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



                                December 22, 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
  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 December 22, 2003, Exelon Generation  Company,  LLC ("Generation")  purchased
British  Energy's  fifty  percent  interest  in  AmerGen  Energy  Company,  LLC,
consummating the $276.5 million  transaction  announced on October 3, 2003. As a
result, Generation is now the sole owner of AmerGen Energy Company, LLC.

This  combined  Form 8-K is being filed  separately  by Exelon  Corporation  and
Generation (each a "Registrant").  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.








                                   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
                                            EXELON GENERATION COMPANY, LLC

                                            /s/  Robert S. Shapard
                                            -----------------------------
                                            Robert S. Shapard
                                            Executive Vice President and
                                            Chief Financial Officer
                                            Exelon Corporation



December 22, 2003