SEC Filing | Exelon Corporation

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SECURITIES AND EXCHANGE COMMISSION Washington, D.C. FORM U5B REGISTRATION STATEMENT Filed Pursuant to Section 5 of the Public Utility Holding Company Act of 1935 Exelon Energy Delivery Company, LLC ---------------------------------------------------------------------- Name of Registrant Name, Title And Address Of Officer To Whom Notices And Correspondence Concerning This Statement Should Be Addressed Randall E. Mehrberg Senior Vice President & General Counsel Exelon Corporation 10 South Dearborn Street 37th Floor Chicago, Illinois 60603 Glossary of Defined Terms Act Public Utility Holding Company Act of 1935, as amended ComEd Commonwealth Edison Company Commission Securities and Exchange Commission Exelon Energy Delivery Exelon Energy Delivery Company, LLC Exelon Enterprises Exelon Enterprises Company, LLC Exelon Exelon Corporation Exelon Generation Exelon Generation Company, LLC Exelon Ventures Exelon Ventures Company, LLC Financing U-1 The Form U-1 Application/Declaration filed by Exelon Corporation, et al. in File No. 70-9693 Merger U-1 The Form U-1 Application/Declaration filed by Exelon Corporation in File No. 70-9645 N/A Not applicable or not available PECO PECO Energy Company SECO Susquehanna Electric Company Unicom Unicom Corporation - -------------------------------------------------------------------------------- Page 1

REGISTRATION STATEMENT 1. Exact Name of Registrant: Exelon Energy Delivery Company, LLC 2. Address of Principal Executive Offices: 10 South Dearborn Street 37th Floor Chicago, Illinois 60603 3. Name and address of Chief Accounting Officer: Jean H. Gibson Vice President and Corporate Controller Exelon Corporation, 10 South Dearborn Street 37th Floor Chicago, Illinois 60603 4. Certain information as to the registrant and each subsidiary company thereof: Exelon Energy Delivery Company, LLC & Subsidiaries Name of Company Organization State Type of Business - --------------- ------------ ----- ---------------- Exelon Energy Delivery Company, LLC LLC DE Holding Company Commonwealth Edison Company C-Corp IL Electric Utility Commonwealth Edison Company of Indiana, Inc. C-Corp IN Energy-related ComEd Financing I Trust DE Financing ComEd Financing II Trust DE Financing ComEd Funding, LLC LLC DE Financing ComEd Transitional Funding Trust Trust DE Financing Commonwealth Research Corporation C-Corp IL Energy/Utility related Edison Development Company C-Corp DE Real Estate Edison Development Canada Inc. C-Corp Canada Land Development Edison Finance Partnership Ptrshp Canada Financing PECO Energy Company C-Corp PA Electric and Gas Utility PECO Energy Capital Corp. C-Corp DE Financing PECO Energy Capital, LP LP DE Financing PECO Energy Capital Trust II Trust DE Financing PECO Energy Captial Trust III Trust DE Financing PECO Energy Transition Trust SBT DE Financing ExTel, LLC LLC DE Financing PECO Finance LP DE Financing ATNP Finance Company C-Corp DE Financing PEC Financial Services, LLC LLC PA Financing Adwin Realty Company C-Corp PA Real Estate Ambassador II Joint Venture Ptrshp PA Real Estate Bradford Associates Ptrshp PA Real Estate Franklin Town Towers Associates Ptrshp PA Real Estate Henderson Ambassador Associates Ptrshp PA Real Estate Riverwatch Ptrshp PA Real Estate Route 724 Ptrshp PA Real Estate Signa Ptrshp PA Real Estate East Coast Natural Gas Cooperative, LLP LLC DE Energy-related Horizon Energy Company C-Corp PA Inactive (Energy-related) - -------------------------------------------------------------------------------- Page 2

BUSINESS 5. (a) The general character of the business done by the registrant and its subsidiaries, separated as between the holding companies, public utility subsidiaries (as defined in the Act) and the various non-utility subsidiaries. Information regarding the general business of Exelon Energy Delivery and its subsidiaries can be found in the following document: Item 1 of the Annual Report of Exelon on Form 10-K for the year ended December 31, 2000 (File No. 1-16169), which is incorporated by reference herein. (b) Any substantial changes which may have occurred in the general character of the business of such companies during the preceding five years. Information regarding any substantial changes which may have occurred in the general character of the business of Exelon Energy Delivery and its subsidiaries during the preceding five years can be found in Exelon's form 10-K for 2000 and PECO's 10-Ks for each of the previous five years (File No. 1-1401) and Unicom's form 10-K for the years 1996 -1999 (File No. 1-11375) which were previously filed with the Commission and are incorporated by reference herein. PROPERTY 6. Describe briefly the general character and location of the principal plants, properties, and other important physical units of the registrant and its subsidiaries, showing separately (a) public utility and (b) other properties. If any principal plant or important unit is not held in fee, so state and describe how held. See Item 2 of the Annual Report of Exelon on Form 10-K for the year ended December 31, 2000 (File No. 1-16169). INTERSTATE TRANSACTIONS 7. For each public utility company in the holding company system of the registrant which is engaged in the transmission of electric energy or gas in interstate commerce, furnish the following information for the last calendar year: Electric Energy Gas Total Annual Sales KWh Mcf - ------------------------------------------------------------------------------ Interstate Transactions: Name of State Delivered Out of State Received from Out of State ComEd, ComEd of Indiana, SECO and PECO have on file with the FERC their respective 2000 FERC Form 1 which includes information regarding the transmission of electric energy. These reports also have been provided as Exhibits G-1, G-2, G-3 and G-4. PECO does not own and operate facilities for the transmission of gas in interstate commerce. PECO purchases gas transportation - -------------------------------------------------------------------------------- Page 3

