Filed Pursuant to Rule 433

Registration No. 333-153608-01

September 28, 2009

Pennsylvania Electric Company

Pricing Term Sheet

Issuer:

Pennsylvania Electric Company

   

Issue Format:

SEC registered

   

Anticipated Ratings:*

Baa2/BBB (Moody’s/S&P)

   

Principal Amount:

$250,000,000

$250,000,000

     

Security Type:

5.20% Senior Notes Due 2020

6.15% Senior Notes Due 2038

     

Trade Date:

September 28, 2009

September 28, 2009

     

Settlement Date:

September 30, 2009; T+2

September 30, 2009; T+2

     

Maturity Date:

April 1, 2020

October 1, 2038

     

Interest Payment Dates:

Semi-annual payments in arrears on April 1 and October 1
of each year, beginning on April 1, 2010

Semi-annual payments in arrears on April 1 and October 1
of each year, beginning on April 1, 2010

Optional Redemption:

Make-whole call at T+25 bps

Make-whole call at T+30 bps

     

Reference Benchmark:

3.625% due August 15, 2019

4.25% due May 15, 2039

     

Benchmark Yield:

3.294%

4.041%

     

Reoffer Spread:

+195 bps

+212.5 bps

     

Reoffer Yield:

5.244%

6.166%

     

Coupon:

5.20%

6.15%

     

Price to Public:

99.648% of principal amount

99.785% of principal amount

     

Net Proceeds (%):

98.998%

98.910%

     

Net Proceeds ($):

$247,495,000

$247,275,000

     

CUSIP:

708696 BW8

708696 BV0

     

ISIN:

US708696BW81

US708696BV09

     

Joint-Bookrunners:

Banc of America Securities LLC (18%)
Citigroup Global Markets Inc. (18%)
J.P. Morgan Securities Inc. (18%)
Wells Fargo Securities, LLC (18%)

   

Senior Co-managers:

Mitsubishi UFJ Securities (USA), Inc. (10%)
Scotia Capital (USA) Inc. (10%)

   

Co-managers:

BNY Mellon Capital Markets, LLC (4%)
Mizuho Securities USA Inc. (4%)

   

Pro Forma Ratio of Earnings to Fixed Charges for the Six Months Ended June 30, 2009:

2.13

 

 

 



 

 

 

Pro Forma Ratio of Earnings to Fixed Charges for the Year Ended December 31, 2008:

2.38


* Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.

The issuer has filed a registration statement (including a prospectus) with the U.S. Securities and Exchange Commission (SEC) for this offering. Before you invest, you should read the prospectus for this offering 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 searching the SEC online database (EDGAR) at www.sec.gov. Alternatively, you may obtain a copy of the prospectus from Banc of America Securities LLC by calling toll-free at 1-800-294-1322, Citigroup Global Markets Inc. by calling toll-free at 1-877-858-5407, J.P. Morgan Securities Inc. by calling collect at 1-212-834-4533 or Wells Fargo Securities, LLC by calling toll-free at 1-800-326-5897.

 

 

 

 

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