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Form 8-K

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

July 23, 2008

Date of Report (Date of earliest event reported)


Commission File Number	Exact Name of Registrant as Specified in Its Charter; State of Incorporation; Address of Principal Executive Offices; and Telephone Number	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 2 – Financial Information

Item 2.02. Results of Operations and Financial Condition.

Section 7 – Regulation FD

Item 7.01. Regulation FD Disclosure.

On July 23, 2008, Exelon Corporation (Exelon) announced via press release Exelon’s results for the second quarter ended June 30, 2008. A copy of the press release and related attachments are attached hereto as Exhibit 99.1. Also attached as Exhibit 99.2 to this Current Report on Form 8-K are the presentation slides to be used during the second quarter 2008 earnings conference call. This Form 8-K and the attached exhibits are provided under Items 2.02, 7.01 and 9.01 of Form 8-K and are furnished to, but not filed with, the Securities and Exchange Commission (SEC).

Section 9 – Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits.

(d)	Exhibits.


Exhibit No.		Description
99.1		Press release and earnings release attachments

99.2		Earnings conference call presentation slides

* * * * *

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 2007 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 19; (2) Exelon’s Second Quarter 2008 Quarterly Report on Form 10-Q (to be filed on July 23, 2008) in (a) Part II, Other Information, ITEM 1A. Risk Factors and (b) Part I, Financial Information, ITEM 1. Financial Statements: Note 12; and (3) other factors discussed in filings with the 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 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/ Matthew F. Hilzinger

Matthew F. Hilzinger

Senior Vice President 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

July 23, 2008

EXHIBIT INDEX


Exhibit No.		Description
99.1		Press release and earnings release attachments

99.2		Earnings conference call presentation slides

Press release & earnings release attachments

EXHIBIT 99.1

LOGO


Contact:	Chaka Patterson	FOR IMMEDIATE RELEASE
	Investor Relations
	312-394-7234

	Kathleen Cantillon
	Corporate Communications
	312-394-2794

Exelon Announces Second Quarter Results;

Reaffirms Full-Year 2008 Earnings Guidance

CHICAGO (July 23, 2008) – Exelon Corporation’s (Exelon) second quarter 2008 consolidated earnings prepared in accordance with GAAP were $748 million, or $1.13 per diluted share, compared with earnings of $702 million, or $1.03 per share, in the second quarter of 2007.

Exelon’s adjusted (non-GAAP) operating earnings for the second quarter of 2008 were $746 million, or $1.13 per diluted share, compared with $700 million, or $1.03 per diluted share, for the same period in 2007. “Our strong second quarter results primarily reflected higher margins at Generation largely due to our first-rate operating performance. We also continue to realize the benefits of a large fleet of extremely well-run nuclear plants amid rising environmental pressures,” said John W. Rowe, Exelon’s chairman, president and CEO. “We recognize, however, that protecting these benefits requires that we actively meet our customers’ needs for affordable energy in a climate constrained environment. As a result, last week we announced a comprehensive strategy to reduce, offset or displace more than 15 million metric tons of greenhouse gas emissions by 2020 with both efficiency and new sources of supply.”

The increased level of second quarter 2008 earnings was primarily due to:

•

higher energy margins at Exelon Generation Company, LLC (Generation) due to increased nuclear output, largely reflecting fewer refueling and non-refueling outages, and increased average realized market prices;

•

increased revenue at Generation driven by certain long option positions in its proprietary trading portfolio;

•

a gain at Generation related to the settlement of a uranium supply agreement; and

•

increased transmission revenue reflecting Commonwealth Edison’s (ComEd) 2007 transmission rate case, which became effective in May 2007.

The quarter-over-quarter earnings increase was partially offset by:

•

the effect of unfavorable weather conditions compared with last year in the ComEd service territory;

•

increased expense for uncollectible accounts at PECO Energy Company (PECO);

•

increased operating and maintenance expense, in part due to labor and materials inflation at Generation, ComEd and PECO; and

•

increased depreciation and amortization expense primarily related to the higher scheduled competitive transition charge (CTC) amortization at PECO.

Adjusted (non-GAAP) operating earnings for the second quarter of 2008 do not include the following items that were included in reported GAAP earnings (all after tax):

•

Mark-to-market gains of $62 million, or $0.09 per diluted share, primarily from Generation’s economic hedging activities.

•

A charge of $45 million, or $0.07 per diluted share, for the costs associated with the Illinois electric rate settlement agreement.

•

Unrealized losses of $15 million, or $0.02 per diluted share, related to nuclear decommissioning trust fund investments.

Adjusted (non-GAAP) operating earnings for the second quarter of 2007 did not include the following items that were included in reported GAAP earnings (all after tax):

•

Mark-to-market losses of $13 million, or $0.02 per diluted share, primarily from Generation’s economic hedging activities.

•

A charge of $14 million, or $0.02 per diluted share, for the costs associated with ComEd’s initial Rate Relief and Assistance Initiative.

•

Earnings of $27 million, or $0.04 per diluted share, associated with investments in synthetic fuel-producing facilities, including the impact of mark-to-market losses associated with the related derivatives.

2008 Earnings Outlook

Exelon reaffirmed its adjusted (non-GAAP) operating earnings guidance range for 2008 of $4.00 to $4.40 per share. The outlook for 2008 adjusted (non-GAAP) operating earnings for Exelon and its subsidiaries excludes the following items:

•

mark-to-market adjustments from economic hedging activities

•

unrealized gains and losses from nuclear decommissioning trust fund investments

•

significant impairments of assets, including goodwill

•

significant changes in decommissioning obligation estimates

•

costs associated with the Illinois electric rate settlement agreement, including ComEd’s previously announced customer rate relief programs

•

costs associated with ComEd’s settlement with the City of Chicago

•

other unusual items

•

significant future changes to GAAP

Giving consideration to these factors, Exelon estimates GAAP earnings in 2008 will likely be in the range of $3.70 to $4.10 per share. Both Exelon’s operating earnings and GAAP earnings guidance are based on the assumption of normal weather.

Second Quarter and Recent Highlights

•

Exelon 2020: A Low-Carbon Roadmap: On July 15, 2008, Exelon announced a comprehensive environmental plan that sets the standard for environmental action by a major U.S. energy utility. The plan, Exelon 2020, details an enterprise-wide approach and a host of initiatives being pursued by the Exelon companies to cut Exelon’s greenhouse gas emissions and that of its customers, communities, suppliers and markets. Exelon 2020 sets a goal for Exelon to reduce, offset, or displace more than 15 million metric tons of greenhouse gas emissions per year by 2020. This is more than the company’s total current carbon footprint and is equivalent to taking nearly 3 million cars off American roads and highways. Through Exelon 2020, Exelon is pursuing three broad strategies: reduce or offset its own carbon footprint, help customers and communities reduce their greenhouse gas emissions, and offer more low-carbon electricity in the marketplace.

•

Nuclear Operations: Generation’s nuclear fleet, including its owned output from the Salem Generating Station operated by PSEG Nuclear LLC, produced 35,069 GWhs in the second quarter of 2008, compared with 34,350 GWhs in the second quarter of 2007. The Exelon-operated nuclear plants achieved a 95.8 percent capacity factor for the second quarter of 2008 compared with 93.6 percent for the second quarter of 2007. The Exelon-operated nuclear plants completed two scheduled refueling outages in the second quarter of 2008 (40 days), compared with completing three scheduled refueling outages in the second quarter of 2007 (55 days). Increased total nuclear output was also driven by a lower number of non-refueling outage days at the Exelon-operated plants, 3 days in the second quarter of 2008 versus 18 days in the second quarter of 2007. In addition, Generation’s total nuclear output was negatively impacted by a higher number of refueling outage days at the co-owned Salem Generating Station in the second quarter of 2008 versus the second quarter of 2007.

•

Fossil and Hydro Operations: Generation’s fossil fleet commercial availability was 92.8 percent in the second quarter of 2008, compared with 93.3 percent in the second quarter of 2007. The equivalent availability factor for the hydro facilities was 94.4 percent in the second quarter of 2008 compared with 91.0 percent in the second quarter of 2007, primarily driven by a Muddy Run canal outage in 2007.

•

ComEd Distribution Rate Case: On October 17, 2007, ComEd filed a request with the Illinois Commerce Commission (ICC) seeking approval to increase its delivery service revenue requirement by approximately $360 million to reflect ComEd’s increased operating costs and continued substantial investment in its delivery system. The rate case filing is based on a 2006 test year. Various intervenors and the ICC Staff have filed testimony challenging the amount of the increase. The ICC Staff’s rebuttal testimony, filed on April 10, 2008, indicated that ComEd’s revenue increase should be approximately $262 million on an annual basis, primarily reflecting a stipulation reached with ComEd on several contested issues, including those associated with an Original Cost Audit report issued in April 2008. The stipulation is also subject to approval by the ICC. On April 21, 2008, ComEd filed its surrebuttal testimony, which included a $345 million revenue increase reflecting certain adjustments. ComEd’s testimony also included informational data that reflected a $314 million increase reflecting the impacts of the stipulation and certain other reductions.

On July 10, 2008, the Administrative Law Judges (ALJ) issued a recommendation to the ICC for a $218 million revenue increase, including a 10.30 percent return on equity and a 45.04 percent equity ratio in the capital structure. The ALJs’ proposed order does not recommend approval of the stipulation and recommends that the issues in the Original Cost Audit should be addressed on their individual merits in its own proceeding. The proposed order, if approved by the ICC, would also require ComEd to write off approximately $18 million (pre-tax) for the disallowance of certain plant costs, which would be partially offset by a benefit associated with certain previously incurred costs amounting to approximately $13 million (pre-tax). A final ICC order related to the 2007 rate filing is expected by mid-September 2008.

•

PECO Gas Distribution Rate Case: On March 31, 2008, PECO filed a petition before the Pennsylvania Public Utility Commission (PAPUC) for a $98 million increase to its delivery service revenue to fund critical infrastructure improvement projects for its natural gas delivery system. The increase will also fund additional programs for low-income customers as well as energy efficiency enhancements. If approved, the average monthly residential bill would increase by approximately 10.8 percent. On July 1, 2008, PECO received testimony submitted by various state and special interest parties opposing the level of the proposed rate increase. Testimony on behalf of the Pennsylvania Office of Consumer Advocate and the PAPUC’s Office of Trial Staff, in PECO’s estimate, suggests that PECO is entitled to increase its gas delivery service rates between approximately $50 and $60 million. PECO’s rebuttal testimony is due on July 24, 2008 and hearings are scheduled to begin August 12, 2008. An ALJ recommended decision is anticipated by October 31, 2008. The PAPUC has a nine-month review process from the date of the initial filing and a final decision is expected by the end of 2008.

•

Financing Activities: On May 9, 2008, ComEd issued $50 million of Illinois Finance Authority Pollution Control Revenue Refunding Bonds Series 2008 D due March 1, 2020, and $91 million of Illinois Finance Authority Pollution Control Revenue Refunding Bonds Series 2008 F due March 1, 2017. Each issue is tax-exempt, variable weekly-rate bonds, and proceeds were used to refinance an equivalent amount of two series of tax-exempt, variable auction-rate bonds.

