EXHIBIT 10-5 GENCO POWER SUPPLY AGREEMENT DATED AS OF OCTOBER 14, 2005

FirstEnergy Generation Corp.                                                                                EXHIBIT 10.5

FERC Electric Tariff, Original Volume No. 1

Service Agreement No. 2

[Execution Copy]

GENCO POWER SUPPLY AGREEMENT

Between FirstEnergy Generation Corp., Seller

and

FirstEnergy Solutions Corp., Buyer

This GENCO Power Supply Agreement ("Agreement") dated October 14, 2005 is made by and between FirstEnergy Generation Corp., ("Genco" or "Seller"), and FirstEnergy Solutions Corp. ("Solutions" or "Buyer"). Genco and Solutions may be identified collectively as "Parties" or individually as a "Party." This Agreement is entered into in connection with the transfer of ownership of The Cleveland Electric Illuminating Company, Ohio Edison Company, Pennsylvania Power Company, and The Toledo Edison Company’s fossil and pumped storage generation assets to Genco.

WHEREAS, Seller is a generation only company that owns, operates and leases fossil and pumped storage generation assets; and

WHEREAS, Seller is engaged exclusively in the business of owning and operating this generation and selling Power at wholesale, and

WHEREAS, Seller is a wholly owned subsidiary of Solutions; and

WHEREAS, Buyer desires to obtain the entire electric output of the generating plants owned by Genco as described in Exhibit C (collectively, the “Genco Facilities”), pursuant to the rates, terms and conditions set forth herein.

It is agreed as follows:

I.   TERM

The sale and purchase of Power pursuant to this Agreement shall begin on December 1, 2005, or such later effective date authorized by the FERC, for an initial term ending December 31, 2010. This Agreement shall remain in effect from year to year thereafter unless terminated by either Party upon at least sixty days written notice prior to the end of the calendar year.

Issued by: Donald R. Schneider, President                                                                            Effective Date:

Issued on: October 14, 2005                                                                                        December 1, 2005

II.   SALE AND PURCHASE OF CAPACITY AND ENERGY

III. SCHEDULING AND SYSTEM PLANNING

IV. PRICE

Seller shall charge, and Buyer shall pay, for Buyer's Power Supply Requirements, as follows on a monthly basis.

A. Charges

Buyer will pay Seller the Monthly Charge under the formula set forth in Exhibit A for the Power Supply Requirements available from the Genco Facilities identified in Exhibit C.

B. Billing and Payment

Unless otherwise specifically agreed upon by the Parties, the calendar month shall be the standard period for all billings and payments under this Agreement. As soon as practicable after the end of each month, the Seller will render an invoice to Buyer for the amounts due for Power Supply Requirements for the preceding month. Payment shall be due and payable within ten days of receipt of the invoice or, if such day is not a Business Day, then on the next Business Day. Buyer will make payments by electronic funds transfer or by other mutually agreeable method(s) to the account designated by Seller. Any amounts not paid by the due date will be deemed delinquent and will accrue interest at the Interest Rate until the date of payment in full.

C. Records

Each Party shall keep complete and accurate records of its operations under this Agreement and shall maintain such data as may be necessary to determine the reasonableness and accuracy of all relevant data, estimates, payments or invoices submitted by or to it hereunder. All records regarding this Agreement shall be maintained for a period of three years from the date of the invoice or payment, or for such longer period as may be required by law.

D. Audit and Adjustment Rights

Buyer shall have the right, at its own expense and during normal business hours, to audit the accounts and records of Seller that reasonably relate to the provision of service under this Agreement. If the audit reveals an inaccuracy in an invoice, the necessary adjustment in such invoice and the payments therefor will be promptly made. No adjustment will be made for any invoice or payment made more than one year from rendition thereof. This provision shall survive the termination of this Agreement for a period of one year from the date of termination for the purpose of such invoice and payment objections. To the extent that audited information includes Confidential Information, the Buyer shall keep all such information confidential under Section VII.C.

E. Section 205 Rights

Nothing contained herein shall be construed as affecting in any way the right of the Party furnishing service under this Agreement to unilaterally make application to the FERC for a change in rates under Section 205 of the Federal Power Act and pursuant to the FERC's Rules and Regulations thereunder. Provided, however, that nonrate terms and conditions may be amended only by a written agreement signed by the Parties.

V. METERING

Generation metering shall be installed, operated and maintained in accordance with the applicable generator interconnection agreements between the Genco, Transmission Provider, and Transmission Owner. Metering between control areas shall be handled in accordance with the applicable Transmission Provider OATT. Retail metering shall be provided in accordance with applicable state law. Nothing in this Agreement requires Seller or Buyer to install new metering facilities.

VI. NOTICES

All notices, requests, statements or payments shall be made as specified below. Notices required to be in writing shall be delivered by letter, facsimile or other documentary form. Notice by facsimile or hand delivery shall be deemed to have been received by the close of the Business Day on which it was transmitted or hand delivered (unless transmitted or hand delivered after close in which case it shall be deemed to have been received at the close of the next Business Day). Notice by overnight mail or courier shall be deemed to have been received two Business Days after it was sent. A Party may change its addresses by giving notice as provided above.

NOTICES & CORRESPONDENCE:  

INVOICES & PAYMENTS:  

SCHEDULING:

VII. MISCELLANEOUS

A. Performance Excused

If either Party is rendered unable by an event of Force Majeure to carry out, in whole or part, its obligations here