and storage services for their retail customers from regulated interstate pipeline suppliers. SECURITIES OUTSTANDING 8. Submit the following information concerning the registrant and each subsidiary thereof as of the latest available date: FUNDED DEBT (a) For each issue or series of funded debt, including funded debt secured by liens on property owned, whether or not such debt has been assumed: (Do not include here any contingent liabilities reported under paragraph 8(c).) BY PERMISSION OF THE STAFF OF THE COMMISSION, COLUMNS E THROUGH I HAVE BEEN OMITTED. AS OF DECEMBER 31, 2000 Amount Issued Name of Obligor Title of Issue Amount Authorized Less Retired - ------------------------------------------------------------------------------------------- COMED First Mortgage Bonds $200,000,000 $200,000,000 Series 85, 7.375% Due September 15, 2002 COMED First Mortgage Bonds 100,000,000 100,000,000 Series 96, 6.625% Due July 15, 2003 COMED First Mortgage Bonds 26,000,000 26,000,000 Pollution Control Series 1994A, 5.300% Due January 15, 2004 COMED First Mortgage Bonds 225,000,000 225,000,000 Series 93, 7.000% Due July 1, 2005 COMED First Mortgage Bonds 100,000,000 100,000,000 Series 76, 8.250% Due October 1, 2006 COMED First Mortgage Bonds 125,000,000 125,000,000 Series 78, 8.375% Due October 15, 2006 COMED First Mortgage Bonds 110,000,000 110,000,000 Pollution Control Series 1996A, 4.400% Due December 1, 2006 COMED First Mortgage Bonds 89,400,000 89,400,000 Pollution Control Series 1996B, 4.400% Due December 1, 2006 COMED First Mortgage Bonds 140,000,000 140,000,000 Series 83, 8.000% Due May 15, 2008 COMED First Mortgage Bonds 20,000,000 20,000,000 Pollution Control Series 1994B, 5.700% Due January 15, 2009 COMED First Mortgage Bonds 100,000,000 100,000,000 Pollution Control Series 1991, 7.250% Due June 1, 2011 - -------------------------------------------------------------------------------- Page 4

COMED First Mortgage Bonds 220,000,000 220,000,000 Series 92, 7.625% Due April 15, 2013 COMED First Mortgage Bonds 150,000,000 150,000,000 Series 94, 7.500% Due July 1, 2013 COMED First Mortgage Bonds 20,000,000 20,000,000 Pollution Control Series 1994C, 5.850% Due January 15, 2014 COMED First Mortgage Bonds 91,000,000 91,000,000 Pollution Control Series 1994D, 6.750% Due March 1, 2015 COMED First Mortgage Bonds 260,000,000 250,000,000 Series 75, 9.875% Due June 15, 2020 COMED First Mortgage Bonds 200,000,000 200,000,000 Series 81, 8.625% Due February 1, 2022 COMED First Mortgage Bonds 200,000,000 200,000,000 Series 84, 8.500% Due July 15, 2022 COMED First Mortgage Bonds 200,000,000 200,000,000 Series 86, 8.375% Due September 15, 2022 COMED First Mortgage Bonds 250,000,000 235,950,000 Series 88, 8.375% Due February 15, 2023 COMED First Mortgage Bonds 160,000,000 160,000,000 Series 91, 8.000% Due April 15, 2023 COMED First Mortgage Bonds 150,000,000 150,000,000 Series 97, 7.750% Due July 15, 2023 COMED Sinking Fund Debentures 49,000,000 1,000,000 2.875% Due April 1, 2001 COMED Sinking Fund Debentures 50,000,000 4,925,000 3.125% Due October 1, 2004 COMED Sinking Fund Debentures 50,000,000 8,000,000 3.875% Due January 1, 2008 COMED Sinking Fund Debentures 20,000,000 3,568,000 4.625% Due January 1, 2009 COMED Sinking Fund Debentures 40,000,000 9,181,000 4.750% Due December 1, 2011 COMED Subordinated Deferrable 206,190,000 206,190,000 Interest Notes 8.480% Due September 30, 2035 COMED Subordinated Deferrable 154,640,000 154,640,000 Interest Debentures 8.500% Due January 15, 2027 - -------------------------------------------------------------------------------- Page 5

COMED TRANSITIONAL Transitional Funding 425,032,687 170,000,000 FUNDING TRUST Trust Notes Class A-2 Series 1998, 5.290% Due June 25, 2001 COMED TRANSITIONAL Transitional Funding 258,860,915 258,860,915 FUNDING TRUST Trust Notes Class A-3 Series 1998, 5.340% Due March 25, 2002 COMED TRANSITIONAL Transitional Funding 421,139,085 421,139,085 FUNDING TRUST Trust Notes Class A-4 Series 1998, 5.390% Due June 25, 2003 COMED TRANSITIONAL Transitional Funding 598,510,714 598,510,714 FUNDING TRUST Trust Notes Class A-5 Series 1998, 5.440% Due March 25, 2005 COMED TRANSITIONAL Transitional Funding 761,498,286 761,498,286 FUNDING TRUST Trust Notes Class A-6 Series 1998, 5.630% Due June 25, 2007 COMED TRANSITIONAL Transitional Funding 510,000,000 510,000,000 FUNDING TRUST Trust Notes Class A-7 Series 1998, 5.740% Due December 25, 2008 COMED Pollution Control 50,000,000 45,500,000 Obligation Illinois Industrial Pollution Control Finance Authority 5.875% Due May 15, 2007 COMED Pollution Control 50,000,000 50,000,000 Obligation Illinois Development Finance Authority Series 1994C, Variable Due March 1, 2009 COMED Pollution Control 42,200,000 42,200,000 Obligation Illinois Development Finance Authority Series 1994B, Variable Due October 15, 2014 COMED Medium Term Notes 25,000,000 25,000,000 Series 3N-3037, 9.170% Due October 15, 2002 COMED Medium Term Notes 2,000,000 2,000,000 Series 3N-3038, 9.170% Due October 15, 2002 COMED Medium Term Notes 25,000,000 25,000,000 Series 3N-3039, 9.170% Due October 15, 2002 COMED Medium Term Notes 23,000,000 23,000,000 Series 3N-3040, 9.170% Due October 15, 2002 - -------------------------------------------------------------------------------- Page 6

COMED Medium Term Notes 25,000,000 25,000,000 Series 3N-3041, 9.170% Due October 15, 2002 COMED Medium Term Notes 14,000,000 14,000,000 Series 3N-3032, 9.200% Due October 15, 2004 COMED Medium Term Notes 14,000,000 14,000,000 Series 3N-3033, 9.200% Due October 15, 2004 COMED Medium Term Notes 10,000,000 10,000,000 Series 3N-3034, 9.200% Due October 15, 2004 COMED Medium Term Notes 14,000,000 14,000,000 Series 3N-3035, 9.200% Due October 15, 2004 COMED Medium Term Notes 4,000,000 4,000,000 Series 3N-3036, 9.200% Due October 15, 2004 COMED Medium Term Notes 200,000,000 200,000,000 7.158% Due September 30, 2002 COMED Medium Term Notes 250,000,000 250,000,000 7.284% Due September 30, 2003 COMED Note, 6.400% 235,000,000 235,000,000 Due October 15, 2005 COMED Note, 7.375% 150,000,000 150,000,000 Due January 15, 2004 COMED Note, 7.625% 150,000,000 150,000,000 Due January 15, 2007 COMED Note, 6.950% 225,000,000 225,000,000 Due July 15, 2018 COMED Purchase Contract 1,430,000 254,174 Obligation, 3.000% Due April 30, 2005 PETT Transition Bonds 244,470,272 81,970,272 1999 Series A-1, 5.4800% Due March 1, 2001 PETT Transition Bonds 275,371,325 275,371,325 1999 Series A-2, 5.6300% Due March 1, 2003 PETT Transition Bonds 667,000,000 667,000,000 1999 Series A-3 LIBOR + 0.125% Due March 1, 2004 PETT Transition Bonds 458,518,647 458,518,647 1999 Series A-4, 5.8000% Due March 1, 2005 PETT Transition Bonds 464,600,000 464,600,000 1999 Series A-5 LIBOR + 0.200% Due September 1, 2007 PETT Transition Bonds 993,386,331 993,386,331 1999 Series A-6, 6.0500% Due March 1, 2007 - -------------------------------------------------------------------------------- Page 7

