PROXY
PECO ENERGY COMPANY
2000 COMMON STOCK PROXY
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS FOR THE ANNUAL
MEETING OF SHAREHOLDERS TO BE HELD ON JUNE 27, 2000, AT 9:30 a.m. AT THE
MILLENNIUM HALL OF THE LOEWS PHILADELPHIA HOTEL, 1200 MARKET STREET, IN
PHILADELPHIA, PENNSYLVANIA.
M. WALTER D'ALESSIO, JOSEPH F. PAQUETTE, JR. and J. BARRY MITCHELL, or any of
them, with power of substitution are hereby appointed proxies to vote as
specified all shares of Common Stock which the Shareholder(s) named on the
reverse side is entitled to vote at the above Annual Meeting or at any
adjournment thereof, and in their discretion to vote upon all other matters as
may properly be brought before the Meeting.
First Chicago Trust Company, a division of Equiserve, as Custodian under the
Dividend Reinvestment and Stock Purchase Plan, and PECO Energy Company, as
Custodian for the 401(k) Employee Savings Plan, are hereby authorized to execute
a proxy with identical instructions for any shares of Common Stock held for the
benefit of the Shareholder(s) named on the reverse side.
Nominees for election to the Board of Directors for Class I terms expiring in
2003 are:
01. Richard H. Glanton, 02. Rosemarie B. Greco, 03. Corbin A. McNeill, Jr., and
04. Robert Subin.
Please sign and date on the reverse side and mail promptly in the enclosed
postage-paid envelope or otherwise to P.O. Box 8647, Edison, New Jersey,
08818-8647.
[ SEE REVERSE ]
[ SIDE ]
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/\ FOLD AND DETACH HERE /\
[LOGO] PECO ENERGY (R)
Annual Meeting of Stockholders
June 27, 2000
9:30 a.m.
Millenium Hall of the
Loews Philadelphia Hotel
Philadelphia, Pennsylvania
Your Vote is Important
Thank you for Voting.
Please mark your 9172
[X] votes as in this
example.
This proxy when properly executed will be voted in the manner directed herein.
If no direction is made, this proxy will be voted FOR Proposals 1, 2, 4, and
Director Nominees: Richard H. Glanton, Rosemarie B. Greco, Corbin A. McNeill and
Robert Subin.
The Board of Directors Recommends a vote FOR proposal 1, 2, 3 and 4.
1. Merger FOR AGAINST WITHHELD 2. Postponement or FOR AGAINST ABSTAIN 3. Election of FOR AGAINST ABSTAIN
Agreement [ ] [ ] [ ] adjournment of [ ] [ ] [ ] Directors [ ] [ ] [ ]
Annual Meeting (see reverse)
For, except vote withheld from following
nominee(s):
----------------------------------------
4. Ratification of FOR AGAINST WITHHELD
Independent [ ] [ ] [ ]
Accountants
SIGNATURE(S):________________________ DATE:_____
NOTE: Please sign exactly as name appears hereon.
Joint owners should each sign. When signing
as attorney, executor, administrator,
trustee or guardian, please give full title
as such.
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/\FOLD AND DETACH HERE ONLY IF YOU ARE RETURNING YOUR VOTED PROXY CARD BY MAIL/\
[LOGO] PECO ENERGY (R)
Dear Shareholder:
PECO Energy encourages you to take advantage of new and convenient ways by which
you can vote your shares. You can vote your shares electronically through the
internet or the telephone. This eliminates the need to return the proxy card.
To vote your shares electronically you must use the control number printed in
the box above, just below the perforation. The series of numbers that appear in
the box above is your personal code to access the system.
1. To vote over the internet:
. Log on to the internet and go to the web site http://www.eproxyvote.com/pe
2. To vote over the telephone:
. On a touch-tone telephone call 1-877-229-8683 24 hours a day, 7 days
a week
Your electronic vote authorizes the named proxies in the same manner as if you
marked, signed, dated and returned the proxy card.
If you choose to vote your shares electronically, do not mail back your proxy
card.
Your vote is important. Thank you for voting.