1 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 2 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