PETT Transition Bonds 896,653,425 896,653,425 1999 Series A-7, 6.1300% Due September 1, 2008 PETT Transition Bonds 110,000,000 110,000,000 2000 Series A-1, 7.1800% Due September 1, 2001 PETT Transition Bonds 140,000,000 140,000,000 2000 Series A-2, 7.3000% Due September 1, 2002 PETT Transition Bonds 398,838,452 398,838,452 2000 Series A-3, 7.6250% Due March 1, 2009 PETT Transition Bonds 351,161,548 351,161,548 2000 Series A-4, 7.6500% Due September 1, 2009 PECO First Mortgage Bonds 250,000,000 250,000,000 5.625% Series, Due November 1, 2001 PECO First Mortgage Bonds 75,000,000 75,000,000 6.375% Series, Due August 15, 2005 PECO First Mortgage Bonds 200,000,000 200,000,000 6.50% Series, Due May 1, 2003 PECO First Mortgage Bonds 250,000,000 250,000,000 6.625% Series, Due March 1, 2003 PECO First Mortgage Bonds 175,000,000 175,000,000 7.125% Series, Due September 1, 2002 PECO First Mortgage Bonds 100,000,000 5,280,000 7.50% Series, Due July 15, 2002 PECO First Mortgage Bonds 200,000,000 41,636,000 8.00% Series, Due April 1, 2002 PECO First Mortgage Bonds 50,000,000 50,000,000 Pollution Control Delaware County Series 1988-A, 4.1567% Due December 1, 2012 PECO First Mortgage Bonds 50,000,000 50,000,000 Pollution Control Delaware County Series 1988-B, 4.1996% Due December 1, 2012 PECO First Mortgage Bonds 50,000,000 50,000,000 Pollution Control Delaware County Series 1988-C, 4.2007% Due December 1, 2012 PECO First Mortgage Bonds 4,200,000 4,200,000 Pollution Control Salem County Series 1988-A, 4.0738% Due December 1, 2012 - -------------------------------------------------------------------------------- Page 8

PECO First Mortgage Bonds 29,540,000 29,530,000 Pollution Control Montgomery County Series 1992-A, 6.6250% Due June 1, 2022 PECO First Mortgage Bonds 160,560,000 68,795,000 Pollution Control Montgomery County Series 1991-B, 6.7000% Due December 1, 2021 PECO First Mortgage Bonds 90,000,000 39,235,000 (A) Pollution Control Delaware County Series 1991-A, 7.3750% Due April 1, 2021 PECO First Mortgage Bonds 27,030,000 13,150,000 (A) Pollution Control Montgomery County Series 1991-A, 7.6000% Due April 1, 2021 PECO Pollution Control Notes 17,240,000 17,240,000 Indiana County Series 1997-A, 4.4100% Due June 1, 2027 PECO Pollution Control Notes 50,765,000 50,765,000 Delaware County Series 1999-A, 5.2000% Due October 1, 2021 PECO Pollution Control Notes 91,775,000 91,775,000 Montgomery County Series 1999-A, 5.2000% Due October 1, 2030 PECO Pollution Control Notes 13,880,000 13,880,000 Montgomery County Series 1999-B, 5.3000% Due October 1, 2034 (A) In April 2001, this series was refinanced and transferred to Exelon Generation. CAPITAL STOCK (b) For each class of capital stock including certificates of beneficial interest give information in number of shares and in dollar amounts: (Do not include here any warrants, options, or other securities reported under paragraph 8(d).) - -------------------------------------------------------------------------------- Page 9

BY PERMISSION OF THE STAFF OF THE COMMISSION, COLUMNS G THROUGH J HAVE BEEN OMITTED. TITLE OF AMOUNT AMOUNT AMOUNT ISSUER NAME ISSUE AUTHORIZED UN-ISSUED ISSUED - ----------------------------------------------------------------------------------------------------------------------------------- Exelon Energy Delivery Company, LLC Commonwealth Edison Company Com. Stk. 250,000,000 - 163,796,961 Commonwealth Edison Company of Indiana, Inc. Com. Stk. 1,500,000 391,916 1,108,084 ComEd Financing I - - - - ComEd Financing II - - - - ComEd Funding, LLC - - - - ComEd Transitional Funding Trust - - - - Commonwealth Research Corporation Com. Stk. 1,000 800 200 Edison Development Company Com. Stk. 10,000 9,259 741 Edison Development Canada Inc. Prf. Stk. Unlimited n/a 2,600 Edison Finance Partnership - - - - PECO Energy Company Com. Stk. 500,000,000 - 170,478,507 Series Prf. Stk. 100,000,000 - - Cum. Prf. Stk. 15,000,000 - 1,745,250 PECO Energy Capital Corp. Com. Stk. 1,000 1,000 - PECO Energy Capital, LP - - - - PECO Energy Capital Trust II - - - - PECO Energy Captial Trust III - - - - PECO Energy Transition Trust - - - - ExTel, LLC - - - - PECO Finance - - - - ATNP Finance Company - - - - PEC Financial Services, LLC - - - - Adwin Realty Company Com. Stk. 1,000 - 1,000 Ambassador II Joint Venture - - - - Bradford Associates - - - - Franklin Town Towers Associates - - - - Henderson Ambassador Associates - - - - Riverwatch - - - - Route 724 - - - - Signa - - - - East Coast Natural Gas Cooperative, LLP - - - - Horizon Energy Company Com. Stk. 1,000 - 1,000 CONTINGENT LIABILITIES (c) A brief outline of the nature and amount of each contingent liability on account of endorsement or other guarantees of any securities. AS OF DECEMBER 31, 2000 Information regarding contingent liabilities of Exelon Energy Delivery can be found in the following documents: Footnote 18 of the Annual Report of Exelon on Form 10-K for the year ended December 31, 2000 (File No. 1-16169), Footnote 16 of the Annual Report of Commonwealth Edison Company on Form 10-K for the year ended December 31, 2000 (File No. 1-1839), and Footnote 18 of the Annual Report of PECO Energy Company on Form 10-K for the year ended December 31, 2000 (File No. 1-1401). - -------------------------------------------------------------------------------- Page 10