On June 27, 2008, ComEd issued $50 million of Illinois Finance Authority Series 2008 E tax-exempt, variable weekly-rate bonds. Proceeds were used to refinance a portion of three series of tax-exempt, variable auction-rate bonds, with the final series to be redeemed on July 29, 2008. In addition, on July 1, 2008, ComEd separately redeemed $100 million of tax-exempt, variable auction-rate bonds (Series 2002 A).

•

Credit Rating Action: On May 30, 2008, Fitch Ratings (Fitch) revised the rating outlook for Generation to positive from stable. A Fitch press release indicated that Generation’s “credit profile is very strong and is expected to remain so for the foreseeable future.” Exelon’s, ComEd’s and PECO’s ratings outlooks remain stable.

OPERATING COMPANY RESULTS

Exelon Generation consists of owned and contracted electric generating facilities, wholesale energy marketing operations and competitive retail sales operations.

Second quarter 2008 net income was $653 million compared with $578 million in the second quarter of 2007. Second quarter 2008 net income included (all after tax) mark-to-market gains of $47 million from economic hedging activities, a charge of $44 million for the costs associated with the Illinois electric rate settlement and unrealized losses of $15 million related to nuclear decommissioning trust fund investments. Second quarter 2007 net income included (all after tax) mark-to-market losses of $13 million and a gain of $2 million related to the sale of Generation’s 49.5 percent ownership interests in Termoeléctrica del Golfo (TEG) and Termoeléctrica Peñoles (TEP), two generating facilities in Mexico. Excluding the impact of these items, Generation’s net income in the second quarter of 2008 increased $76 million compared with the same quarter last year, primarily due to higher revenue, net of purchased power and fuel expense.

The quarter-over-quarter increase in net income was partially offset by:

•

higher operating and maintenance expense associated with inflationary and other cost pressures and continuing work on the license application submittal for a possible new nuclear plant in Texas;

•

increased depreciation and amortization expense; and

•

increased interest expense.

Generation’s revenue, net of purchased power and fuel expense, increased by $177 million in the second quarter of 2008 compared with the second quarter of 2007 excluding the above-mentioned unusual items. The increase in revenue, net of purchased power and fuel expense, was driven primarily by:

•

higher nuclear output reflecting decreased refueling and non-refueling outage days;

•

higher average margins on energy sales;

•

increased revenue at Generation driven by certain long option positions in its proprietary trading portfolio; and

•

a gain related to the settlement of claims associated with a uranium supply agreement.

Generation’s average realized margin on all electric sales, including sales to affiliates and excluding trading activity, was $40.53 per MWh in the second quarter of 2008 compared with $35.97 per MWh in the second quarter of 2007.

ComEd consists of the electricity transmission and distribution operations in northern Illinois.

ComEd recorded net income of $35 million in the second quarter of 2008, compared with net income of $29 million in the second quarter of 2007. Second quarter 2008 net income included an after-tax charge of $1 million for the costs associated with the Illinois electric rate settlement. Second quarter 2007 net income included an after-tax charge of $14 million for costs associated with ComEd’s Rate Relief and Assistance Initiative. Excluding the impact of these items, ComEd’s net income in the second quarter of 2008 decreased $7 million from the same quarter last year primarily due to:

•

the impact of unfavorable weather as compared with last year; and

•

higher operating and maintenance expense, which primarily reflected increased costs related to labor, materials and storms.

Partially offsetting items included:

•

increased transmission revenue as a result of ComEd’s 2007 transmission rate case; and

•

post rate freeze period transition expenses at ComEd in 2007.

In the ComEd service territory in the second quarter of 2008, cooling degree-days were down 37 percent relative to the same period in 2007 and were 14 percent below normal. ComEd’s total retail kWh deliveries decreased by 3.6 percent in 2008 as compared with 2007, with a 3.8 percent decrease in deliveries to the residential customer class, largely due to unfavorable weather. For ComEd, weather had an unfavorable after-tax impact of $12 million on second quarter 2008 earnings relative to 2007 and an unfavorable after-tax impact of $4 million relative to normal weather that was incorporated in earnings guidance. ComEd’s second quarter 2008 revenues of $1,425 million remained relatively unchanged from $1,420 million in 2007.

The number of customers being served in the ComEd region increased by 0.6 percent over the second quarter of 2007, and weather-normalized kWh retail deliveries decreased by 0.2 percent over the second quarter of 2007.

PECO consists of the electricity transmission and distribution operations and the retail natural gas distribution business in southeastern Pennsylvania.

PECO’s net income in the second quarter of 2008 was $58 million, a decrease from $96 million in the second quarter of 2007. This decline was primarily due to:

•

increased expense for uncollectible accounts; and

•

higher CTC amortization, which was in accordance with PECO’s 1998 restructuring settlement with the PAPUC. As expected, the increase in amortization expense exceeded the increase in CTC revenues.

Partially offsetting items included:

•

lower interest expense due to a decrease in the outstanding debt balance to the PECO Energy Transition Trust as a result of scheduled principal payments.

In the PECO service territory in the second quarter of 2008, cooling degree-days were down 1 percent from 2007 and were 18 percent above normal, and heating degree-days decreased by 19 percent from 2007 and were 10 percent below normal. Retail gas deliveries were down 18 percent from the 2007 period. Second quarter 2008 revenues were $1,277 million, up from $1,269 million in 2007, primarily due to higher electricity delivery volume driven by an increase in customers across all customer classes partially offset by a decline in retail gas deliveries and the effects of unfavorable weather for electric and gas compared with 2007. For PECO, weather had an unfavorable after-tax impact of $3 million on second quarter 2008 earnings relative to 2007 and a favorable after-tax impact of $5 million relative to normal weather that was incorporated in earnings guidance.

The number of electric customers being served in the PECO region increased by 0.8 percent over the second quarter of 2007, with weather-normalized kWh growth of 0.6 percent over the second quarter of 2007.

Adjusted (non-GAAP) Operating Earnings

Adjusted (non-GAAP) operating earnings, which generally exclude significant one-time charges or credits that are not normally associated with ongoing operations, mark-to-market adjustments from economic hedging activities and unrealized gains and losses from nuclear decommissioning trust fund

investments, are provided as a supplement to results reported in accordance with GAAP. Management uses such adjusted (non-GAAP) operating earnings measures internally to evaluate the company’s performance and manage its operations. Reconciliation of GAAP to adjusted (non-GAAP) operating earnings for historical periods is attached. Additional earnings release attachments, which include the reconciliation on page 7, are posted on Exelon’s Web site: www.exeloncorp.com and have been filed with the Securities and Exchange Commission on Form 8-K on July 23, 2008.

Conference call information: Exelon has scheduled a conference call for 11 AM ET (10 AM CT) on July 23, 2008. The call-in number in the U.S. and Canada is 800-690-3108, and the international call-in number is 973-935-8753. If requested, the conference ID number is 53980436. Media representatives are invited to participate on a listen-only basis. The call will be web-cast and archived on Exelon’s Web site: www.exeloncorp.com. (Please select the Investor Relations page.)

Telephone replays will be available until August 6. The U.S. and Canada call-in number for replays is 800-642-1687, and the international call-in number is 706-645-9291. The conference ID number is 53980436.

This news release 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 2007 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 19; (2) Exelon’s Second Quarter 2008 Quarterly Report on Form 10-Q (to be filed on July 23, 2008) in (a) Part II, Other Information, ITEM 1A. Risk Factors and (b) Part I, Financial Information, ITEM 1. Financial Statements: Note 12; and (3) other factors discussed in filings with the Securities and Exchange Commission by Exelon, Generation, ComEd, and PECO (Companies). Readers are cautioned not to place undue reliance on these forward-looking statements, which apply only as of the date of this presentation. None of the Companies undertakes any obligation to publicly release any revision to its forward-looking statements to reflect events or circumstances after the date of this news release.

###

Exelon Corporation is one of the nation’s largest electric utilities with approximately 5.4 million customers and $19 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 5.4 million customers in Illinois and Pennsylvania and natural gas to more than 480,000 customers in southeastern Pennsylvania. Exelon is headquartered in Chicago and trades on the NYSE under the ticker EXC.

EXELON CORPORATION

Earnings Release Attachments

Table of Contents


Consolidating Statements of Operations - Three Months Ended June 30, 2008 and 2007		1

Consolidating Statements of Operations - Six Months Ended June 30, 2008 and 2007		2

Business Segment Comparative Statements of Operations - Generation and ComEd - Three and Six Months Ended June 30, 2008 and 2007		3

Business Segment Comparative Statements of Operations - PECO and Other - Three and Six Months Ended June 30, 2008 and 2007		4

Consolidated Balance Sheets - June 30, 2008 and December 31, 2007		5

Consolidated Statements of Cash Flows - Six Months Ended June 30, 2008 and 2007		6

Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Consolidated Statements of Operations - Exelon - Three Months Ended June 30, 2008 and 2007		7

Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Consolidated Statements of Operations - Exelon - Six Months Ended June 30, 2008 and 2007		8

Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Earnings By Business Segment - Three Months Ended June 30, 2008 and 2007		9

Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Earnings By Business Segment - Six Months Ended June 30, 2008 and 2007		10

Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Consolidated Statements of Operations - Generation - Three and Six Months Ended June 30, 2008 and 2007		11

Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Consolidated Statements of Operations - ComEd - Three and Six Months Ended June 30, 2008 and 2007		12

Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Consolidated Statements of Operations - PECO - Three and Six Months Ended June 30, 2008 and 2007		13

Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Consolidated Statements of Operations - Other - Three and Six Months Ended June 30, 2008 and 2007		14

Exelon Generation Statistics - Three Months Ended June 30, 2008, March 31, 2008, December 31, 2007, September 30, 2007 and June 30, 2007		15

Exelon Generation Statistics - Six Months Ended June 30, 2008 and 2007		16

ComEd Statistics - Three and Six Months Ended June 30, 2008 and 2007		17

PECO Statistics - Three and Six Months Ended June 30, 2008 and 2007		18

EXELON CORPORATION

Consolidating Statements of Operations

(unaudited)

(in millions)


	Three Months Ended June 30, 2008
	Generation			ComEd			PECO			Other			Exelon Consolidated
Operating revenues	$	2,756		$	1,425		$	1,277		$	(836	)	$	4,622

Operating expenses
Purchased power		612			820			594			(860	)		1,166
Fuel		271			—			80			1			352
Operating and maintenance		615			280			196			(5	)		1,086
Depreciation and amortization		73			113			205			11			402
Taxes other than income		47			71			64			4			186


Total operating expenses		1,618			1,284			1,139			(849	)		3,192


Operating income		1,138			141			138			13			1,430


Other income and deductions
Interest expense, net		(38	)		(87	)		(58	)		(31	)		(214	)
Equity in losses of unconsolidated affiliates and investments		(1	)		(3	)		(4	)		—			(8	)
Other, net		(63	)		5			7			11			(40	)


Total other income and deductions		(102	)		(85	)		(55	)		(20	)		(262	)


Income (loss) from continuing operations before income taxes		1,036			56			83			(7	)		1,168

