UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
August 2, 2007
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 | ||
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.
As previously disclosed on July 24 and 25, 2007, Exelon Generation Company, LLC (Generation) and Commonwealth Edison Company (ComEd) have entered into a financial swap contract (the Contract) to promote price stability for residential and small business customers as part of a settlement agreement to address concerns about higher electric bills in Illinois without a rate freeze, generation tax or other legislation that would be harmful to consumers of electricity, electric utilities, generators of electricity and the State of Illinois. The Contract is fully executed but is not effective until Senate Bill 1592 (the Legislation) is enacted into law. Pricing will remain confidential until the Legislation is enacted into law. On July 26, 2007, the Legislation was passed by both the Illinois House of Representatives and the Illinois Senate. To be enacted into law, the Legislation must be signed by the Governor of Illinois (the Governor). On the afternoon of August 2, 2007, the Governor's staff indicated the Governor intends to conduct a thorough review of the Legislation. Under the Illinois constitution, the Governor has 60 days from the receipt of the Legislation to act; that 60-day period will expire near the end of September 2007. If the Legislation is not enacted into law by September 5, 2007, neither Generation nor ComEd would have any further liability or obligation to the other under the Contract. However, Generation and ComEd would consider alternatives including amending the Contract to extend the September 5, 2007 deadline and possibly adjusting the pricing or entering into a new financial swap contract.
* * * * *
This combined Form 8-K is being furnished separately by Exelon, Generation, and ComEd (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 Second 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 Security 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 |
August 3, 2007