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UNITED STATES
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): JUNE 4, 2002
JCP&L TRANSITION FUNDING LLC
(Exact Name of Registrant as Specified in its Certificate of Formation)
DELAWARE 333-31250 75-2998870
(State or Other (Commission (I.R.S. Employer
Jurisdiction of File Number) Identification No.)
Formation)
JCP&L TRANSITION FUNDING LLC
c/o GPU Service, Inc.
76 South Main Street
Akron, Ohio 44308-1890
(Address of Principal Executive Offices, Including Zip Code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE - (330) 384-5100
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ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE
The Registrant registered transition bonds under the Securities Act of
1933 by a Registration Statement on Form S-3 (Registration File No. 333-31250)
(the "Registration Statement"). Pursuant to the Registration Statement, the
Registrant issued and sold $320,000,000 in aggregate principal amount of
Transition Bonds, Series 2002-A. The transaction was closed on June 11, 2002. In
connection with this transaction, the Registrant entered into the material
agreements attached hereto as exhibits.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
A list of the Exhibits filed herewith is attached hereto.
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 hereunto duly authorized.
JCP&L TRANSITION FUNDING LLC
By: /s/ Harvey L. Wagner
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Name: Harvey L. Wagner
Title: Vice-President and Controller
Date: June 13, 2002
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EXHIBIT INDEX
The following exhibits are filed herewith:
Exhibit No. Description
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1.1 Underwriting Agreement dated June 4, 2002 among Jersey Central
Power and Light, JCP&L Transition Funding LLC and Goldman, Sachs
& Co., on behalf of itself and as the representative of the
several underwriters named therein.
3.2.B Amended and Restated Limited Liability Company Agreement of JCP&L
Transition Funding LLC dated as of June 11, 2002.
4.1.A Indenture dated as of June 11, 2002 between JCP&L Transition
Funding LLC and The Bank of New York.
4.1.B Series Supplement dated as of June 11, 2002 between JCP&L
Transition Funding LLC and The Bank of New York.
10.1.A Bondable Transition Property Sale Agreement between JCP&L
Transition Funding LLC and Jersey Central Power & Light Company
dated as of June 11, 2002.
10.1.B Bondable Transition Property Servicing Agreement between JCP&L
Transition Funding LLC and Jersey Central Power & Light Company
dated as of June 11, 2002.
10.1.C Administration Agreement between JCP&L Transition Funding LLC and
GPU Energy, Inc. dated as of June 11, 2002.
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