Income taxes		383			21			25			(10	)		419


Income from continuing operations		653			35			58			3			749

Loss from discontinued operations		—			—			—			(1	)		(1	)


Net income	$	653		$	35		$	58		$	2		$	748


	Three Months Ended June 30, 2007
	Generation			ComEd			PECO			Other			Exelon Consolidated
Operating revenues	$	2,641		$	1,420		$	1,269		$	(829	)	$	4,501

Operating expenses
Purchased power		538			838			569			(827	)		1,118
Fuel		436			—			86			—			522
Operating and maintenance		618			266			146			32			1,062
Depreciation and amortization		65			109			185			10			369
Taxes other than income		47			76			71			5			199


Total operating expenses		1,704			1,289			1,057			(780	)		3,270


Operating income (loss)		937			131			212			(49	)		1,231


Other income and deductions
Interest expense, net		(31	)		(87	)		(64	)		(32	)		(214	)
Equity in losses of unconsolidated affiliates and investments		(1	)		(2	)		(2	)		(38	)		(43	)
Other, net		22			5			5			11			43


Total other income and deductions		(10	)		(84	)		(61	)		(59	)		(214	)


Income (loss) from continuing operations before income taxes		927			47			151			(108	)		1,017

Income taxes		349			18			55			(108	)		314


Income from continuing operations		578			29			96			—			703

Loss from discontinued operations		—			—			—			(1	)		(1	)


Net income (loss)	$	578		$	29		$	96		$	(1	)	$	702

EXELON CORPORATION

Consolidating Statements of Operations

(unaudited)

(in millions)


	Six Months Ended June 30, 2008
	Generation			ComEd			PECO			Other			Exelon Consolidated
Operating revenues	$	5,238		$	2,865		$	2,754		$	(1,718	)	$	9,139

Operating expenses
Purchased power		1,176			1,661			1,165			(1,763	)		2,239
Fuel		542			—			348			—			890
Operating and maintenance		1,399			529			365			(14	)		2,279
Depreciation and amortization		143			224			411			21			799
Taxes other than income		100			140			129			10			379


Total operating expenses		3,360			2,554			2,418			(1,746	)		6,586


Operating income		1,878			311			336			28			2,553


Other income and deductions
Interest expense, net		(74	)		(192	)		(116	)		(54	)		(436	)
Equity in losses of unconsolidated affiliates and investments		(1	)		(5	)		(7	)		—			(13	)
Other, net		(128	)		9			11			10			(98	)


Total other income and deductions		(203	)		(188	)		(112	)		(44	)		(547	)


Income (loss) from continuing operations before income taxes		1,675			123			224			(16	)		2,006

Income taxes		584			47			69			(24	)		676


Income from continuing operations		1,091			76			155			8			1,330

Loss from discontinued operations		(1	)		—			—			—			(1	)


Net income	$	1,090		$	76		$	155		$	8		$	1,329


	Six Months Ended June 30, 2007
	Generation			ComEd			PECO			Other			Exelon Consolidated
Operating revenues	$	5,344		$	2,911		$	2,769		$	(1,694	)	$	9,330

Operating expenses
Purchased power		1,131			1,806			1,113			(1,687	)		2,363
Fuel		907			—			385			—			1,292
Operating and maintenance		1,257			510			294			59			2,120
Depreciation and amortization		133			217			370			18			738
Taxes other than income		88			157			142			8			395


Total operating expenses		3,516			2,690			2,304			(1,602	)		6,908


Operating income (loss)		1,828			221			465			(92	)		2,422


Other income and deductions
Interest expense, net		(66	)		(170	)		(126	)		(65	)		(427	)
Equity in earnings (losses) of unconsolidated affiliates and investments		1			(4	)		(4	)		(62	)		(69	)
Other, net		54			7			10			35			106


Total other income and deductions		(11	)		(167	)		(120	)		(92	)		(390	)


Income (loss) from continuing operations before income taxes		1,817			54			345			(184	)		2,032

Income taxes		684			21			121			(178	)		648


Income (loss) from continuing operations		1,133			33			224			(6	)		1,384

Income from discontinued operations		5			—			—			4			9


Net income (loss)	$	1,138		$	33		$	224		$	(2	)	$	1,393

EXELON CORPORATION

Business Segment Comparative Statements of Operations

(unaudited)

(in millions)


		Generation

	Three Months Ended June 30,									Six Months Ended June 30,
	2008			2007			Variance			2008			2007			Variance
Operating revenues	$	2,756		$	2,641		$	115		$	5,238		$	5,344		$	(106	)

Operating expenses
Purchased power		612			538			74			1,176			1,131			45
Fuel		271			436			(165	)		542			907			(365	)
Operating and maintenance		615			618			(3	)		1,399			1,257			142
Depreciation and amortization		73			65			8			143			133			10
Taxes other than income		47			47			—			100			88			12


Total operating expenses		1,618			1,704			(86	)		3,360			3,516			(156	)


Operating income		1,138			937			201			1,878			1,828			50


Other income and deductions
Interest expense, net		(38	)		(31	)		(7	)		(74	)		(66	)		(8	)
Equity in earnings (losses) of investments		(1	)		(1	)		—			(1	)		1			(2	)
Other, net		(63	)		22			(85	)		(128	)		54			(182	)


Total other income and deductions		(102	)		(10	)		(92	)		(203	)		(11	)		(192	)


Income from continuing operations before income taxes		1,036			927			109			1,675			1,817			(142	)

Income taxes		383			349			34			584			684			(100	)


Income from continuing operations		653			578			75			1,091			1,133			(42	)

Income (loss) from discontinued operations		—			—			—			(1	)		5			(6	)


Net income	$	653		$	578		$	75		$	1,090		$	1,138		$	(48	)


		ComEd

	Three Months Ended June 30,									Six Months Ended June 30,
	2008			2007			Variance			2008			2007			Variance
Operating revenues	$	1,425		$	1,420		$	5		$	2,865		$	2,911		$	(46	)

Operating expenses
Purchased power		820			838			(18	)		1,661			1,806			(145	)
Operating and maintenance		280			266			14			529			510			19
Depreciation and amortization		113			109			4			224			217			7
Taxes other than income		71			76			(5	)		140			157			(17	)


Total operating expenses		1,284			1,289			(5	)		2,554			2,690			(136	)


Operating income		141			131			10			311			221			90


Other income and deductions
Interest expense, net		(87	)		(87	)		—			(192	)		(170	)		(22	)
Equity in losses of unconsolidated affiliates		(3	)		(2	)		(1	)		(5	)		(4	)		(1	)
Other, net		5			5			—			9			7			2


Total other income and deductions		(85	)		(84	)		(1	)		(188	)		(167	)		(21	)


Income before income taxes		56			47			9			123			54			69

Income taxes		21			18			3			47			21			26


Net income	$	35		$	29		$	6		$	76		$	33		$	43

EXELON CORPORATION

Business Segment Comparative Statements of Operations

(unaudited)

(in millions)


		PECO

	Three Months Ended June 30,									Six Months Ended June 30,
	2008			2007			Variance			2008			2007			Variance
Operating revenues	$	1,277		$	1,269		$	8		$	2,754		$	2,769		$	(15	)

Operating expenses
Purchased power		594			569			25			1,165			1,113			52
Fuel		80			86			(6	)		348			385			(37	)
Operating and maintenance		196			146			50			365			294			71
Depreciation and amortization		205			185			20			411			370			41
Taxes other than income		64			71			(7	)		129			142			(13	)


Total operating expenses		1,139			1,057			82			2,418			2,304			114


Operating income		138			212			(74	)		336			465			(129	)


Other income and deductions
Interest expense, net		(58	)		(64	)		6			(116	)		(126	)		10
Equity in losses of unconsolidated affiliates		(4	)		(2	)		(2	)		(7	)		(4	)		(3	)
Other, net		7			5			2			11			10			1


Total other income and deductions		(55	)		(61	)		6			(112	)		(120	)		8


Income before income taxes		83			151			(68	)		224			345			(121	)

Income taxes		25			55			(30	)		69			121			(52	)


Net income	$	58		$	96		$	(38	)	$	155		$	224		$	(69	)


		Other (a)

	Three Months Ended June 30,									Six Months Ended June 30,
	2008			2007			Variance			2008			2007			Variance
Operating revenues	$	(836	)	$	(829	)	$	(7	)	$	(1,718	)	$	(1,694	)	$	(24	)

Operating expenses
Purchased power		(860	)		(827	)		(33	)		(1,763	)		(1,687	)		(76	)
Fuel		1			—			1			—			—			—
Operating and maintenance		(5	)		32			(37	)		(14	)		59			(73	)
Depreciation and amortization		11			10			1			21			18			3
Taxes other than income		4			5			(1	)		10			8			2


Total operating expenses		(849	)		(780	)		(69	)		(1,746	)		(1,602	)		(144	)


Operating income (loss)		13			(49	)		62			28			(92	)		120


Other income and deductions
Interest expense, net		(31	)		(32	)		1			(54	)		(65	)		11
Equity in losses of unconsolidated affiliates and investments		—			(38	)		38			—			(62	)		62
Other, net		11			11			—			10			35			(25	)


Total other income and deductions		(20	)		(59	)		39			(44	)		(92	)		48


Loss from continuing operations before income taxes		(7	)		(108	)		101			(16	)		(184	)		168

Income taxes		(10	)		(108	)		98			(24	)		(178	)		154


Income (loss) from continuing operations		3			—			3			8			(6	)		14

Income (loss) from discontinued operations		(1	)		(1	)		—			—			4			(4	)


Net income (loss)	$	2		$	(1	)	$	3		$	8		$	(2	)	$	10

(a)	Other primarily includes eliminating and consolidating adjustments, Exelon’s corporate operations, shared service entities and other financing and investment activities, including investments in synthetic fuel-producing facilities.

