UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
June 25, 2003
(Date of earliest
event reported)
Commission File Name of Registrant; State of Incorporation; Address of IRS Employer
Number Principal Executive Offices; and Telephone Number Identification Number
- --------------------- ---------------------------------------------------------- ------------------------
1-16169 EXELON CORPORATION 23-2990190
(a Pennsylvania corporation)
10 South Dearborn Street - 37th Floor
P.O. Box 805379
Chicago, Illinois 60680-5379
(312) 394-7398
1-1839 COMMONWEALTH EDISON COMPANY 36-0938600
(an Illinois corporation)
10 South Dearborn Street - 37th Floor
P.O. Box 805379
Chicago, Illinois 60680-5379
(312) 394-4321
333-85496 EXELON GENERATION COMPANY, LLC 23-3064219
(a Pennsylvania limited liability company)
300 Exelon Way
Kennett Square, Pennsylvania 19348
(610) 765-6900
Item 5. Other Events.
On June 26, 2003, Exelon Corporation issued a note to its financial community
announcing that Exelon Generation Company, LLC (Generation) has notified Midwest
Generation, LLC of the exercise of Generation's call option under the existing
Coal Generating Stations Purchase Power Agreement dated December 15, 1999. The
note is attached to this report as Exhibit 99.
This combined Form 8-K is being filed separately by Exelon Corporation,
Commonwealth Edison Company and Exelon Generation Company, LLC (Registrants).
Information contained herein relating to any individual registrant has been
filed by such registrant on its own behalf. No registrant makes any
representation as to information relating to any other registrant.
Except for the historical information contained herein, certain of the matters
discussed in this Report are forward-looking statements, within the meaning of
the Private Securities Litigation Reform Act of 1995, that are subject to risks
and uncertainties. The factors that could cause actual results to differ
materially from the forward-looking statements made by a registrant include
those discussed herein, as well as those discussed in (a) the Registrants' 2002
Annual Report on Form 10-K - ITEM 7. Management's Discussion and Analysis of
Financial Condition and Results of Operations--Business Outlook and the
Challenges in Managing Our Business for Exelon, ComEd, PECO and Generation, (b)
the Registrants' 2002 Annual Report on Form 10-K - ITEM 8. Financial Statements
and Supplementary Data: Exelon - Note 19, ComEd - Note 16, PECO - Note 18 and
Generation - Note 13 and (c) other factors discussed in filings with the United
States Securities and Exchange Commission (SEC) by the Registrants. Readers are
cautioned not to place undue reliance on these forward-looking statements, which
apply only as of the date of this Report. None of the Registrants undertakes any
obligation to publicly release any revision to its forward-looking statements to
reflect events or circumstances after the date of this Report.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
EXELON CORPORATION
COMMONWEALTH EDISON COMPANY
EXELON GENERATION COMPANY, LLC
/S/ Robert S. Shapard
-----------------------------------
Robert S. Shapard
Executive Vice President and
Chief Financial Officer
Exelon Corporation
June 26, 2003
Exhibit 99
[Exelon Logo]
________________________________________________________________________________
Exelon Corporation www.exeloncorp.com
P.O. Box 805379
Chicago, IL 60680-5379
June 26, 2003
Note to Exelon's Financial Community:
Exelon Generation Company, LLC Exercises Options under
Purchase Power Agreement with Midwest Generation, LLC
On June 25, 2003, Exelon Generation notified Midwest Generation, LLC (Midwest)
of its exercise of Exelon Generation's call option under the existing Coal
Generating Stations Purchase Power Agreement dated December 15, 1999 (PPA).
Exelon Generation is a subsidiary of Exelon Corporation (Exelon). Midwest is a
subsidiary of Edison Mission Energy and Edison International. Exelon Generation
has elected to exercise its call option on 687 MWs of the capacity for the fifth
contract year, 2004. This option exercise is for the year 2004 and has no effect
in 2003 because the 2003 supply plan is already in place. By exercising the
call, Exelon Generation will take the output of the following Midwest generating
units during 2004 at the contract price included in the PPA.
Waukegan Unit 8 - 361 MWs
Fisk Unit 19 - 326 MWs
-------
Total 687 MWs
Exelon Generation did not exercise its option on the 578 MWs of capacity at the
remaining option units and will not take the output from the following units
during 2004 under the existing contract.
Waukegan Unit 6 - 100 MWs
Crawford Unit 7 - 216 MWs
Will County Unit 3 - 262 MWs
-------
Total 578 MWs
Under the PPA, during the fifth contract year, 2004, Exelon Generation
contracted for 1,696 MWs of non-option capacity from Midwest with a call option
on 1,265 MWs of capacity. With the June 25th exercise of the call option, Exelon
Generation will take the 1,696 MWs of non-option capacity and 687 MWs of the
option capacity from Midwest. Exelon Generation retains its 2004 options
relating to certain of Midwest's Collins units (1,084 MWs) and peaker units (694
MWs) and will make a decision on those options by early October 2003.
2004 is the last year under the existing five-year PPA contract between Exelon
and Midwest Generation. Providing reliable service to customers in Illinois
served by delivery subsidiary ComEd remains a top priority of Exelon.
Exelon's exercise of its options under the PPA is expected to provide
approximately $100 million (pre-tax) of capacity cost savings in 2004 compared
with 2003. Net pre-tax savings, after replacement energy and other associated
costs, are expected to be between $20 and $40 million. The actual cost savings
achieved will be a function of Exelon Generation's supply portfolio and
wholesale energy prices in 2004.
For additional information please contact me at (312) 394-7696 or Marybeth
Flater at (312) 394-8354.
Sincerely,
Linda C. Byus, CFA
Vice President Investor Relations
================================================================================
Except for the historical information contained herein, certain of the matters
discussed in this news release are forward-looking statements, within the
meaning of the Private Securities Litigation Reform Act of 1995, that are
subject to risks and uncertainties. The factors that could cause actual results
to differ materially from the forward-looking statements made by a registrant
include those discussed herein as well as those discussed in Exelon
Corporation's 2002 Annual Report on Form10-K in (a) ITEM 7. Management's
Discussion and Analysis of Financial Condition and Results of
Operations--Business Outlook and the Challenges in Managing Our Business for
Exelon, ComEd, PECO and Generation and (b) ITEM 8. Financial Statements and
Supplementary Data: Exelon--Note 19, ComEd--Note 16, PECO--Note 18 and
Generation--Note 13, and (c) other factors discussed in filings with the
Securities and Exchange Commission (SEC) by Exelon Corporation, Commonwealth
Edison Company, PECO Energy Company and Exelon Generation Company, LLC
(Registrants). Readers are cautioned not to place undue reliance on these
forward-looking statements, which apply only as of the date of this press
release. None of the Registrants undertakes any obligation to publicly release
any revision to its forward-looking statements to reflect events or
circumstances after the date of this press release.