OTHER SECURITIES (d) A statement of the amount of warrants, rights, or options and of any class of securities of the registrant and subsidiary companies not elsewhere herein described which is outstanding and/or authorized. A brief description of the provisions thereof should be included. Information need not be set forth under this item as to notes, drafts, bills of exchange or bankers' acceptances which mature within nine months. There are no warrants, rights, or options, outstanding and/or authorized not elsewhere herein described for Exelon Energy Delivery. As to other securities of the parent corporation, Exelon, information with respect to Exelon's 1989 Long Term Incentive Plan is set forth in Post Effective Amendment No. 1 (on Form S-8) to Exelon's Form S-4 Registration Statement No. 333-37082 (filed November 13, 2000) and in Exelon's Form S-8 Registration Statement No. 333-49780. Information with respect to PECO Energy Company's 1998 Stock Option Plan and its Employee Savings Plan is set forth in Post Effective Amendment No. 1 (on Form S-8) to Exelon's Form S-4 Registration Statement No. 333-37082 (filed November 13, 2000). Information with respect to PECO Energy Company's Deferred Compensation and Supplemental Pension Plan, Management Group Deferred Compensation and Supplemental Pension Plan, Unfunded Deferred Compensation Plan for Directors, and Employee Savings Plan, as well as Unicom Amended and Restated Long-Term Incentive Plan, the Unicom 1996 Directors' Fee Plan, the Unicom Retirement Plan for Directors, and the Commonwealth Edison Retirement Plan for Directors and the Commonwealth Edison Employee Savings and Investment Plan is set forth in Exelon's Form S-8 Registration Statement No. 333-49780. INVESTMENTS IN SYSTEM SECURITIES 9. Give a tabulation showing principal amount, par or stated value, the cost to the system company originally acquiring such security, and the number of shares or units, of each security described under Item 8 that is held by the registrant and by each subsidiary company thereof as the record (or beneficial) owner, and the amount at which the same are carried on the books of each such owner. This information should be given as of the same date as the information furnished in Item 8. As of December 31, 2000 Name of Company Number of Common % Voting Power Issuer Book Shares Owned Value ($000) - ---------------------------------------------------------------------------------------------------------- Exelon Energy Delivery Company, LLC 100.00% Commonwealth Edison Company 163,796,961 < 100% 5,691,907 Commonwealth Edison Company of Indiana, 1,108,084 100.00% 30,918 Inc. ComEd Financing I 100.00% 15,631 ComEd Financing II 100.00% 14,515 ComEd Funding, LLC 100.00% 86,536 ComEd Transitional Funding Trust 100.00% N/A Commonwealth Research Corporation 200 100.00% 200 Edison Development Company 741 100.00% 16,586 Edison Development Canada Inc. 2,600 100.00% 5,499 Edison Finance Partnership 100.00% N/A - -------------------------------------------------------------------------------- Page 11

PECO Energy Company 170,478,507 100.00% 172,918 PECO Energy Capital Corp. 100.00% 17,640 PECO Energy Capital, LP 3.00% 13,968 PECO Energy Capital Trust II 100.00% N/A PECO Energy Captial Trust III 100.00% N/A PECO Energy Transition Trust 100.00% 149,901 ExTel, LLC 100.00% (229,504) PECO Finance 99% PECO; (227,208) 1% Extel (2,295) ATNP Finance Company 100.00% 4,324,366 PEC Financial Services, LLC 100.00% 12,918 Adwin Realty Company 1,000 100.00% 22,628 Ambassador II Joint Venture 50.00% N/A Bradford Associates 50.00% N/A Franklin Town Towers Associates 50.00% N/A Henderson Ambassador Associates 50.00% N/A Riverwatch 100.00% N/A Route 724 100.00% N/A Signa 100.00% N/A East Coast Natural Gas Cooperative, LLP 41.12% 360 Horizon Energy Company 1,000 100.00% N/A N/A Not applicable or Not Available INVESTMENTS IN OTHER COMPANIES 10. Give a tabulation showing all investment of the registrant and each subsidiary thereof in holding companies and in public utility companies which are not subsidiary companies of the registrant. Also, show all other investments of the registrant and each subsidiary thereof in the securities of any other enterprise, if the book value of the investment in any such enterprise exceeds 2% of the total debit accounts shown on the balance sheet of the company owning investment or an amount in excess of $25,000 (whichever amount is the lesser). Give the principal amount and number of shares or units and the cost of each issue of such securities to the system company originally acquiring such security, and the amount at which the same are carried on the books of the owner. List all such securities pledged as collateral for loans or other obligations and identify loans and obligations for which pledged. This information should be given as of the same date as the information furnished in Item 8. As of December 31, 2000 Investor Investee Type Quantity Cost Carrying Value - -------------------------------------------------------------------------------------------------------- ComEd Chicago Equity Fund Limited Partnership N/A $1,390,514 $1,390,514 ComEd Dearborn Park Corporation Common Shares 10,000 $537,654 $537,654 ComEd I.L.P. Fund C/O Chicago Capital Fund Venture Capital Small N/A $250,000 $250,000 Business Fund N/A Not applicable INDEBTEDNESS OF SYSTEM COMPANIES 11. List each indebtedness of the registrant and of each subsidiary company thereof (other than indebtedness reported under Item 8, but as of the same date) where the aggregate debt owed by any such company to any one person exceeds $25,000 or an amount exceeding 2% of the total of the debit accounts shown on the balance sheet of the debtor (whichever amount is the lesser) but not including any case in which such aggregate indebtedness is less than $5,000, and give the following additional information as to each such indebtedness: - -------------------------------------------------------------------------------- Page 12

