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
August 5, 2004
(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 August 10, 2004, Exelon Corporation (Exelon) announced that Exelon and the
U.S. Department of Justice, in close consultation with the U.S. Department of
Energy (DOE), have reached a settlement, dated August 5, 2004, under which the
government will reimburse Exelon for costs associated with storage of spent fuel
at the company's nuclear stations pending DOE fulfilling its contractual
obligation to accept commercial spent nuclear fuel. Under the agreement, Exelon
will receive $80 million immediately in gross reimbursements for storage costs
already incurred ($53 million net, after considering amounts due from Exelon to
co-owners of certain nuclear stations), with additional amounts reimbursed
annually for future costs. If a national repository opens by 2010 and DOE begins
accepting spent nuclear fuel as the department has said, gross reimbursements to
Exelon would eventually total about $300 million (inclusive of the immediate $80
million gross reimbursement and net of approximately $43 million that Exelon
must refund to DOE for past credits to the Nuclear Waste Fund). Exelon
anticipates that the settlement with the DOE will increase 2004 net income by
approximately $0.05 per diluted share, $0.04 relating to reimbursement of costs
incurred in prior years and $0.01 relating to reimbursement of costs incurred in
2004. The ongoing impact of the settlement in future periods is expected to be
an increase to net income of approximately $0.01 to $0.02 per diluted share per
year, depending on the timing of the costs incurred, which may not be consistent
from year to year. In all cases, reimbursements will be made only after costs
are incurred and only for costs resulting from DOE delays in accepting the fuel.
The news release is attached to this report as Exhibit 99.
This combined Form 8-K is being filed separately by Exelon, Commonwealth Edison
Company (ComEd) and Exelon Generation Company, LLC (Generation) (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.
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 factors discussed herein, as well as the items
discussed in (a) the Registrants' 2003 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
each of Exelon, ComEd and Generation, (b) the Registrants' 2003 Annual Report on
Form 10-K - ITEM 8. Financial Statements and Supplementary Data: Exelon - Note
19, ComEd - Note 15 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
August 10, 2004
[EXELON LOGO OMITTED]
- --------------------------------------------------------------------------------
News Release
From: Exelon Corporation FOR IMMEDIATE RELEASE
Corporate Communications ---------------------
P.O. Box 805379
Chicago, IL 60680-5379
Contact: Craig Nesbit 630-657-4208
Don Kirchoffner 312-394-3001
Exelon, Federal Government Reach Agreement
Over Spent Nuclear Fuel Storage Costs
WARRENVILLE, Ill. (Aug. 10, 2004) - Exelon Corporation and the U.S. Department
of Justice, in close consultation with the U.S. Department of Energy (DOE), have
reached a settlement under which the government will reimburse Exelon for costs
associated with storage of spent fuel at the company's nuclear stations pending
DOE fulfilling its contractual obligations to accept commercial spent nuclear
fuel.
The settlement resolves all pending spent fuel litigation brought against the
federal government by Exelon and subsidiaries Exelon Generation Company,
Commonwealth Edison Company and AmerGen Energy Company.
Under the agreement, Exelon will receive $80 million immediately in gross
reimbursements for storage costs already incurred, with additional amounts
reimbursed annually for future costs. If a national repository opens by 2010 and
DOE begins accepting spent nuclear fuel as the department has said, gross
reimbursements to Exelon would eventually total about $300 million.
In all cases, reimbursements will be made only after costs are incurred and only
for costs resulting from DOE delays in accepting the fuel. The department was to
have begun accepting fuel in 1998.
"We're pleased with the result," said Chris Crane, Exelon Nuclear's president
and chief nuclear officer. "It resolves the litigation between the parties, it
eliminates a financial uncertainty for both Exelon and DOE and it allows the
government to meet its legal obligations to a sixth of the nation's nuclear
power plants."
Crane said the settlement cannot be considered a substitute for permanent used
fuel disposal at Yucca Mountain.
###
ExelonCorporation is one of the nation's largest electric utilities with
approximately 5.1 million customers and more than $15 billion in annual
revenues. The company has one of the industry's largest portfolios of
electricity generation capacity, with a nationwide reach and strong positions
in the Midwest and Mid-Atlantic. Exelon distributes electricity to
approximately 5.1 million customers in northern Illinois and Pennsylvania and
gas to more than 460,000 customers in the Philadelphia area. Exelon is
headquartered in Chicago and trades on the NYSE under the ticker EXC.