EXELON CORPORATION

Consolidated Balance Sheets

(unaudited)

(in millions)


	June 30, 2008			December 31, 2007
Current assets
Cash and cash equivalents	$	332		$	311
Restricted cash and investments		129			118
Accounts receivable, net
Customer		1,930			2,041
Other		497			611
Mark-to-market derivative assets		700			247
Inventories, net
Fossil fuel		269			252
Materials and supplies		505			471
Deferred income taxes		601			102
Other		644			427


Total current assets		5,607			4,580


Property, plant and equipment, net		25,072			24,153

Deferred debits and other assets
Regulatory assets		4,766			5,133
Nuclear decommissioning trust funds		6,433			6,823
Investments		714			731
Goodwill		2,625			2,625
Mark-to-market derivative assets		209			55
Other		1,374			1,261


Total deferred debits and other assets		16,121			16,628


Total assets	$	46,800		$	45,361


Liabilities and shareholders’ equity
Current liabilities
Short-term borrowings	$	1,473		$	616
Long-term debt due within one year		231			605
Long-term debt to ComEd Transitional Funding Trust and PECO Energy Transition Trust due within one year		409			501
Accounts payable		1,458			1,450
Mark-to-market derivative liabilities		1,079			234
Accrued expenses		1,276			1,240
Other		715			983


Total current liabilities		6,641			5,629


Long-term debt		11,093			9,915
Long-term debt to ComEd Transitional Funding Trust and PECO Energy Transition Trust		1,157			1,505
Long-term debt to other financing trusts		391			545

Deferred credits and other liabilities
Deferred income taxes and unamortized investment tax credits		5,095			5,081
Asset retirement obligations		3,896			3,812
Pension obligations		694			777
Non-pension postretirement benefits obligations		1,783			1,717
Spent nuclear fuel obligation		1,008			997
Regulatory liabilities		3,029			3,301
Mark-to-market derivative liabilities		550			298
Other		1,489			1,560


Total deferred credits and other liabilities		17,544			17,543

Total liabilities		36,826			35,137


Preferred securities of subsidiary		87			87

Shareholders’ equity
Common stock		8,753			8,579
Treasury stock, at cost		(2,338	)		(1,838	)
Retained earnings		6,088			4,930
Accumulated other comprehensive loss, net		(2,616	)		(1,534	)


Total shareholders’ equity		9,887			10,137


Total liabilities and shareholders’ equity	$	46,800		$	45,361

EXELON CORPORATION

Consolidated Statements of Cash Flows

(unaudited)

(in millions)


	Six Months Ended June 30,
	2008			2007
Cash flows from operating activities
Net income	$	1,329		$	1,393
Adjustments to reconcile net income to net cash flows provided by operating activities:
Depreciation, amortization and accretion, including nuclear fuel		1,096			1,066
Deferred income taxes and amortization of investment tax credits		99			(128	)
Net realized and unrealized mark-to-market transactions		(273	)		120
Other non-cash operating activities		507			369
Changes in assets and liabilities:
Accounts receivable		94			(304	)
Inventories		(40	)		69
Accounts payable, accrued expenses and other current liabilities		(137	)		(122	)
Counterparty collateral asset		(856	)		(231	)
Counterparty collateral liability		93			(264	)
Income taxes		277			87
Restricted cash		11			(42	)
Pension and non-pension postretirement benefit contributions		(56	)		(40	)
Other assets and liabilities		(470	)		(347	)

Net cash flows provided by operating activities		1,674			1,626


Cash flows from investing activities
Capital expenditures		(1,511	)		(1,284	)
Proceeds from nuclear decommissioning trust fund sales		10,515			2,268
Investment in nuclear decommissioning trust funds		(10,679	)		(2,402	)
Proceeds from sale of investments		—			95
Change in restricted cash		(22	)		2
Other investing activities		(2	)		(46	)

Net cash flows used in investing activities		(1,699	)		(1,367	)


Cash flows from financing activities
Issuance of long-term debt		1,969			465
Retirement of long-term debt		(1,185	)		(198	)
Retirement of long-term debt to financing affiliates		(596	)		(534	)
Change in short-term debt		857			348
Dividends paid on common stock		(659	)		(592	)
Proceeds from employee stock plans		105			145
Purchase of treasury stock		(436	)		(37	)
Purchase of forward contract in relation to certain treasury stock		(64	)		—
Other financing activities		55			55

Net cash flows provided by (used in) financing activities		46			(348	)


Increase (Decrease) in cash and cash equivalents		21			(89	)
Cash and cash equivalents at beginning of period		311			224

Cash and cash equivalents at end of period	$	332		$	135

EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Consolidated Statements of Operations

(unaudited)

(in millions, except per share data)


	Three Months Ended June 30, 2008									Three Months Ended June 30, 2007
	GAAP (a)			Adjustments			Adjusted Non-GAAP			GAAP (a)			Adjustments			Adjusted Non-GAAP
Operating revenues	$	4,622		$	72	(b)	$	4,694		$	4,501		$	19	(b),(c)	$	4,520

Operating expenses
Purchased power		1,166			(20	)(c)		1,146			1,118			16	(c)		1,134
Fuel		352			123	(c)		475			522			(38	)(c)		484
Operating and maintenance		1,086			—			1,086			1,062			(41	)(b),(e)		1,021
Depreciation and amortization		402			—			402			369			—			369
Taxes other than income		186			—			186			199			—			199


Total operating expenses		3,192			103			3,295			3,270			(63	)		3,207


Operating income		1,430			(31	)		1,399			1,231			82			1,313


Other income and deductions
Interest expense, net		(214	)		—			(214	)		(214	)		1	(e)		(213	)
Equity in losses of unconsolidated affiliates and investments		(8	)		—			(8	)		(43	)		39	(e)		(4	)
Other, net		(40	)		51	(d)		11			43			(12	)(e),(f)		31


Total other income and deductions		(262	)		51			(211	)		(214	)		28			(186	)


Income from continuing operations before income taxes		1,168			20			1,188			1,017			110			1,127

Income taxes		419			22	(b),(c),(d)		441			314			112	(b),(c),(e),(f)		426


Income from continuing operations		749			(2	)		747			703			(2	)		701

Loss from discontinued operations		(1	)		—			(1	)		(1	)		—			(1	)


Net income	$	748		$	(2	)	$	746		$	702		$	(2	)	$	700


Earnings per average common share
Basic:
Income from continuing operations	$	1.14		$	—		$	1.14		$	1.04		$	—		$	1.04
Loss from discontinued operations		—			—			—			—			—			—

Net income	$	1.14		$	—		$	1.14		$	1.04		$	—		$	1.04


Diluted:
Income from continuing operations	$	1.13		$	—		$	1.13		$	1.03		$	—		$	1.03
Loss from discontinued operations		—			—			—			—			—			—

Net income	$	1.13		$	—		$	1.13		$	1.03		$	—		$	1.03


Average common shares outstanding
Basic		657						657			675						675
Diluted		662						662			680						680

Effect of adjustments on earnings (loss) per average diluted common share recorded in accordance with GAAP:
2007 Illinois electric rate settlement (b)				$	0.07								$	0.02
Mark-to-market impact of economic hedging activities (c)					(0.09	)								0.02
Unrealized gains and losses related to nuclear decommissioning trust funds (d)					0.02									—
Investments in synthetic fuel-producing facilities (e)					—									(0.04	)

Total adjustments				$	—								$	—

(a)	Results reported in accordance with accounting principles generally accepted in the United States (GAAP).

(b)	Adjustment to exclude the impact of the 2007 Illinois electric rate settlement.

(c)	Adjustment to exclude the mark-to-market impact of Exelon’s economic hedging activities.

(d)	Adjustment to exclude the unrealized gains and losses associated with Generation’s nuclear decommissioning trust (NDT) fund investments.

(e)	Adjustment to exclude the financial impact of Exelon’s investments in synthetic fuel-producing facilities, including the impact of mark-to-market gains (losses) associated with the related derivatives.

(f)	Adjustment to exclude the gain related to the sale of Generation’s ownership interest in Termoeléctrica del Golfo (TEG) and Termoeléctrica Peñoles (TEP).

EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Consolidated Statements of Operations

(unaudited)

(in millions, except per share data)


	Six Months Ended June 30, 2008									Six Months Ended June 30, 2007
	GAAP (a)			Adjustments			Adjusted Non-GAAP			GAAP (a)			Adjustments			Adjusted Non-GAAP
Operating revenues	$	9,139		$	146	(b)	$	9,285		$	9,330		$	19	(b)	$	9,349

Operating expenses
Purchased power		2,239			(96	)(c)		2,143			2,363			(145	)(c)		2,218
Fuel		890			287	(c)		1,177			1,292			8	(c)		1,300
Operating and maintenance		2,279			(4	)(b)		2,275			2,120			(75	)(b),(f)		2,045
Depreciation and amortization		799			—			799			738			—			738
Taxes other than income		379			—			379			395			—			395


Total operating expenses		6,586			187			6,773			6,908			(212	)		6,696


Operating income		2,553			(41	)		2,512			2,422			231			2,653


Other income and deductions
Interest expense, net		(436	)		—			(436	)		(427	)		3	(f)		(424	)
Equity in losses of unconsolidated affiliates and investments		(13	)		—			(13	)		(69	)		63	(f)		(6	)
Other, net		(98	)		165	(d)		67			106			(47	)(f),(g)		59


Total other income and deductions		(547	)		165			(382	)		(390	)		19			(371	)


Income from continuing operations before income taxes		2,006			124			2,130			2,032			250			2,282

Income taxes		676			88	(b),(c),(d)		764			648			215	(b),(c),(f),(g)		863


Income from continuing operations		1,330			36			1,366			1,384			35			1,419

Income (loss) from discontinued operations		(1	)		1	(e)		—			9			(5	)(e)		4


Net income	$	1,329		$	37		$	1,366		$	1,393		$	30		$	1,423


Earnings per average common share
Basic:
Income from continuing operations	$	2.02		$	0.06		$	2.08		$	2.05		$	0.05		$	2.10
Income (loss) from discontinued operations		—			—			—			0.02			(0.01	)		0.01

Net income	$	2.02		$	0.06		$	2.08		$	2.07		$	0.04		$	2.11


Diluted:
Income from continuing operations	$	2.01		$	0.05		$	2.06		$	2.04		$	0.06		$	2.10
Income (loss) from discontinued operations		—			—			—			0.01			(0.01	)		—

Net income	$	2.01		$	0.05		$	2.06		$	2.05		$	0.05		$	2.10


Average common shares outstanding
Basic		658						658			674						674
Diluted		663						663			679						679

Effect of adjustments on earnings per average diluted common share recorded in accordance with GAAP:
2007 Illinois electric rate settlement (b)				$	0.14								$	0.02
Mark-to-market impact of economic hedging activities (c)					(0.17	)								0.12
Unrealized gains and losses related to nuclear decommissioning trust funds (d)					0.08									—
Settlement of a tax matter at Generation related to Sithe (e)					—									(0.01	)
Investments in synthetic fuel-producing facilities (f)					—									(0.07	)
Sale of Generation’s investments in TEG and TEP (g)					—									(0.01	)

Total adjustments				$	0.05								$	0.05

(a)	Results reported in accordance with GAAP.

(b)	Adjustment to exclude the impact of the 2007 Illinois electric rate settlement.

(c)	Adjustment to exclude the mark-to-market impact of Exelon’s economic hedging activities.

(d)

Adjustment to exclude the unrealized gains and losses associated with Generation’s NDT fund investments. Beginning in the second quarter of 2008, reflects $66 million of an offsetting adjustment to other, net and income taxes related to the contractual elimination of unrealized gains and losses associated Generation’s NDT fund investments, including $44 million recast from the first quarter of 2008.

(e)	Adjustment to exclude the settlement of a tax matter at Generation related to Sithe Energies, Inc. (Sithe).

(f)	Adjustment to exclude the financial impact of Exelon’s investments in synthetic fuel-producing facilities, including the impact of mark-to-market gains (losses) associated with the related derivatives.

(g)	Adjustment to exclude the gain related to the sale of Generation’s ownership interest in TEG and TEP.

EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating Earnings

to GAAP Earnings By Business Segment (in millions)

Three Months Ended June 30, 2008 and 2007


	Exelon Earnings per Diluted Share			Generation			ComEd			PECO			Other			Exelon
2007 GAAP Earnings (Loss)	$	1.03		$	578		$	29		$	96		$		(1)	$	702

2007 Adjusted (non-GAAP) Operating Earnings (Loss) Adjustments:
2007 Illinois Electric Rate Settlement		0.02			—			14			—			—			14
Mark-to-Market Impact of Economic Hedging Activities		0.02			13			—			—			—			13
Investments in Synthetic Fuel-Producing Facilities (1)		(0.04	)		—			—			—			(27	)		(27	)
Gain from Sale of Generation’s investments in TEG and TEP		—			(2	)		—			—			—			(2	)


2007 Adjusted (non-GAAP) Operating Earnings (Loss)		1.03			589			43			96			(28	)		700

Year Over Year Effects on Earnings:
Generation Energy Margins, Excluding Mark-to-Market (2)		0.17			111			—			—			—			111
ComEd and PECO Energy Margins:
Weather		(0.02	)		—			(12	)		(3	)		—			(15	)
Other Energy Delivery (3)		0.02			—			16			(5	)		—			11
Bad Debt (4)		(0.04	)		—			6			(30	)		—			(24	)
Labor and Contracting (5)		(0.03	)		(9	)		(9	)		(4	)		—			(22	)
Nuclear Plant Development Costs (6)		(0.01	)		(6	)		—			—			—			(6	)
Other Operating and Maintenance Expense (7)		(0.03	)		(7	)		(10	)		—			(3	)		(20	)
Depreciation and Amortization (8)		(0.03	)		(6	)		(2	)		(14	)		—			(22	)
Tax Method Change - Overhead Costs (9)		0.01			(6	)		9			4			—			7
Income Taxes (10)		0.01			(1	)		(3	)		6			9			11
Other (11)		0.02			—			(2	)		8			9			15
Share Differential (12)		0.03			—			—			—			—			—


2008 Adjusted (non-GAAP) Operating Earnings (Loss)		1.13			665			36			58			(13	)		746

2008 Adjusted (non-GAAP) Operating Earnings (Loss) Adjustments:
Mark-to-Market Impact of Economic Hedging Activities		0.09			47			—			—			15			62
2007 Illinois Electric Rate Settlement		(0.07	)		(44	)		(1	)		—			—			(45	)
Unrealized Gains and Losses Related to NDT Fund Investments		(0.02	)		(15	)		—			—			—			(15	)


2008 GAAP Earnings	$	1.13		$	653		$	35		$	58		$	2		$	748

(1)	Reflects the financial impact of Exelon’s investments in synthetic fuel-producing facilities, including the impact of mark-to-market gains (losses) associated with the related derivatives.

(2)

Primarily reflects higher nuclear output as a result of fewer scheduled planned refueling outage days in Q2 2008 and a decrease in unplanned outage days, increased revenue from certain long options in Generation’s proprietary trading portfolio, higher realized prices on market sales and a gain related to the settlement of a uranium supply agreement.

(3)	Primarily reflects increased transmission revenue as a result of ComEd’s 2007 transmission rate case, which became effective in May 2007.

(4)	Reflects increased aging of PECO’s accounts receivable balances and increased customer account charge-offs primarily as a result of a suspension of collection activity during a billing system conversion project and increased enrollment in low-income customer assistance programs in 2008.

(5)	Primarily reflects labor-related inflation across the operating companies.

(6)	Reflects the costs associated with the possible construction of a new nuclear plant in Texas.

(7)	Primarily reflects increased storm costs in the ComEd service territory in 2008, partially offset by post rate freeze period transition expenses at ComEd in 2007.

(8)	Primarily reflects increased depreciation and amortization at PECO in 2008 primarily due to increased scheduled competitive transition charge amortization.

(9)	Reflects a favorable income tax benefit associated with Exelon’s method of capitalizing overhead costs.

(10)	Primarily reflects the effects of changes in income mix.

(11)	Primarily reflects increased interest income, decreased taxes other than income at PECO and income related to the termination of a gas supply guarantee partially offset by increased interest expense at Generation.

(12)	Reflects the impact on earnings per share due to a decrease in Exelon’s diluted common shares outstanding.

EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating Earnings

to GAAP Earnings By Business Segment (in millions)

Six Months Ended June 30, 2008 and 2007


	Exelon Earnings per Diluted Share			Generation			ComEd			PECO			Other			Exelon
2007 GAAP Earnings (Loss)	$	2.05		$	1,138		$	33		$	224		$		(2)	$	1,393

2007 Adjusted (non-GAAP) Operating Earnings (Loss) Adjustments:
2007 Illinois Electric Rate Settlement		0.02			—			16			—			—			16
Mark-to-Market Impact of Economic Hedging Activities		0.12			82			—			—			—			82
Investments in Synthetic Fuel-Producing Facilities (1)		(0.07	)		—			—			—			(52	)		(52	)
Gain from Sale of Generation’s investments in TEG and TEP		(0.01	)		(11	)		—			—			—			(11	)
Settlement of a Tax Matter at Generation Related to Sithe		(0.01	)		(5	)		—			—			—			(5	)


2007 Adjusted (non-GAAP) Operating Earnings (Loss)		2.10			1,204			49			224			(54	)		1,423

Year Over Year Effects on Earnings:
Generation Energy Margins, Excluding Mark-to-Market (2)		0.10			70			—			—			—			70
ComEd and PECO Energy Margins:
Weather		(0.03	)		—			(6	)		(16	)		—			(22	)
Other Energy Delivery (3)		0.09			—			57			3			—			60
PJM Settlement (4)		(0.04	)		(20	)		—			(7	)		—			(27	)
Bad Debt (5)		(0.06	)		—			2			(41	)		—			(39	)
Labor and Contracting (6)		(0.06	)		(18	)		(13	)		(8	)		—			(39	)
Nuclear Plant Development Costs (7)		(0.02	)		(12	)		—			—			—			(12	)
Planned Nuclear Refueling Outages (8)		(0.06	)		(37	)		—			—			—			(37	)
Other Operating and Maintenance Expense (9)		(0.04	)		(19	)		(5	)		—			(3	)		(27	)
Depreciation and Amortization (10)		(0.06	)		(8	)		(4	)		(28	)		(2	)		(42	)
Realized NDT Losses Related to a Tax Planning Strategy		(0.03	)		(18	)		—			—			—			(18	)
Tax Method Change - Overhead Costs (11)		0.01			(6	)		9			4			—			7
Income Taxes (12)		0.08			19			(7	)		11			27			50
Other (13)		0.03			(2	)		(2	)		13			10			19
Share Differential (14)		0.05			—			—			—			—			—


2008 Adjusted (non-GAAP) Operating Earnings (Loss)		2.06			1,153			80			155			(22	)		1,366

2008 Adjusted (non-GAAP) Operating Earnings (Loss) Adjustments:
Mark-to-Market Impact of Economic Hedging Activities		0.17			84			—			—			30			114
Settlement of a Tax Matter at Generation Related to Sithe		—			(1	)		—			—			—			(1	)
2007 Illinois Electric Rate Settlement		(0.14	)		(90	)		(4	)		—			—			(94	)
Unrealized Gains and Losses Related to NDT Fund Investments		(0.08	)		(56	)		—			—			—			(56	)


2008 GAAP Earnings	$	2.01		$	1,090		$	76		$	155		$	8		$	1,329

(1)	Reflects the financial impact of Exelon’s investments in synthetic fuel-producing facilities, including the impact of mark-to-market gains (losses) associated with the related derivatives.

(2)

Primarily reflects increased revenue from certain long options in Generation’s proprietary trading portfolio, higher realized prices on market sales and gains related to the settlement of uranium supply agreements, partially offset by lower nuclear output as a result of more scheduled planned refueling outage days and an increase in unplanned outage days.

(3)	Primarily reflects increased transmission revenue as a result of ComEd’s 2007 transmission rate case, which became effective in May 2007 and higher electric delivery volume at ComEd and PECO (excluding the impact of weather).

(4)	Reflects the favorable PJM Interconnection, LLC billing settlement with PPL Electric approved by the FERC in 2007.

(5)	Reflects increased aging of PECO’s accounts receivable balances and increased customer account charge-offs primarily as a result of a suspension of collection activity during a billing system conversion project and increased enrollment in low-income customer assistance programs in 2008.

(6)	Primarily reflects labor-related inflation across the operating companies and increased contracting costs at generating facilities.

(7)	Reflects the costs associated with the possible construction of a new nuclear plant in Texas.

(8)	Reflects increased operating and maintenance expense related to planned nuclear refueling outage costs, excluding Salem.

(9)

Primarily reflects increased unplanned nuclear outage costs at Generation, increased refueling outage costs at Generation for Salem and increased storm costs in the ComEd service territory in 2008, partially offset by decreased stock-based compensation costs and post rate freeze period transition expenses at ComEd in 2007.

(10)	Primarily reflects increased depreciation and amortization at PECO in 2008 primarily due to increased scheduled competitive transition charge amortization.

(11)	Reflects a favorable income tax benefit associated with Exelon's method of capitalizing overhead costs.

(12)	Primarily reflects the impact of state income tax anticipated settlements and the effects of changes in income mix.

(13)	Primarily reflects increased interest income, decreased taxes other than income at ComEd and PECO, decreased interest expense at PECO, income at Generation related to the termination of a gas supply guarantee, partially offset by increased interest expense at Generation and ComEd.

(14)	Reflects the impact on earnings per share due to a decrease in Exelon’s diluted common shares outstanding.

EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating Earnings to

GAAP Consolidated Statements of Operations

(unaudited)

(in millions)


		Generation

	Three Months Ended June 30, 2008									Three Months Ended June 30, 2007
	GAAP (a)			Adjustments			Adjusted Non-GAAP			GAAP (a)			Adjustments			Adjusted Non-GAAP
Operating revenues	$	2,756			$70	(b)	$	2,826		$	2,641		$	—		$	2,641

Operating expenses
Purchased power		612			(46	)(c)		566			538			16	(c)		554
Fuel		271			123	(c)		394			436			(38	)(c)		398
Operating and maintenance		615			—			615			618			—			618
Depreciation and amortization		73			—			73			65			—			65
Taxes other than income		47			—			47			47			—			47


Total operating expenses		1,618			77			1,695			1,704			(22	)		1,682


Operating income		1,138			(7	)		1,131			937			22			959


Other income and deductions
Interest expense, net		(38	)		—			(38	)		(31	)		—			(31	)
Equity in losses of investments		(1	)		—			(1	)		(1	)		—			(1	)
Other, net		(63	)		51	(d)		(12	)		22			(3	)(f)		19


Total other income and deductions		(102	)		51			(51	)		(10	)		(3	)		(13	)


Income before income taxes		1,036			44			1,080			927			19			946

Income taxes		383			32	(b),(c),(d)		415			349			8	(c),(f)		357


Income from continuing operations		653			12			665			578			11			589

Income from discontinued operations		—			—			—			—			—			—


Net income	$	653		$	12		$	665		$	578		$	11		$	589


	Six Months Ended June 30, 2008									Six Months Ended June 30, 2007
	GAAP (a)			Adjustments			Adjusted Non-GAAP			GAAP (a)			Adjustments			Adjusted Non-GAAP
Operating revenues	$	5,238			$143	(b)	$	5,381		$	5,344		$	—		$	5,344

Operating expenses
Purchased power		1,176			(147	)(c)		1,029			1,131			(145	)(c)		986
Fuel		542			287	(c)		829			907			8	(c)		915
Operating and maintenance		1,399			—			1,399			1,257			—			1,257
Depreciation and amortization		143			—			143			133			—			133
Taxes other than income		100			—			100			88			—			88


Total operating expenses		3,360			140			3,500			3,516			(137	)		3,379


Operating income		1,878			3			1,881			1,828			137			1,965


Other income and deductions
Interest expense, net		(74	)		—			(74	)		(66	)		—			(66	)
Equity in earnings (losses) of investments		(1	)		—			(1	)		1			—			1
Other, net		(128	)		165	(d)		37			54			(18	)(f)		36


Total other income and deductions		(203	)		165			(38	)		(11	)		(18	)		(29	)


Income before income taxes		1,675			168			1,843			1,817			119			1,936

Income taxes		584			106	(b),(c),(d)		690			684			48	(c),(f)		732


Income from continuing operations		1,091			62			1,153			1,133			71			1,204

Income (loss) from discontinued operations		(1	)		1	(e)		—			5			(5	)(e)		—


Net income	$	1,090		$	63		$	1,153		$	1,138		$	66		$	1,204

(a)	Results reported in accordance with GAAP.