(a) Debts owed to associate companies as of December 31, 2000: Name of Debtor Name of Creditor Amount Owed Rate of Interest Date of Maturity - --------------------------------------------------------------------------------------------------------- PECO Wireless, LP PEC Financial 3,491,758,856 9.95% N.A. PECO Wireless, LP PEC Financial 952,493,117 12.70% N.A. PEC Financial ATNP Finance Company 3,481,245,933 9.75% N.A. PEC Financial ATNP Finance Company 951,752,431 12.50% N.A. PECO Energy Company PECO Capital Corp. 520,833 Prime + 2pts. N.A. PECO Energy Company PECO Capital Corp. 805,206 Prime + 2pts. N.A. PECO Energy Company PECO Capital, LP 80,526,019 7.375% N.A. PECO Energy Company PECO Capital, LP 51,562,500 8.00% N.A. (b) Debts owed to others as of December 31, 2000: BY PERMISSION OF THE STAFF OF THE COMMISSION, "DEBTS OWED TO OTHERS" HAS BEEN OMITTED. PRINCIPAL LEASES 12. Describe briefly the principal features of each lease (omitting oil and gas leases) to which the registrant or any subsidiary company thereof is a party, which involves rental at an annual rate of more than $50,000 or an amount exceeding 1% of the annual gross operating revenue of such party to said lease during its last fiscal year (whichever of such sums is the lesser) but not including any lease involving rental at a rate of less than $5,000 per year. Total Payments for the Lessee Lessor Items Leased year ended December 2000 - -------------------------------------------------------------------------------------------------------- ComEd AT&T Global Real Estate Office Space $6,244,984 ComEd 400 S. Jefferson LLC Office Space $671,745 ComEd Julian Toft & Downey Office Space $418,441 ComEd Oxford Bank Office Space $264,979 ComEd Chicago Public Schools Office Space $722,740 ComEd Jones Lang LaSalle Office Space $2,207,907 ComEd Loft Development Corporation Office Space $352,355 ComEd 130 S. Jefferson LLC Office Space $360,976 ComEd East Lake Management Corp. Office Space $113,243 ComEd Lincoln Atrium Management Corp. Office Space $1,796,583 ComEd James Morrison Office Space $89,981 ComEd Prime Realty Group Trust Office Space $1,454,305 ComEd Alter Group Office Space $299,090 ComEd Seaway National Bank Office Space $130,483 ComEd 77 W. Wacker Limited Partnership Office Space $86,637 ComEd 20 S. Clark Owner's Group Office Space $94,883 ComEd M&J Wilkow LTD Office Space $97,788 ComEd J B Prentice Management Office Space $77,899 ComEd III Industrial Properties, Inc. Office Space $1,148,775 ComEd Bank of Pontiac Office Space $50,082 ComEd Austin Bank of Chicago Office Space $50,714 - -------------------------------------------------------------------------------- Page 13

ComEd James E. McElvain Office Space $53,845 Total $16,788,435 =========== PECO Energy Company Verizon Pole Attachments $6,000,000 PECO Energy Company Bankers Leasing Corporation Capital Items (vehicles, $4,200,000 computers, and equipment) Total $10,200,000 =========== Grand Total $26,988,435 =========== Note: Pursuant to the corporate restructuring, certain of ComEd's leases primarily relating to computer and other equipment were transferred to Exelon's Business Services Company. SECURITIES SOLD 13. If, during the last five years, the registrant or any subsidiary company thereof has issued, sold, or exchanged either publicly or privately any securities having a principal amount, par, stated or declared value exceeding $1,000,000 or exceeding an amount equal to 10% of the total liabilities as shown by the balance sheet of issuer at the time such issue (whichever of such sums is the lesser), give the following information with respect to each such issue or sale: Issuer Title of Amount Issued Proceeds Approximate Name of Underwriters Issue or Sold ($000) Received by Expenses of Principal Initial Issuer per Issuer per Underwriters Offering $100 (before $100 Price expenses) - ------------------------------------------------------------------------------------------------------- 1996 ComEd Pollution $110,000 98.171% .341% J.P. Morgan 100% Control First Securities Mortage Bonds Inc. First Chicago Capital Markets Inc. ComEd Pollution $89,400 98.171% .364% J.P. Morgan 100% Control First Securities Mortage Bonds Inc. First Chicago Capital Markets, Inc. 1997 ComEd 7.375% Notes $150,000 99.184% .89% Salomon 99.809% Brothers Inc. Merrill Lynch & Co. Paine Webber Incorporated ComEd 7.625% Notes $150,000 99.258% .92% Salomon 99.908% Brothers Inc. Merrill Lynch & Co. Paine Webber Incorporated ComEd Capital $154,640 100% .30% Salomon 100% Financing II Securities Brothers Inc. Merrill Lynch & Co. Paine Webber Incorporated PECO Energy Pollution $17,240 100% N/A Goldman Sachs N/A Control Revenue & Company Refunding Bonds - -------------------------------------------------------------------------------- Page 14

PECO Energy Company $50,000 100% .788% Smith Barney 100% Obligated Inc. Mandatorily Redeemable Lehman Preferred Brothers Securities 1998 ComEd 6.95% Notes $225,000 98.697% 1.11% PaineWebber 99.572% Inc. Lehman Brothers Inc. ABN AMRO Inc. The Bank of New York J.P. Morgan Securities, Inc. Artemis Capital Group, Blaylock & Partners, L.P. ComEd TransitionalTransitional $3,400,000 99.489% .64% Goldman, 99.959% Funding Trust Funding Trust Sachs & Co., Notes Merrill Lynch Pierce, Fenner & Smith Inc. Salomon Smith Barney Inc. PECO Energy Company $78,100 100% 1% Salomon 100% Obligated Smith Barney Mandatorily Redeemable Merrill Lynch Preferred & Co. Securities 1999 PECO Energy Transition A-1 Bonds $244,470 99.977% .35% Salomon 100% Smith Barney A-2 $275,371 99.928% .40% Goldman, Sachs & Co. A-3 $667,000 99.836% .45% Lehman Brothers A-4 $455,519 99.868% .45% First Chicago Capital Markets, Inc. A-5 $464,600 99.839% .50% First Union Capital Markets Corp. A-6 $993,386 99.871% .50% Commerce Capital Markets Corp. A-7 $896,653 99.835% .50% Janney Montgomery Scott, Inc. Pryor McClendon Counts & Co., Inc. 2000 ComEd Medium Term $200,000 99.750% .25% Lehman 100% Notes Brothers Banc of America Securities, LLC - -------------------------------------------------------------------------------- Page 15

Banc One Capital Markets, Inc. Chase Securities, Inc. ABN Amro, BNY Capital Markets, Inc. Loop Capital Markets, LLC ComEd Medium Term $250,000 99.650% .35% Lehman 100% Notes Brothers Banc of America Securities, LLC Banc One Capital Markets, Inc. Chase Securities, Inc. ABN Amro, BNY Capital Markets, Inc. Loop Capital Markets, LLC PECO Energy Transition A-1 $110,000 99.99% .20% Salomon 100% Smith Barney A-2 $140,000 99.90% .30% Goldman, Sachs & Co. A-3 $398,838 99.751% .50% Banc One Capital Markets, Inc. A-4 $352,161 99.772% .50% Banc of America Securities, LLC Credit Suisse First Boston First Union Securities, Inc. Barclays Capital BNY Capital Markets, Inc. Mellon Financial Markets, LLC Prudential Securities Janney Montgomery Scott, LLC Pryor, Counts & Co. Inc. TD Securities - -------------------------------------------------------------------------------- Page 16

