrant; State of Incorporation; I.R.S. Employer
File Number Address; and Telephone Number Identification No.
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333-21011 FIRSTENERGY CORP. 34-1843785
(An Ohio Corporation)
76 South Main Street
Akron, Ohio 44308
Telephone (800)736-3402
Item 7. Financial Statements, Pro Forma Financial Statements and Exhibits
(c) Exhibits.
Exhibit No. Description
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99.1 Press Release issued by FirstEnergy Corp., dated
February 19, 2004
99.2 Consolidated Report to the Financial Community, dated
February 19, 2004
Item 12. Results of Operations and Financial Condition
On February 19, 2004, FirstEnergy Corp. issued two public
announcements, which are attached as Exhibits 99.1, and 99.2 hereto and
incorporated by reference. FirstEnergy's Press Release and Consolidated Report
to the Financial Community contain non-GAAP financial measures. 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 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, or GAAP. Pursuant
to the requirements of Regulation G, FirstEnergy has provided quantitative
reconciliations within the Press Release and Consolidated Report to the
Financial Community of the non-GAAP financial measures to the most directly
comparable GAAP financial measures.
The Press Release and Consolidated Report to the Financial Community
include normalized earnings per share, which is not calculated in accordance
with GAAP because it excludes the impact of "unusual items". Unusual items
reflect the impact on earnings of events that are not routine, are
related to discontinued businesses or are 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
others in the energy sector. 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.
The non-GAAP information presented in the Press Release and
Consolidated Report to the Financial Community should be considered in addition
to, and not as a substitute for, reported earnings per share prepared in
accordance with GAAP.
Forward-Looking Statement: This Form 8-K includes forward-looking statements
based on information currently available to management. Such statements are
subject to certain risks and uncertainties. These statements typically contain,
but are not limited to, the terms "anticipate," "expect," "believe," "estimate,"
and similar words. Actual results may differ materially due to the speed and
nature of increased competition and deregulation in the electric utility
industry, economic or weather conditions affecting future sales and margins,
changes in markets for energy services, changing energy and commodity market
prices, replacement power costs being higher than anticipated or inadequately
hedged, maintenance costs being higher than anticipated, legislative and
regulatory changes (including revised environmental requirements), adverse
regulatory or legal decisions and the outcome of governmental investigations,
availability and cost of capital, inability of the Davis-Besse Nuclear Power
Station to restart (including because of any inability to obtain a favorable
final determination from the Nuclear Regulatory Commission), inability to
accomplish or realize anticipated benefits of strategic goals, the ability to
improve electric commodity margins and to experience growth in the distribution
business, the ability to access the public securities markets, further
investigation into the causes of the August 14, 2003 regional power outage and
the outcome, cost and other effects of present and potential legal and
administrative proceedings and claims related to that outage, a denial of or
material change to the Company's Application related to its Rate Stabilization
Plan, and other factors discussed from time to time in FirstEnergy's Securities
and Exchange Commission filings, including its annual report on Form 10-K (as
amended) for the year ended December 31, 2002, its Form 10-Q for the quarter
ended September 30, 2003 and under "Risk Factors" in the Prospectus Supplement
dated September 12, 2003 to the Prospectus dated August 29, 2003 (which was part
of the Registration Statement-SEC File No. 333-103865) and other similar
factors. FirstEnergy expressly disclaims any current intention to update any
forward-looking statements contained in this document as a result of new
information, future events, or otherwise.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
February 19, 2004
FIRSTENERGY CORP.
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Registrant
/s/ Harvey L. Wagner
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Harvey L. Wagner
Vice President, Controller
and Chief Accounting Officer
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