(b)	Adjustment to exclude the impact of the 2007 Illinois electric rate settlement.

(c)	Adjustment to exclude the mark-to-market impact of Generation’s economic hedging activities.

(d)

(e)	Adjustment to exclude the settlement of tax matters at Generation related to Sithe.

(f)	Reflects the increase in the gain related to the first quarter 2007 sale of Generation’s ownership interest in TEG and TEP.

EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating Earnings to

GAAP Consolidated Statements of Operations

(unaudited)

(in millions)


		ComEd

	Three Months Ended June 30, 2008									Three Months Ended June 30, 2007
	GAAP (a)			Adjustments			Adjusted Non-GAAP			GAAP (a)			Adjustments			Adjusted Non-GAAP
Operating revenues	$	1,425			$2	(b)	$	1,427		$	1,420			$18	(b)	$	1,438

Operating expenses
Purchased power		820			—			820			838			—			838
Operating and maintenance		280			—			280			266			(7	)(b)		259
Depreciation and amortization		113			—			113			109			—			109
Taxes other than income		71			—			71			76			—			76


Total operating expenses		1,284			—			1,284			1,289			(7	)		1,282


Operating income		141			2			143			131			25			156


Other income and deductions
Interest expense, net		(87	)		—			(87	)		(87	)		—			(87	)
Equity in losses of unconsolidated affiliates		(3	)		—			(3	)		(2	)		—			(2	)
Other, net		5			—			5			5			—			5


Total other income and deductions		(85	)		—			(85	)		(84	)		—			(84	)


Income before income taxes		56			2			58			47			25			72

Income taxes		21			1	(b)		22			18			11	(b)		29


Net income	$	35		$	1		$	36		$	29		$	14		$	43


	Six Months Ended June 30, 2008									Six Months Ended June 30, 2007
	GAAP (a)			Adjustments			Adjusted Non-GAAP			GAAP (a)			Adjustments			Adjusted Non-GAAP
Operating revenues	$	2,865			$3	(b)	$	2,868		$	2,911			$19	(b)	$	2,930

Operating expenses
Purchased power		1,661			—			1,661			1,806			—			1,806
Operating and maintenance		529			(4	)(b)		525			510			(8	)(b)		502
Depreciation and amortization		224			—			224			217			—			217
Taxes other than income		140			—			140			157			—			157


Total operating expenses		2,554			(4	)		2,550			2,690			(8	)		2,682


Operating income		311			7			318			221			27			248


Other income and deductions
Interest expense, net		(192	)		—			(192	)		(170	)		—			(170	)
Equity in losses of unconsolidated affiliates		(5	)		—			(5	)		(4	)		—			(4	)
Other, net		9			—			9			7			—			7


Total other income and deductions		(188	)		—			(188	)		(167	)		—			(167	)


Income before income taxes		123			7			130			54			27			81

Income taxes		47			3	(b)		50			21			11	(b)		32


Net income	$	76		$	4		$	80		$	33		$	16		$	49

(a)	Results reported in accordance with GAAP.

(b)	Adjustment to exclude the impact of the 2007 Illinois electric rate settlement.

EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating Earnings to

GAAP Consolidated Statements of Operations

(unaudited)

(in millions)


		PECO

	Three Months Ended June 30, 2008								Three Months Ended June 30, 2007
	GAAP (a)			Adjustments		Adjusted Non-GAAP			GAAP (a)			Adjustments		Adjusted Non-GAAP
Operating revenues	$	1,277		$	—	$	1,277		$	1,269		$	—	$	1,269

Operating expenses
Purchased power		594			—		594			569			—		569
Fuel		80			—		80			86			—		86
Operating and maintenance		196			—		196			146			—		146
Depreciation and amortization		205			—		205			185			—		185
Taxes other than income		64			—		64			71			—		71


Total operating expenses		1,139			—		1,139			1,057			—		1,057


Operating income		138			—		138			212			—		212


Other income and deductions
Interest expense, net		(58	)		—		(58	)		(64	)		—		(64	)
Equity in losses of unconsolidated affiliates		(4	)		—		(4	)		(2	)		—		(2	)
Other, net		7			—		7			5			—		5


Total other income and deductions		(55	)		—		(55	)		(61	)		—		(61	)


Income before income taxes		83			—		83			151			—		151

Income taxes		25			—		25			55			—		55


Net income	$	58		$	—	$	58		$	96		$	—	$	96


	Six Months Ended June 30, 2008								Six Months Ended June 30, 2007
	GAAP (a)			Adjustments		Adjusted Non-GAAP			GAAP (a)			Adjustments		Adjusted Non-GAAP
Operating revenues	$	2,754		$	—	$	2,754		$	2,769		$	—	$	2,769

Operating expenses
Purchased power		1,165			—		1,165			1,113			—		1,113
Fuel		348			—		348			385					385
Operating and maintenance		365			—		365			294			—		294
Depreciation and amortization		411			—		411			370			—		370
Taxes other than income		129			—		129			142			—		142


Total operating expenses		2,418			—		2,418			2,304			—		2,304


Operating income		336			—		336			465			—		465


Other income and deductions
Interest expense, net		(116	)		—		(116	)		(126	)		—		(126	)
Equity in losses of unconsolidated affiliates		(7	)		—		(7	)		(4	)		—		(4	)
Other, net		11			—		11			10			—		10


Total other income and deductions		(112	)		—		(112	)		(120	)		—		(120	)


Income before income taxes		224			—		224			345			—		345

Income taxes		69			—		69			121			—		121


Net income	$	155		$	—	$	155		$	224		$	—	$	224

(a)	Results reported in accordance with GAAP.

EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating Earnings to

GAAP Consolidated Statements of Operations

(unaudited)

(in millions)


		Other

	Three Months Ended June 30, 2008									Three Months Ended June 30, 2007
	GAAP (a)			Adjustments			Adjusted Non-GAAP			GAAP (a)			Adjustments			Adjusted Non-GAAP
Operating revenues	$	(836	)	$	—		$	(836	)	$	(829	)	$	—		$	(829	)

Operating expenses
Purchased power		(860	)		26	(b)		(834	)		(827	)		—			(827	)
Fuel		1			—			1			—			—			—
Operating and maintenance		(5	)		—			(5	)		32			(34	)(c)		(2	)
Depreciation and amortization		11			—			11			10			—			10
Taxes other than income		4			—			4			5			—			5


Total operating expenses		(849	)		26			(823	)		(780	)		(34	)		(814	)


Operating income (loss)		13			(26	)		(13	)		(49	)		34			(15	)


Other income and deductions
Interest expense, net		(31	)		—			(31	)		(32	)		1	(c)		(31	)
Equity in losses of unconsolidated affiliates and investments		—			—			—			(38	)		39	(c)		1
Other, net		11			—			11			11			(9	)(c)		2


Total other income and deductions		(20	)		—			(20	)		(59	)		31			(28	)


Loss from continuing operations before income taxes		(7	)		(26	)		(33	)		(108	)		65			(43	)

Income taxes		(10	)		(11	)(b)		(21	)		(108	)		92	(c)		(16	)


Income (loss) from continuing operations		3			(15	)		(12	)		—			(27	)		(27	)

Loss from discontinued operations		(1	)		—			(1	)		(1	)		—			(1	)


Net income (loss)	$	2		$	(15	)	$	(13	)	$	(1	)	$	(27	)	$	(28	)


	Six Months Ended June 30, 2008									Six Months Ended June 30, 2007
	GAAP (a)			Adjustments			Adjusted Non-GAAP			GAAP (a)			Adjustments			Adjusted Non-GAAP
Operating revenues	$	(1,718	)	$	—		$	(1,718	)	$	(1,694	)	$	—		$	(1,694	)

Operating expenses
Purchased power		(1,763	)		51	(b)		(1,712	)		(1,687	)		—			(1,687	)
Operating and maintenance		(14	)		—			(14	)		59			(67	)(c)		(8	)
Depreciation and amortization		21			—			21			18			—			18
Taxes other than income		10			—			10			8			—			8


Total operating expenses		(1,746	)		51			(1,695	)		(1,602	)		(67	)		(1,669	)


Operating income (loss)		28			(51	)		(23	)		(92	)		67			(25	)


Other income and deductions
Interest expense, net		(54	)		—			(54	)		(65	)		3	(c)		(62	)
Equity in losses of unconsolidated affiliates and investments		—			—			—			(62	)		63	(c)		1
Other, net		10			—			10			35			(29	)(c)		6


Total other income and deductions		(44	)		—			(44	)		(92	)		37			(55	)


Loss from continuing operations before income taxes		(16	)		(51	)		(67	)		(184	)		104			(80	)

Income taxes		(24	)		(21	)(b)		(45	)		(178	)		156	(c)		(22	)


Income (loss) from continuing operations		8			(30	)		(22	)		(6	)		(52	)		(58	)

Income from discontinued operations		—			—			—			4			—			4


Net income (loss)	$	8		$	(30	)	$	(22	)	$	(2	)	$	(52	)	$	(54	)

(a)	Results reported in accordance with GAAP.

(b)	Adjustment to exclude the mark-to-market impact of Exelon’s economic hedging activities associated with Generation’s and ComEd’s financial swap contract.

(c)	Adjustment to exclude the financial impact of Exelon’s investments in synthetic fuel-producing facilities, including the impact of mark-to-market gains (losses) associated with the related derivatives.