AGREEMENTS FOR FUTURE DISTRIBUTION OF SECURITIES 14(a). Summarize the terms of any existing agreement to which the registrant or any associate or affiliate company thereof is a party or in which any such company has a beneficial interest with respect to future distributions of securities of the registrant or of any subsidiary. Certain information regarding agreements with respect to future distributions of securities of Exelon and its subsidiaries is set forth in the following documents, the applicable portions of which are hereby incorporated by reference: Item 1.E, subsections 1-4 and 6-7, Item 1.H and Item 1.I of the Financing U-1. Information with respect to Exelon's 1989 Long Term Incentive Plan is set forth in Post Effective Amendment No. 1 (on Form S-8) to Exelon's Form S-4 Registration Statement No. 333-37082 (filed November 13, 2000) and in Exelon's Form S-8 Registration Statement No. 333-49780. Information with respect to PECO Energy Company's 1998 Stock Option Plan and its Employee Savings Plan is set forth in Post Effective Amendment No. 1 (on Form S-8) to Exelon's Form S-4 Registration Statement No. 333-37082 (filed November 13, 2000). Information with respect to PECO Energy Company's Deferred Compensation and Supplemental Pension Plan, Management Group Deferred Compensation and Supplemental Pension Plan, Unfunded Deferred Compensation Plan for Directors, and Employee Savings Plan, as well as Unicom Amended and Restated Long-Term Incentive Plan, the Unicom 1996 Directors' Fee Plan, the Unicom Retirement Plan for Directors, and the Commonwealth Edison Retirement Plan for Directors and the Commonwealth Edison Employee Savings and Investment Plan is set forth in Exelon's Form S-8 Registration Statement No. 333-49780. 14(b). Describe briefly the nature of any financial interest (other than the ownership of securities acquired as a dealer for the purpose of resale) which any person with whom such agreement exists, has in the registrant or in any associate company thereof. The beneficiaries of the employee benefit plans referred to above may be deemed to have a financial interest in the registrant or affiliated companies thereof by virtue of their employment relationship with the registrant or such other companies and compensation, benefit and severance agreements and arrangements relating to such employment. TWENTY LARGEST HOLDERS OF CAPITAL STOCKS 15. As of a recent date (indicating such date for each class) give the following information with respect to the holders of each class of stock and/or certificates of beneficial interest of the registrant: (a) The twenty largest registered holders of common stock of Exelon Energy Delivery, as of April 23, 2001. Title of Issue Holder of Record and Address Number of Shares Percent of Class Owned - --------------------------------------------------------------------------------------------------------- Exelon Energy Delivery Exelon Corporation N/A 100% of member- Membership interest P.O. Box 805398 ship interest Chicago, IL 60680-5398 (b) Number of shareholders of record each holding 1,000 shares or more, and aggregate number of shares so held. 100 % of Exelon Energy Delivery's membership interest is held by Exelon Corporation. (c) Number of shareholders of record each holding less than 1,000 shares, and aggregate number of shares so held. N/A - -------------------------------------------------------------------------------- Page 17

OFFICERS, DIRECTORS AND EMPLOYEES 16(a). Positions and Compensation of Officers and Directors. Give name and address of each director and officer (including any person who performs similar functions) of the registrant, of each subsidiary company thereof, and of each mutual service company which is a member of the same holding company system. Opposite the name of each such individual give the title of every such position held by him and briefly describe each other employment of such individual by each such company. State the present rate of compensation on an annual basis for each director whose aggregate compensation from all such companies exceeds $1,000 per year, and of each officer whose aggregate compensation from such companies is at the rate of $20,000 or more per year. In the event any officer devotes only part of his time to a company or companies in the system this fact should be indicated by appropriate footnote. Such compensation for such part time should be computed on an annual rate and if such annual rate exceeds $20,000 the actual compensation as well as annual rate should also be reported. 16(b). Compensation of Certain Employees. As to regular employees of such companies who are not directors or officers of any one of them, list the name, address, and aggregate annual rate of compensation of all those who receive $20,000 or more per year from all such companies. 16(c). Indebtedness to System Companies. As to every such director, trustee or officer as aforesaid, who is indebted to any one of such companies, or on whose behalf any such company has now outstanding and effective any obligation to assume or guarantee payment of any indebtedness to another, and whose total direct and contingent liability to such company exceeds the sum of $1,000, give the name of such director, trustee, or officer, the name of such company, and describe briefly the nature and amount of such direct and contingent obligations. 16(d). Contracts. If any such director, trustee, or officer as aforesaid: (1) has an existing contract with any such company (exclusive of an employment contract which provides for no compensation other than that set forth in paragraph (a) of this Item); or, (2) either individually or together with the members of his immediate family, owns, directly or indirectly, 5% or more of the voting securities of any third person with whom any such company has an existing contract; or, (3) has any other beneficial interest in an existing contract to which any such company is a party; describe briefly the nature of such contract, the names of the parties thereto, the terms thereof, and the interest of such officer, trustee, or director therein. By permission of the Staff of the Commission, information required to be disclosed pursuant to Items 16(a) through 16(d) is not set forth herein. In lieu thereof, information in respect thereof is set forth in (i) the Proxy Statement for 2001 Annual Meeting of Shareholders of Exelon (ii) the Annual Report on Form 10-K for the year ending December 31, 2000 for Exelon, and such information is hereby incorporated by reference to the extent it relates to officers, directors and employees of Exelon Energy Delivery or its subsidiaries. 16(e). Banking Connections. If any such director, trustee, or officer is an executive officer, director, partner, appointee, or representative of any bank, trust company, investment banker, or banking association or firm, or of any corporation a majority of whose stock having the unrestricted right to vote for the election of directors, is owned by any bank, trust company, investment banker, or banking association or firm, state the name of such director or officer, describe briefly such other positions held by him and indicate which of the rules under - -------------------------------------------------------------------------------- Page 18

