FORM 8-K





                       SECURITIES AND EXCHANGE COMMISSION




                              Washington, DC 20549

                                 CURRENT REPORT



                Pursuant to Section 13 or 15(d) of the Securities
                              Exchange Act of 1934




                        Date of Report: February 21, 1997



                               PECO ENERGY COMPANY
             (Exact name of registrant as specified in its charter)



                         PENNSYLVANIA 1-1401 23-0970240
                       (State or other (SEC (IRS Employer
                   jurisdiction of file number) Identification
                             incorporation) Number)




              230l Market Street, Philadelphia, Pennsylvania 19101
               (Address of principal executive offices) (Zip Code)



               Registrant's telephone number, including area code:
                                 (215) 841-4000






Item 5. Other Events


         As  previously  reported,  on March 7, 1995,  a New Jersey local of the
International  Brotherhood  of  Electrical  Workers,  AFL-CIO,  (IBEW) filed two
petitions with the National Labor Relations  Board (NLRB) to hold  certification
elections to determine  whether a group of production and maintenance  employees
from two of the Company's fossil-fuel generating stations,  Eddystone Generating
Station  (Eddystone) and Cromby Generating  Station  (Cromby),  want the IBEW to
serve as their collective bargaining  representative on the terms and conditions
of their employment. The petitions sought to establish separate bargaining units
for 229 employees  from  Eddystone and 74 employees  from Cromby.  The petitions
covered craft and technical employees,  including operators, but excluded office
clerical, professional, supervisory and management employees.

         In addition,  as previously  reported,  on March 22, 1995,  the Utility
Workers of America,  AFL-CIO,  (UWUA)  filed a petition  with the NLRB to hold a
certification  election to determine whether certain  production and maintenance
employees from the Company's  nuclear plants,  Peach Bottom Atomic Power Station
and  Limerick  Generating   Station,  as  well  as  the  maintenance   employees
headquartered in the Company's Chesterbrook facility,  want the UWUA to serve as
their  collective  bargaining  representative.   The  UWUA  petition  sought  to
establish a  bargaining  unit of  approximately  840  employees  composed of all
maintenance  employees  and all control  room  operators,  auxiliary  operators,
instrumental  and control  technicians,  health physics  technicians,  chemistry
technicians,   material   handlers  and  technicians,   and  radioactive   waste
technicians.  The petition  excluded  security guards,  clerical and supervisory
employees.

With respect to all of the  petitions,  the Company had taken the position  that
the only  appropriate  bargaining  unit is the same  system-wide  unit  that was
certified by the NLRB for an election held in 1993, and that it would oppose any
attempt by outside interests to organize its employees.

On March 23, 1995, the NLRB issued an order  consolidating  for hearing the IBEW
and UWUA petitions  (PECO I). From April through  September,1995,  hearings were
conducted  regarding  the  appropriateness  of  the  petitioned  units  and  the
eligibility of employees within those units to vote.

On  October  2,  1995,  ten days  after  the  record  in the PECO I  proceedings
discussed   above  was  closed,   the  UWUA  filed  another   petition   seeking
certification  of a bargaining unit consisting of all production and maintenance
employees of the Consumer Energy Services Group--the  Company's customer service
business  unit (PECO II). The  Company's  efforts to combine PECO II with PECO I
were rejected by the NLRB.

On February  14,  1997,  the NLRB  issued its  decision in PECO I, ruling that a
union representation  election does not require all hourly employees within PECO
Energy to vote as one unit. On the petitions  filed by the IBEW,  the NLRB ruled
that while Eddystone and Cromby would not be appropriate  bargaining  units, the
Company's Power Generation Group (PGG), which encompasses  employees not only at
Eddystone and Cromby but also eight smaller  fossil-fuel  plants  located in the
City of Philadelphia and its suburbs,  the Conowingo  Hydroelectric  Station and
Muddy Run Pumped Storage Project,  would be an appropriate  bargaining unit. The
NLRB ruled similarly that a separate  bargaining unit comprised of the Company's
Nuclear   Generating  Group  (NGG)  (since  renamed  "PECO  Nuclear")  would  be
appropriate.

These separate  elections  will be held, by secret ballot,  on dates still to be
determined.  The NLRB  ordered  the  UWUA/PECO  Nuclear  election be held within
30-days of its order;  the Regional  Director,  whose office will be  overseeing
this election,  has indicated that it will request from the NLRB an extension of
this 30-day time  period.  The  IBEW/PGG  petitions  were  remanded  back to the
Regional  Director to  determine  whether the IBEW has the  requisite 30 percent
showing of support within the PGG bargaining unit.

In  1993,  Company  employees  rejected  representation  by  the  IBEW  and  the
Independent Group Association in company-wide elections.





                                   SIGNATURES




Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.






                                     PECO ENERGY COMPANY


                                      \s\ J. B. Mitchell
                                   Vice President - Finance
                                         and Treasurer






        February 21, 1997