EXELON CORPORATION

Exelon Generation Statistics


	Three Months Ended
	June 30, 2008		March 31, 2008		December 31, 2007		September 30, 2007		June 30, 2007
Supply (in GWhs)
Nuclear		35,069		32,935		34,296		36,356		34,350
Purchased Power - Generation		5,575		5,827		9,068		11,689		8,579
Fossil and Hydro		2,910		2,812		2,350		3,067		2,859

Power Team Supply		43,554		41,574		45,714		51,112		45,788


	Three Months Ended
	June 30, 2008		March 31, 2008		December 31, 2007		September 30, 2007		June 30, 2007
Electric Sales (in GWhs)
ComEd		5,218		6,092		5,362		6,628		5,146
PECO		9,761		10,112		9,957		11,374		9,732
Market and Retail		28,575		25,370		30,395		33,110		30,910

Total Electric Sales (a) (b)		43,554		41,574		45,714		51,112		45,788


Average Margin ($/MWh)
Average Realized Revenue
ComEd (c)	$	63.82	$	63.20	$	63.22	$	64.57	$	64.13
PECO		52.04		48.75		49.31		51.96		51.07
Market and Retail (c)		61.91		57.19		54.81		56.00		54.38
Total Electric Sales		59.93		56.02		54.60		56.21		54.77
Average Purchased Power and Fuel Cost (d) (e)	$	19.40	$	17.25	$	18.90	$	23.61	$	18.80
Average Margin (e)	$	40.53	$	38.77	$	35.70	$	32.60	$	35.97

Around-the-clock Market Prices ($/MWh) (f)
PJM West Hub	$	75.65	$	68.53	$	58.68	$	63.34	$	57.61
NiHub		51.39		53.35		45.92		47.02		44.39

(a)	Excludes retail gas sales, trading portfolio and other operating revenue.

(b)	Total sales do not include trading volume of 1,784 GWhs, 1,862 GWhs, 4,780 GWhs, 5,667 GWhs and 4,775 GWhs for the three months ended June 30, 2008, March 31, 2008, December 31, 2007, September 30, 2007 and June 30, 2007, respectively.

(c)	$7 million of pre-tax reduction in revenue resulting from the settlement of the ComEd swap starting in June 2008 has been excluded from ComEd and included in Market and Retail sales.

(d)	Excludes the net impact of the $119 million pre-tax loss associated with Generation’s tolling agreement with Georgia Power related to the contract with Tenaska and costs associated with the termination of the State Line PPA during the three months ended December 31, 2007.

(e)	Excludes the mark-to-market impact of Generation’s economic hedging activities.

(f)	Represents the average for the quarter.

EXELON CORPORATION

Exelon Generation Statistics

Six Months Ended June 30, 2008 and 2007


	June 30, 2008		June 30, 2007
Supply (in GWhs)
Nuclear		68,003		69,707
Purchased Power - Generation		11,403		17,262
Fossil and Hydro		5,722		5,853

Power Team Supply		85,128		92,822


	June 30, 2008		June 30, 2007
Electric Sales (in GWhs)
ComEd		11,310		11,072
PECO		19,873		20,011
Market and Retail		53,945		61,739

Total Electric Sales (a) (b)		85,128		92,822


Average Margin ($/MWh)
Average Realized Revenue
ComEd (c)	$	63.48	$	64.13
PECO		50.37		48.82
Market and Retail (c)		59.69		53.73
Total Electric Sales		58.02		53.91
Average Purchased Power and Fuel Cost (d)	$	18.35	$	17.61
Average Margin (d)	$	39.67	$	36.30

Around-the-clock Market Prices ($/MWh) (e)
PJM West Hub	$	72.09	$	58.72
NiHub		52.37		44.59

(a)	Excludes retail gas sales, trading portfolio and other operating revenue.

(b)	Total sales do not include trading volume of 3,646 GWhs and 9,876 GWhs for the six months ended June 30, 2008 and 2007, respectively.

(c)	$7 million of pre-tax reduction in revenue resulting from the settlement of the ComEd swap starting in June 2008 has been excluded from ComEd and included in Market and Retail sales.

(d)	Excludes the mark-to-market impact of Generation’s economic hedging activities.

(e)	Represents the average for the year.

EXELON CORPORATION

ComEd Statistics

Three Months Ended June 30, 2008 and 2007


	Electric Deliveries (in GWhs)					Revenue (in millions)
	2008		2007	% Change		2008			2007		% Change
Full Service (a)
Residential	6,119		6,359	(3.8	%)	$	732		$	696	5.2	%
Small Commercial & Industrial	3,543		3,835	(7.6	%)		379			380	(0.3	%)
Large Commercial & Industrial	174		540	(67.8	%)		18			35	(48.6	%)
Public Authorities	133		213	(37.6	%)		10			18	(44.4	%)


Total Full Service	9,969		10,947	(8.9	%)		1,139			1,129	0.9	%

Delivery Only (b)
Residential	(c	)	n.m.				(c	)		n.m.
Small Commercial & Industrial	4,522		4,390	3.0	%		72			70	2.9	%
Large Commercial & Industrial	6,830		6,785	0.7	%		71			71	0.0	%
Public Authorities & Electric Railroads	119		115	3.5	%		1			1	0.0	%

Total Delivery Only	11,471		11,290	1.6	%		144			142	1.4	%

Total Retail	21,440		22,237	(3.6	%)		1,283			1,271	0.9	%

Other Revenue (d)							142			149	(4.7	%)

Total Revenues						$	1,425		$	1,420	0.4	%

Purchased Power						$	820		$	838	(2.1	%)



Heating and Cooling Degree-Days	2008	2007	Normal
Heating Degree-Days	755	677	766
Cooling Degree-Days	192	303	224

Six Months Ended June 30, 2008 and 2007


	Electric Deliveries (in GWhs)					Revenue (in millions)
	2008		2007	% Change		2008			2007		% Change
Full Service (a)
Residential	13,407		13,448	(0.3	%)	$	1,493		$	1,423	4.9	%
Small Commercial & Industrial	7,345		8,444	(13.0	%)		741			816	(9.2	%)
Large Commercial & Industrial	484		1,279	(62.2	%)		43			99	(56.6	%)
Public Authorities	313		396	(21.0	%)		27			34	(20.6	%)


Total Full Service	21,549		23,567	(8.6	%)		2,304			2,372	(2.9	%)

Delivery Only (b)
Residential	(c	)	n.m.				(c	)		n.m.
Small Commercial & Industrial	9,097		7,885	15.4	%		136			119	14.3	%
Large Commercial & Industrial	13,754		13,208	4.1	%		136			134	1.5	%
Public Authorities & Electric Railroads	286		268	6.7	%		3			3	0.0	%

Total Delivery Only	23,137		21,361	8.3	%		275			256	7.4	%

Total Retail	44,686		44,928	(0.5	%)		2,579			2,628	(1.9	%)

Other Revenue (d)							286			283	1.1	%

Total Revenues						$	2,865		$	2,911	(1.6	%)

Purchased Power						$	1,661		$	1,806	(8.0	%)



Heating and Cooling Degree-Days	2008	2007	Normal
Heating Degree-Days	4,172	3,825	3,974
Cooling Degree-Days	192	309	224

(a)	Full service reflects deliveries to customers taking electric service under tariff rates which include the cost of electricity and the cost of the transmission and distribution of the electricity.

(b)	Delivery only service reflects customers electing to receive electricity from a competitive electric generation supplier. Revenue from customers choosing a competitive electric generation supplier includes a distribution charge.

(c)

All ComEd customers have the choice to purchase electricity from a competitive electric supplier. This choice does not impact the volume of deliveries, but affects revenue collected from customers related to supplied electricity and generation service. As of June 30, 2008, six competitive electric suppliers had been granted approval to serve residential customers in the ComEd service territory, however there are a minimal number of residential customers being served by alternative suppliers with total activity of less than 1 GWh and $1 million.

(d)	Other revenue includes transmission revenue from PJM, sales to municipalities, other wholesale energy sales and economic hedge derivative contracts.

n.m.-

Not meaningful

EXELON CORPORATION

PECO Statistics

Three Months Ended June 30, 2008 and 2007


	Electric and Gas Deliveries				Revenue (in millions)
	2008	2007	% Change		2008		2007		% Change
Electric (in GWhs)
Full Service (a)
Residential	2,941	2,963	(0.7	%)	$	442	$	445	(0.7	%)
Small Commercial & Industrial	1,960	1,995	(1.8	%)		261		265	(1.5	%)
Large Commercial & Industrial	4,142	4,054	2.2	%		359		341	5.3	%
Public Authorities & Electric Railroads	226	202	11.9	%		22		21	4.8	%

Total Full Service	9,269	9,214	0.6	%		1,084		1,072	1.1	%


Delivery Only (b)
Residential	7	10	(30.0	%)		1		1	0.0	%
Small Commercial & Industrial	115	145	(20.7	%)		6		8	(25.0	%)
Large Commercial & Industrial	—	3	(100.0	%)		—		—	0.0	%


Total Delivery Only	122	158	(22.8	%)		7		9	(22.2	%)


Total Electric Retail	9,391	9,372	0.2	%		1,091		1,081	0.9	%


Other Revenue (c)						71		66	7.6	%


Total Electric Revenue						1,162		1,147	1.3	%


Gas (in mmcfs)
Retail Sales	6,838	8,317	(17.8	%)		109		116	(6.0	%)
Transportation and Other	6,158	5,928	3.9	%		6		6	0.0	%


Total Gas	12,996	14,245	(8.8	%)		115		122	(5.7	%)


Total Electric and Gas Revenues					$	1,277	$	1,269	0.6	%


Purchased Power					$	594	$	569	4.4	%
Fuel						80		86	(7.0	%)


Total Purchased Power and Fuel					$	674	$	655	2.9	%


Heating and Cooling Degree-Days	2008	2007	Normal
Heating Degree-Days	410	507	458
Cooling Degree-Days	393	398	332

Six Months Ended June 30, 2008 and 2007


	Electric and Gas Deliveries				Revenue (in millions)
	2008	2007	% Change		2008		2007		% Change
Electric (in GWhs)
Full Service (a)
Residential	6,348	6,377	(0.5	%)	$	894	$	894	0.0	%
Small Commercial & Industrial	4,000	4,064	(1.6	%)		501		504	(0.6	%)
Large Commercial & Industrial	8,075	7,961	1.4	%		698		670	4.2	%
Public Authorities & Electric Railroads	460	434	6.0	%		44		43	2.3	%


Total Full Service	18,883	18,836	0.2	%		2,137		2,111	1.2	%


Delivery Only (b)
Residential	15	21	(28.6	%)		1		2	(50.0	%)
Small Commercial & Industrial	239	289	(17.3	%)		13		15	(13.3	%)
Large Commercial & Industrial	2	7	(71.4	%)		—		—	n.m.


Total Delivery Only	256	317	(19.2	%)		14		17	(17.6	%)


Total Electric Retail	19,139	19,153	(0.1	%)		2,151		2,128	1.1	%


Other Revenue (c)						135		131	3.1	%


Total Electric Revenue						2,286		2,259	1.2	%


Gas (in mmcfs)
Retail Sales	33,185	37,285	(11.0	%)		452		482	(6.2	%)
Transportation and Other	14,351	12,977	10.6	%		16		28	(42.9	%)

Total Gas	47,536	50,262	(5.4	%)		468		510	(8.2	%)


Total Electric and Gas Revenues					$	2,754	$	2,769	(0.5	%)


Purchased Power					$	1,165	$	1,113	4.7	%
Fuel						348		385	(9.6	%)


Total Purchased Power and Fuel					$	1,513	$	1,498	1.0	%


Heating and Cooling Degree-Days	2008	2007	Normal
Heating Degree-Days	2,732	3,012	2,968
Cooling Degree-Days	393	398	332

(a)	Full service reflects deliveries to customers taking electric service under tariff rates, which include the cost of electricity, the cost of transmission and distribution of the electricity and a CTC.

