UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
December 19, 2007
Date of Report (Date of earliest event reported)
| Commission File Number |
Exact Name of Registrant as Specified in Its Charter; |
IRS Employer Identification Number | ||
| 1-16169 | EXELON CORPORATION (a Pennsylvania corporation) 10 South Dearborn Street P.O. Box 805379 Chicago, Illinois 60680-5379 (312) 394-7398 |
23-2990190 | ||
| 333-85496 | EXELON GENERATION COMPANY, LLC (a Pennsylvania limited liability company) 300 Exelon Way Kennett Square, Pennsylvania 19348-2473 (610) 765-5959 |
23-3064219 | ||
| 1-1839 | COMMONWEALTH EDISON COMPANY (an Illinois corporation) 440 South LaSalle Street Chicago, Illinois 60605-1028 (312) 394-4321 |
36-0938600 | ||
| 000-16844 | PECO ENERGY COMPANY (a Pennsylvania corporation) P.O. Box 8699 2301 Market Street Philadelphia, Pennsylvania 19101-8699 (215) 841-4000 |
23-0970240 | ||
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Section 7 — Regulation FD
| Item 7.01. | Regulation FD Disclosure |
On December 19, 2007, Exelon Corporation (Exelon) announced via Form 8-K that it would host its annual investor conference and included supplemental information made available to investors as Exhibit 99.3 to that Form 8-K. Two of the slides in the supplemental information made available to investors have been revised to properly reflect the disclosed information. Attached as Exhibit 99.1 to this Current Report on Form 8-K/A are the revised 2008 Projected Sources and Uses of Cash slide (where a footnote reference has been corrected) and the revised Current Market Prices slide (where some of the market pricing information has been corrected). For additional information, including the complete supplemental information made available to investors, refer to the previously filed December 19, 2007 Form 8-K. In addition, the complete supplemental information as corrected is available in the investor relations section of the Exelon website (www.exeloncorp.com).
Section 9 — Financial Statements and Exhibits
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| Exhibit No. | Description | |
| 99.1 | Revised Supplemental Information | |
* * * * *
This combined Form 8-K is being furnished separately by Exelon, Exelon Generation Company, LLC, Commonwealth Edison Company and PECO Energy Company (Registrants). Information contained herein relating to any individual Registrant has been furnished by such Registrant on its own behalf. No Registrant makes any representation as to information relating to any other Registrant.
This Current Report includes 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 these forward-looking statements include those discussed herein as well as those discussed in (1) Exelon’s 2006 Annual Report on Form 10-K in (a) ITEM 1A. Risk Factors, (b) ITEM 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations and (c) ITEM 8. Financial Statements and Supplementary Data: Note 18; (2) Exelon’s Third Quarter 2007 Quarterly Report on Form 10-Q in (a) Part II, Other Information, ITEM 1A. Risk Factors and (b) Part I, Financial Information, ITEM 1. Financial Statements: Note 13; and (3) other factors discussed in filings with the Securities and Exchange Commission 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 Current 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 Current Report.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, each 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/ John F. Young |
| John F. Young |
| Executive Vice President, Finance and Markets and Chief Financial Officer |
| Exelon Corporation |
| COMMONWEALTH EDISON COMPANY |
| /s/ Robert K. McDonald |
| Robert K. McDonald |
| Senior Vice President, Chief Financial Officer, |
| Treasurer and Chief Risk Officer |
| Commonwealth Edison Company |
| PECO ENERGY COMPANY |
| /s/ Phillip S. Barnett |
| Phillip S. Barnett |
| Senior Vice President and Chief Financial Officer |
| PECO Energy Company |
December 21, 2007
EXHIBIT INDEX
| Exhibit No. | Description | |
| 99.1 | Revised Supplemental Information | |
 6 $4,450 $2,740 $920 $700 Cash Flow from Operations (1) ($3,120) ($1,600) ($390) ($1,000) Capital Expenditures $1,220 $1,240 ($50) $300 Net Financing (excluding Dividend) (2) $2,550 $2,380 $480 $0 Cash available before Dividend ($1,310) Dividend (3) $1,240 Cash available after Dividend Exelon (4) ($ in Millions) 2008 Projected Sources and Uses of Cash (1) Cash Flow from Operations = Net cash flows provided by operating activities less net cash flows used in investing activities other than capital expenditures. (2) Net Financing (excluding Dividend) = Net cash flows used in financing activities
excluding dividends paid on common and preferred stock. (3) Assumes 2008 Dividend of $2.00 per share. (4) Includes cash flow activity from Holding Company, eliminations, and other corporate
entities. Exhibit 99.1 |
 38 Current Market Prices 1. 2004, 2005 and 2006 are actual settled prices. 2. Real Time LMP (Locational Marginal Price). 3. Next day over-the-counter market. 4. Average NYMEX settled prices. 5. 2007 information is a combination of actual prices through 12/14/07 and market prices
for the balance of the year. 6. 2008 and 2009 are forward market prices as of 12/14/07. PRICES (as of December 14, 2007) Units 2004 1 2005 2006 2007 5 2008 6 2009 6 PJM West Hub ATC ($/MWh) 42.35 60.92 51.07 2 60.52 62.79 67.12 PJM NiHub ATC ($/MWh) 30.15 46.39 41.42 46.20 48.17 51.30 NEPOOL MASS Hub ATC ($/MWh) 52.13 76.65 59.68 68.03 74.07 77.81 ERCOT North On-Peak ($/MWh) 49.53 76.90 60.87 3 59.53 66.22 75.15 Henry Hub Natural Gas ($/MMBTU) 5.85 4 8.85 4 6.74 4 6.97 7.45 8.18 WTI Crude Oil ($/bbl) 41.48 4 56.62 4 66.38 4 69.72 90.50 87.48 PRB 8800 ($/Ton) 5.97 8.06 13.04 9.67 12.03 12.18 NAPP 3.0 ($/Ton) 60.25 52.42 43.87 47.54 57.62 55.08 ATC HEAT RATES (as of December 14, 2007) PJM West Hub / Tetco M3 (MMBTU/MWh) 6.40 6.30 6.98 7.77 7.45 7.31 PJM NiHub / Chicago City Gate (MMBTU/MWh) 5.52 5.52 6.32 6.74 6.46 6.23 ERCOT North / Houston Ship Channel (MMBTU/MWh) 7.53 8.21 8.28 8.97 7.85 7.96 1 1 2 2 2 2 2 2 2 3 2 3 |