Section 17(c) authorizes the registrant and subsidiary companies of which he is a director or officer to retain him in such capacity. John W. Rowe: Member of Board of Directors of Unicom from 1998 through the merger closing; member of Board of Directors of ComEd from 1998; member of Board of Directors of Exelon since the merger closing, officer of Exelon Energy Delivery and member of Board of Directors of Fleet Boston Financial, commercial banking institution. Authorized pursuant to Rule 70(b). INTERESTS OF TRUSTEES IN SYSTEM COMPANIES 17. Describe briefly the nature of any substantial interest which any trustee under indentures executed in connection with any outstanding issue of securities of the registrant or any subsidiary thereof, has in either the registrant or such subsidiary, and any claim which any such trustee may have against registrant or any subsidiary; provided, however, that it shall not be necessary to include in such description any evidences of indebtedness owned by such trustee which were issued pursuant to such an indenture. To the knowledge of Exelon Energy Delivery, there is no substantial interest of any trustee under indentures executed in connection with any outstanding issue of securities. SERVICE, SALES, AND CONSTRUCTION CONTRACTS 18. As to each service, sales, or construction contract (as defined in paragraphs (19) to (21) of Section 2(a) of the Act) which the registrant and any subsidiary company thereof has had in effect within the last three months, describe briefly the nature of such contract, the name and address of the parties thereto, the dates of execution and expiration, and the compensation to be paid thereunder. Attach typical forms of any such contracts as an exhibit to this registration statement. If the other party to any such contract is a mutual service company or a subsidiary service company which is a member of the same holding company system as the registrant and as to which the Commission has made a favorable finding in accordance with Rule 13-22, specific reference may be made to the application or declaration filed by such company pursuant to Rule 13-22 and no further details need be given as to such contracts. Note:This item is intended to apply to service, sales or construction contracts within the scope of Section 13. It is not intended to apply to any contracts for purchase of power or gas or ordinary contracts for materials and supplies, printing, etc., made with non-affiliates. Exelon Energy Delivery and its subsidiaries may receive or provide services pursuant to: 1. ComEd provides services to or receives services from affiliates in accordance with an Affiliated Interests Agreement ("AIA") approved by the Illinois Commerce Commission. The form of the AIA was attached as Exhibit H-1 to the form U5B registration statement for Exelon Corporation filed on January 23, 2001. A summary of the service provider, recipient, description of the work, the annual dollar volume, and pricing was filed as Exhibit B-3.3, Part A, to the Merger U-1; the exhibit was filed with Amendment No. 3 to such Form U-1 on October 18, 2000. Included in such summary is a description of services provided to certain governmental customers of ComEd by affiliates of ComEd pursuant to pass-through arrangements and the AIA. - -------------------------------------------------------------------------------- Page 19

2. PECO provides services to or receives services from affiliates in accordance with a Mutual Services Agreement ("MSA") approved by the Pennsylvania Public Utilities Commission. The form of the MSA was attached as Exhibit H-2 to the form U5B registration statement for Exelon Corporation filed on January 23, 2001. A summary of the service provider, recipient, description of the work, the annual dollar volume, and pricing was filed as Exhibit B-3.3, Part A, to the Merger U-1; the exhibit was filed with Amendment No. 3 to such Form U-1 on October 18, 2000. 3. Exelon Business Services Company is the service company subsidiary for the Exelon system and provides Exelon, PECO, ComEd, Exelon Ventures, and Exelon Generation with a variety of services. Such services are provided pursuant to the terms of the form of the General Services Agreement, which was filed as Exhibit H-3 to the form U5B registration statement for Exelon Corporation filed on January 23, 2001. 4. Certain affiliates of ComEd and PECO provide services to ComEd or PECO, or both, other than "at-cost", as discussed in Item 3.C.4.c of the Merger U-1. A list and summary of such transactions, contracts and arrangements was filed as Exhibit B-3.3, Part B, to the Merger U-1; the exhibit was filed with Amendment No. 3 to such Form U-1 on October 18, 2000. Copies of affiliate arrangements for Services other than at cost were provided to the Staff in paper form on September 18, 2000. Copies of additional affiliate arrangements for services other than at cost have been filed confidentially with Exelon's quarterly reports on form U-9C-3. Additional copies will be provided on request. Additional information describing the business of Exelon Infrastructure Services was filed confidentially with the Commission as Exhibit N-1 to the Merger U-1. LITIGATION 19. Describe briefly any existing litigation of the following descriptions, to which the registrant or any subsidiary company thereof is a party, or of which the property of the registrant or any such subsidiary company is the subject, including the names of the parties and the court in which such litigation is pending: (1) Proceedings to enforce or to restrain enforcement of any order of a State commission or other governmental agency; (2) Proceedings involving any franchise claimed by any such company; (3) Proceedings between any such company and any holder, in his capacity as such, of any funded indebtedness or capital stock issued, or guaranteed by such company, or between any such company and any officer thereof; (4) Proceedings in which any such company sues in its capacity as owner of capital stock or funded indebtedness issued or guaranteed by any other company; and (5) Each other proceeding in which the matter in controversy, exclusive of interest and costs, exceeds an amount equal to 2% of the debit accounts shown on the most recent balance sheet of such company. Information regarding litigation involving Exelon Energy Delivery and its subsidiary companies is incorporated by reference to Item 3 of the Annual Report of Exelon Corporation on Form 10-K for the year ended December 31, 2000(File No. 1-16169), and Part II Item 1 of the quarterly reports of Exelon Corporation on form 10-Q for the quarters ended March 31, and June 30, 2001. - -------------------------------------------------------------------------------- Page 20

EXHIBITS EXHIBIT A. Furnish a corporate chart showing graphically relationships existing between the registrant and all subsidiary companies thereof as of the same date as the information furnished in the answer to Item 8. The chart should show the percentage of each class voting securities of each subsidiary owned by the registrant and by each subsidiary company. A Corporate chart of Exelon, including Exelon Energy Delivery is being provided under cover of Form SE as Exhibit A-1. EXHIBIT B. With respect to the registrant and each subsidiary company thereof, furnish a copy of the charter, articles of incorporation, trust agreement, voting trust agreement, or other fundamental document of organization, and a copy of its bylaws, rules, and regulations, or other instruments corresponding thereto. If such documents do not set forth fully the rights, priorities, and preferences of the holders of each class of capital stock described in the answer to Item 8(b) and those of the holders of any warrants, options or other securities described in the answer to Item 8(d), and of any limitations on such rights, there shall also be included a copy of each certificate, resolution, or other document establishing or defining such rights and limitations. Each such document shall be in the amended form effective at the date of filing the registration statement or shall be accompanied by copies of any amendments to it then in effect. By permission of the Staff of the Commission, in lieu of the exhibits required hereunder, the disclosure requirements for Exhibit B have been limited to (i) the state of incorporation for Exelon Energy Delivery and its subsidiary companies; (ii) a brief description of every subsidiary company of Exelon Energy Delivery; and (iii) a brief description of every subsidiary company of Exelon Energy Delivery including a statement as to whether each such company is active or inactive. Such information is set forth in Items 4 and 5 hereof. EXHIBIT C.(a) With respect to each class of funded debt shown in the answers to Items 8(a) and 8(c), submit a copy of the indenture or other fundamental document defining the rights of the holders of such security, and a copy of each contract or other instrument evidencing the liability of the registrant or a subsidiary company thereof as endorser or guarantor of such security. Include a copy of each amendment of such document and of each supplemental agreement, executed in connection therewith. If there have been any changes of trustees thereunder, such changes, unless otherwise shown, should be indicated by notes on the appropriate documents. No such indenture or other document need be filed in connection with any such issue if the total amount of securities that are now, or may at any time hereafter, be issued and outstanding thereunder does not exceed either $1,000,000 or an amount equal to 10% of the total of the debit accounts shown on the most recent balance sheet of the registrant or subsidiary company which issued or guaranteed such securities or which is the owner of property subject to the lien of such securities, whichever of said sums is the lesser. OMITTED BY PERMISSION OF THE STAFF OF THE COMMISSION. - -------------------------------------------------------------------------------- Page 21