(b)	Delivery only service reflects customers electing to receive electricity from a competitive electric generation supplier. Revenue from customers choosing a competitive electric generation supplier includes a distribution charge and a CTC.

(c)	Other revenue includes transmission revenue from PJM, wholesale revenue and other revenues.

Earnings conference call presentation slides

Earnings Conference Call

2 Quarter 2008

July 23, 2008

EXHIBIT 99.2

Forward-Looking Statements

This presentation 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

well

those

discussed

(1)

Exelon’s

2007

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 19; (2) Exelon’s Second Quarter 2008 Quarterly

Report on Form 10-Q (to be filed on July 23, 2008) in (a) Part II, Other Information, ITEM 1A.

Risk Factors and (b) Part I, Financial Information, ITEM 1. Financial Statements: Note 12; and

(3) other factors discussed in filings with the Securities and Exchange Commission by Exelon

Corporation,

Exelon

Generation

Company,

LLC,

Commonwealth

Edison

Company,

and

PECO

Energy Company (Companies). Readers are cautioned not to place undue reliance on these

forward-looking statements, which apply only as of the date of this presentation. None of the

Companies undertakes any obligation to publicly release any revision to its forward-looking

statements to reflect events or circumstances after the date of this presentation.

This presentation includes references to adjusted (non-GAAP) operating earnings that exclude

the impact of certain factors. We believe that these adjusted operating earnings are

representative of the underlying operational results of the Companies. Please refer to the

attachments to the earnings release and the appendix to this presentation for a reconciliation of

adjusted (non-GAAP) operating earnings to GAAP earnings.

Protect Today’s Value

•

Deliver superior operating

performance

•

Advance competitive markets

•

Protect the value of our generation

•

Build healthy, self-sustaining

delivery companies

Grow Long-Term Value

•

Drive the organization to the next

level of performance

•

Set the industry standard for low

carbon energy generation and

delivery through reductions,

displacement and offsets

•

Pursue and rigorously evaluate

new growth opportunities

Strategic Direction

$1.77

$1.74

$0.33

$0.23

$0.07

$0.12

2007

2008

$0.87

$1.01

$0.14

$0.09

$0.06

$0.05

2007

2008

Exelon Operating EPS

$1.13

HoldCo/Other

ExGen

PECO

ComEd

2nd Quarter (Q2)

$2.06

$1.03

Year-to-Date (YTD)

Exelon’s increase in Q2 2008 earnings was driven by higher earnings at Generation, partially

offset by lower earnings at PECO

Refer

Earnings

Release

Attachments

for

additional

details

earnings

and

the

Appendix

for

reconciliation

adjusted

(non-GAAP)

operating EPS to GAAP EPS.

$1.03

$1.13

$2.05

$2.01

$2.10

GAAP EPS

Exelon Generation Operating EPS

Contribution

YTD

$0.87

$1.01

$1.74

$1.77

2008

2007

Key Drivers –

Q2 ’08 vs. Q2 ’07*

Higher nuclear output and wholesale

energy margins –

$0.09

Proprietary trading activities –

$0.04

Uranium contract settlement –

$0.04

Inflationary pressures on labor and

contracting –

($0.01)

Other, including higher depreciation

and amortization and interest expense

–

($0.02)

*Refer to the Earnings Release Attachments for additional details and to the Appendix for a reconciliation of adjusted (non-GAAP)

operating EPS to GAAP EPS

Market Price Snapshot

Rolling 12 months, as of July 18, 2008. Source: OTC quotes and electronic trading system. Quotes are daily.

Forward NYMEX Natural Gas

PJM-West and Ni-Hub On-Peak

Forward Prices

Ni-Hub On-Peak Implied Heat Rate

2010

2009

2009 PJM-West

2010 PJM-West

2010 Ni-Hub

2009 Ni-Hub

2009

2010

PJM-West On-Peak Implied Heat Rate

2009

2010

7.7

8.2

8.7

9.2

9.7

10.2

10.7

11.2

11.7

12.2

12.7

7/07

8/07

9/07

10/07

11/07

12/07

1/08

2/08

3/08

4/08

5/08

6/08

7/08

8.8

9.2

9.4

9.6

9.8

10.2

10.4

7/07

8/07

9/07

10/07

11/07

12/07

1/08

2/08

3/08

4/08

5/08

6/08

7/08

100

110

7/07

8/07

9/07

10/07

11/07

12/07

1/08

2/08

3/08

4/08

5/08

6/08

7/08

6.5

7.5

8.5

7/07

8/07

9/07

10/07

11/07

12/07

1/08

2/08

3/08

4/08

5/08

6/08

7/08

Market Price Snapshot

2009

2010

2009

2010

Rolling 12 months, as of July 18, 2008. Source: OTC quotes and electronic trading system. Quotes are daily.

2009

2010

Houston Ship Channel Natural Gas

Forward Prices

ERCOT North ATC Forward Prices

ERCOT North ATC v. Houston Ship Channel

Implied Heat Rate

7.5

8.5

9.5

10.5

11.5

12.5

7/07

8/07

9/07

10/07

11/07

12/07

1/08

2/08

3/08

4/08

5/08

6/08

7/08

7/07

8/07

9/07

10/07

11/07

12/07

1/08

2/08

3/08

4/08

5/08

6/08

7/08

6.8

7.2

7.4

7.6

7.8

8.2

8.4

7/07

8/07

9/07

10/07

11/07

12/07

1/08

2/08

3/08

4/08

5/08

6/08

7/08

YTD

Key Drivers –

Q2 ’08 vs. Q2 ’07*

Weather –

($0.02)

Storm costs –

($0.01)

Inflationary pressures on labor and

contracting –

($0.01)

Transmission revenue –

$0.02

Other –

$0.01

ComEd Operating EPS Contribution

2008

2007

*Refer to the Earnings Release Attachments for additional details and to the Appendix for a reconciliation of adjusted (non-GAAP)

operating EPS to GAAP EPS

$0.06

$0.05

$0.12

$0.07

YTD

PECO Operating EPS Contribution

Key Drivers –

Q2 ’08 vs. Q2 ’07*

Uncollectible accounts expense –

($0.05)

CTC amortization –

($0.02)

Taxes other than income –

$0.01

Other –

$0.01

2008

2007

*Refer to the Earnings Release Attachments for additional details and to the Appendix for a reconciliation of adjusted (non-GAAP)

operating EPS to GAAP EPS

$0.14

$0.09

$0.23

$0.33

Financial Take-Aways from the Quarter

Q2 operating results of $1.13/share indicative of strong Generation

fundamentals:

Exceptional

nuclear

operations

–

95.8%

capacity

factor

Higher average realized energy margins

O&M and capital on plan for the year, but facing inflationary pressures

Strong cash flows from operations

(1)

approximately $5 billion in 2008

Balance sheet and credit ratings are strong –

ample liquidity

Reaffirming 2008 operating guidance of $4.00-$4.40/share

Strong Generation performance expected to offset slower load growth and higher

reserves for uncollectible accounts at utilities

Expect Q3 2008 to be 26% to 29% of full year earnings

2008

was

another

solid

quarter,

keeping

track

for

the

year

Refer to Earnings Release Attachments for additional details on Q2 earnings and to the Appendix for a reconciliation of adjusted

(non-GAAP) operating EPS to GAAP EPS.

(1) Primarily includes net cash flows provided by operating activities, excluding counterparty collateral activity, and including net cash flows used in investing activities other

than capital expenditures.

Appendix

ComEd Rate Case Update

Comparison

ComEd’s

revenue

increase

$345

million

(1)

ALJ

Proposed Order of $218 million:

$218

656

331

356

$6,150

10.30% ROE /

45.04% Equity

ALJ

Proposed Order

(7/10/08)

($23)

($92)

$6,951

Rate Base

($2)

358

Depreciation and Amortization

($127)

($2)

($8)

Impact on

Proposed

Revenue

Increase

$345

Proposed Revenue Increase

658

Other O&M Expenses

339

A&G Expenses

10.75% ROE /

45.04% Equity

ROE/Cap Structure

ComEd Position

(1)

($ in millions)

(Docket No. 07-566)

ICC decision is expected in mid-September

(1)

Reflects

ComEd

position

the

Illinois

Commerce

Commission

does

not

the

stipulation.

Q2 GAAP EPS Reconciliation

$1.03

$0.14

$0.04

$0.85

Q2 2007 GAAP Earnings (Loss) Per Share

$1.03

($0.04)

$0.14

$0.06

$0.87

2007 Adjusted (non-GAAP) Operating Earnings (Loss) Per Share

(0.02)

2007 Illinois Electric Rate Settlement

0.04

Investments in synthetic fuel-producing facilities

(0.02)

Mark-to-market adjustments from economic hedging activities

Exelon

Other

PECO

ComEd

ExGen

Three

Months

Ended

June

30,

2007

NOTE: All amounts shown are per Exelon share and represent contributions to Exelon's EPS.

$1.13

$0.09

$0.05

$0.99

Q2 2008 GAAP Earnings (Loss) Per Share

$1.13

$(0.02)

$0.09

$0.05

$1.01

2008 Adjusted (non-GAAP) Operating Earnings (Loss) Per Share

(0.07)

2007 Illinois Electric Rate Settlement

0.09

0.02

0.07

Mark-to-market adjustments from economic hedging activities

(0.02)

Unrealized gains and losses related to nuclear decommissioning trust funds

Exelon

Other

PECO

ComEd

ExGen

Three

Months

Ended

June

30,

2008

YTD GAAP EPS Reconciliation

(0.02)

2007 Illinois Electric Rate Settlement

0.01

Investments in Synthetic Fuel-Producing Facilities

$2.05

$0.33

$0.05

$1.67

YTD 2007 GAAP Earnings (Loss) Per Share

$2.10

$(0.07)

$0.33

$0.07

$1.77

2007 Adjusted (non-GAAP) Operating Earnings (Loss) Per Share

0.01

Sale of Generation's investments in TEG and TEP

$0.07

Investments in synthetic fuel-producing facilities

(0.12)

Mark-to-market adjustments from economic hedging activities

Exelon

Other

PECO

ComEd

ExGen

Six

Months

Ended

June

30,

2007

NOTE: All amounts shown are per Exelon share and represent contributions to Exelon's EPS.

$2.01

$0.01

$0.23

$0.12

$1.65

YTD 2008 GAAP Earnings (Loss) Per Share

2.06

$(0.03)

$0.23

$0.12

$1.74

2008 Adjusted (non-GAAP) Operating Earnings (Loss) Per Share

(0.14)

2007 Illinois Electric Rate Settlement

0.17

0.04

0.13

Mark-to-market adjustments from economic hedging activities

(0.08)

Unrealized gains and losses related to nuclear decommissioning trust funds

Exelon

Other

PECO

ComEd

ExGen

Six

Months

Ended

June

30,

2008