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                                                                       Exhibit 5

The Cleveland Electric
  Illuminating Company
c/o FirstEnergy Corporation
76 South Main Street
Akron, Ohio  44308

Gentlemen:

         With reference to the proposed issue and sale of the principal amounts
of Series D Secured Notes (the "Notes") of The Cleveland Electric Illuminating
Company (the "Company") set forth in the Registration Statement described below
and to be issued and sold under an Indenture dated as of October 24, 1997 and a
First Supplemental Indenture thereto dated October 24, 1997 (as supplemented,
the "Note Indenture") between the Company and The Chase Manhattan Bank, as
trustee, I am counsel for the Company, and attorneys acting under my supervision
have examined the following:

         (a) A copy of the Company's Amended Articles of Incorporation, as filed
with the Secretary of the State of Ohio;

         (b) A copy of the Company's Regulations, certified by the Secretary of
the Company;

         (c) The Application (as amended and supplemented) filed by the Company
with the Public Utilities Commission of Ohio for authority to issue and sell the
Notes;

         (d) The Note Indenture;

         (e) The proposed form of the Notes;

         (f) The Registration Statement on Form S-4 (including the Prospectus
and exhibits) relating to the Notes and the documents incorporated by reference
therein, in the form in which it is being filed with the Securities and Exchange
Commission (such Registration Statement being herein called the "Registration
Statement" and the Prospectus contained therein being herein called the
"Prospectus"); and

         (g) Such other documents and matters as I deem necessary to express
this opinion.

         Based on the foregoing and such legal considerations as I deem
relevant, I am of the opinion that:

         1. The Company is a corporation duly organized and validly existing and
in good standing under the laws of the State of Ohio, with power to authorize
the issue and sale of the Notes;

         2. The Note Indenture and the Notes are in due and legal form; and




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         3. Upon (a) due execution by the Company and authentication by the
trustee of the Notes as provided in the Note Indenture and (b) issuance and sale
of the Notes in accordance with the Registration Statement when the same shall
have become effective, the Notes will be legally issued, valid and binding
obligations of the Company, enforceable against the Company in accordance with
their terms except as (i) the enforceability thereof may be limited by
bankruptcy, insolvency or similar laws affecting creditors' rights generally and
(ii) rights of acceleration and the availability of equitable remedies may be
limited by equitable principles of general applicability.

         I hereby consent (a) to the use of my name in connection with the
statements made under the heading "Legal Opinions" in the Prospectus, and (b) to
the filing of this opinion and consent with the Securities and Exchange
Commission as an exhibit to the Registration Statement.

                                     Respectfully submitted,



                                     ___________________________________________
                                     David L. Feltner
                                     Associate General Counsel for The Cleveland
                                     Electric Illuminating Company