(b) As to each outstanding and uncompleted contract or agreement entered into by registrant or any subsidiary company thereof relating to the acquisition of any securities, utility assets (as defined in section 2(a)(18) of the Act), or any other interest in any business, submit a copy of such contract or agreement and submit details of any supplementary understandings or arrangements that will assist in securing an understanding of such transactions. OMITTED BY PERMISSION OF THE STAFF OF THE COMMISSION. EXHIBIT D. A consolidating statement of income and surplus of the registrant and its subsidiary companies for its last fiscal year ending prior to the date of filing this registration statement, together with a consolidating balance sheet of the registrant and its subsidiary companies as of the close of such fiscal year. Exelon Energy Delivery commenced operations in 2001 and accordingly have no financial statements for 2000. The Consolidating Financial Statements for Exelon Energy Delivery for 2001 will be filed in the U5S in 2002. EXHIBIT E. For each public utility company and natural gas producing and pipe line property in the holding company system of the registrant, furnish the following maps (properties of associate companies operating in contiguous or nearby areas may be shown on the same map, provided property and service areas of each company are shown distinctively). (1) Map showing service area in which electric service is furnished, indicating the names of the companies serving contiguous areas. (2) Electric system map showing location of electric property (exclusive of local distribution lines) owned and/or operated, and information as follows: (a) Generating plants -- kind and capacity; (b) Transmission lines -- voltage, number of circuits, kind of supports, kind and size of conductors; (c) Transmission substations -- capacity; (d) Distribution substation -- capacity; and (e) Points of interconnection with all other electric utility companies and with all electrical enterprises operated by municipal or governmental agencies, giving names of such companies and enterprises. (3) Map showing service area in which gas service is furnished, indicating the names of companies serving contiguous areas; and (4) Gas system map showing location of gas property (exclusive of low pressure local distribution lines) owned and/or operated, and information as follows: (a) Generating plants -- kind and daily capacity; (b) Holders -- kind and capacity; (c) Compressor stations -- capacity in horsepower; (d) Transmission pipe lines -- size, approximate average transmission pressure and the estimated daily delivery capacity of the system; (e) Points of interconnection with all other private and public gas utilities, pipe lines, or producing enterprises; giving names of such companies and other enterprises; and - -------------------------------------------------------------------------------- Page 22

(f) General location and outline of gas producing and reserve areas and diagrammatic location of gathering lines. The maps required by this exhibit were filed under cover of Form SE with the U5B for Exelon Corporation on January 23, 2001. EXHIBIT F. Furnish an accurate copy of each annual report for the last fiscal year ending prior to the date of the filing of this registration statement, which the registrant and each subsidiary company thereof has previously submitted to its stockholders. For companies for which no reports are submitted the reason for omission should be indicated; provided that electronic filers shall submit such reports in paper format only under cover of Form SE. Exelon Energy Delivery is wholly owned by Exelon Corporation and accordingly does not submit annual reports to its stockholders. EXHIBIT G. Furnish a copy of each annual report that the registrant and each public utility subsidiary company thereof shall have filed with any State Commission having jurisdiction to regulate public utility companies for the last fiscal year ending prior to the date of filing this registration statement. If any such company shall have filed similar reports with more than one such State commission, the registrant need file a copy of only one of such reports provided that notation is made of such fact, giving the names of the different commissions with which such report was filed, and setting forth any differences between the copy submitted and the copies filed with such other commissions. In the event any company submits an annual report to the Federal Power Commission but not to a State commission, a copy of such report should be furnished. In the case of a registrant or any public utility subsidiary company for which no report is appended the reasons for such omission should be indicated such as "No such reports required or filed;" provided that electronic filers shall submit such reports in paper format only under cover of Form SE. 1. 2000 Annual Report of ComEd on FERC Form 1 to the FERC (filed herewith as Exhibit G-1 on Form SE). 2. 2000 Annual Report of ComEd of Indiana on FERC Form 1 to the FERC (filed herewith as Exhibit G-2 on Form SE). 3. 2000 Annual Report of SECO on FERC Form 1 to the FERC (filed herewith as Exhibit G-3 on Form SE). 4. 2000 Annual Report of PECO on FERC Form 1 to the FERC (filed herewith as Exhibit G-4 on Form SE). EXHIBIT H. Typical forms of service, sales, or construction contracts described in answer to Item 18. 1. The forms of the AIA, MSA and General Service Agreement were filed with form U5B for Exelon Corporation on January 23, 2001. 2. Copies of Affiliate Arrangements for Services Other than at Cost were provided to the Staff in paper form on September 18, 2000. Copies of additional affiliate arrangements for services other than at cost have been filed confidentially with Exelon's quarterly reports on form U-9C-3. This registration statement is comprised of: - -------------------------------------------------------------------------------- Page 23

(a) Pages numbered 1 to 24 consecutively. (b) The following Exhibits: the Exhibits shown on the attached exhibit index. SIGNATURE Pursuant to the requirements of the Public Utility Holding Company Act of 1935, the registrant has caused this registration statement to be duly signed on its behalf in the City of Chicago and State of Illinois on the 4th day of September, 2001. EXELON CORPORATION By: /s/ Randall E. Mehrberg -------------------- Name: Randall E. Mehrberg Title: Senior Vice President and General Counsel Attest: /s/ Scott N. Peters - ------------------------------------- Assistant Secretary VERIFICATION State of Illinois County of Cook The undersigned being duly sworn deposes and says that he has duly executed the attached registration statement dated September 4, 2001 for and on behalf of Exelon Corporation; that he is the Senior Vice President and General Counsel of such company; and that all action taken by stockholders, directors, and other bodies necessary to authorize deponent to execute and file such instrument has been taken. Deponent further says that he is familiar with such instrument and the contents thereof, and that the facts therein set forth are true to the best of his knowledge, information and belief. /s/ Randall E. Mehrberg -------------------- Subscribed and sworn to before me, a notary public this 4th day of September, 2001 /s/ Mary L. Kwilos - ------------------ My commission expires October 26, 2001 - -------------------------------------------------------------------------------- Page 24

INDEX OF EXHIBITS EXHIBIT NO. DESCRIPTION A-1 Organization chart for Exelon, including Exelon Energy Delivery (filed herewith on Form SE) G-1 2000 Annual Report of ComEd to the FERC (FERC Form 1) (filed herewith on Form SE). G-2 2000 Annual Report of ComEd of Indiana to the FERC (FERC Form 1) (filed herewith on Form SE). G-3 2000 Annual Report of SECO to the FERC(FERC Form 1) (filed herewith on Form SE). G-4 2000 Annual Report of PECO to the FERC (FERC Form 1) (filed herewith on Form SE).