Issuer Free Writing Prospectus
Relating to Preliminary Prospectus Supplement Filed Pursuant to Rule 424(b)(5)
Filed Pursuant to Rule 433
Registration No. 333-138065
November 13, 2006
The Toledo Edison Company
Pricing Term Sheet
$300 million 6.15% Senior Notes due May 15, 2037
| Issuer: | The Toledo Edison Company | ||||
| Market Type: | Senior Notes | ||||
| Ratings: | Baa3/BBB- (positive outlook/stable) | ||||
| Principal Amount: | $300 million | ||||
| Trade Date: | 13 November 2006 | ||||
| Settlement Date: | 16 November 2006 (T+3) | ||||
| Final Maturity: | 15 May 2037 | ||||
| Interest Payment Dates: | 15 May and 15 November | ||||
| 1st Coupon Payment Date: | 15 May 2007 (short 1st coupon) | ||||
| Coupon: | 6.150% | ||||
| Business day convention: | 30/360 | ||||
| US Treasury Benchmark: | UST 4.500% due 15-Feb-2036 | ||||
| US Treasury Price / Yield: | 96-21 / 4.711% | ||||
| Re-Offer Yield: | 6.161% | ||||
| Re-offer Price: | 99.850% | ||||
| Fees: | 0.875% (equals $2,625,000) | ||||
| Proceeds to Issuer: | 98.975% (equals $296,925,000) | ||||
| Denomination: | $1,000 | ||||
| Optional Redemption: | Greater of 100.00% of the principal amount of Senior Notes being redeemed or make whole + 25bp | ||||
| Joint Bookrunners (80%): | BNY Capital Markets, Inc. | $ | 120,000,000 | ||
| KeyBanc Capital Markets, a division of McDonald Investments Inc. | $ | 120,000,000 | |||
| Co-Managers (20%): | LaSalle Capital Markets | $ | 15,000,000 | ||
| NatCity Investments, Inc. | $ | 15,000,000 | |||
| Piper Jaffray | $ | 15,000,000 | |||
| Wedbush Morgan Securities Inc. | $ | 15,000,000 | |||
| CUSIP/ISIN: | 889175 BD 6 / US889175BD66 | ||||
| Pro Forma Ratio of Earnings to Fixed Charges for the Nine Month Period Ended September 30, 2006: | 2.54 | ||||
| Pro Forma Ratio of Earnings to Fixed Charges for the Year Ended December 31, 2005: | 2.10 | ||||
The security ratings above are not a recommendation to buy, sell or hold the securities hereby. The ratings may be subject to revision or withdrawal at any time by Moody’s Investors Service and Standard & Poor’s Ratings Services. Each of the security ratings above should be evaluated independently of any other security rating.
The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling toll-free 1-866-227-6479.