Exhibit (4)-28
                                                    Commonwealth Edison Company
                                                    Form 10-K File No. 1-1839

(Commonwealth Edison Logo)
     Commonwealth Edison
     One First National Plaza, Chicago, Illinois
     Address Reply to: Post Office Box 767
     Chicago, Illinois 60690-0767

                                                    As of October 4, 1993


To each of the Banks party to the
 Credit Agreement referred to below


Ladies and Gentlemen:


     We refer to the $200 million Credit Agreement dated as of October 1, 1991,
as amended (the "Credit Agreement"), among the undersigned, the Banks (including
you) named therein and the other Lenders from time to time parties thereto, and
Citibank, N.A., as Agent.  Capitalized terms used herein without definition
shall have the meanings ascribed thereto in the Credit Agreement.

     We are writing to request that you extend the expiration date of your
Commitment under the Credit Agreement from October 4, 1993 until October 3,
1994.  If you agree to this extension, all terms and conditions of the Credit
Agreement would continue in effect during the period of such extension, except
for the following amendments: (a) the date "October 3, 1994," would be inserted
in lieu of the date "October 4, 1993," in clause (i) of the definition of
"Termination Date" in Section 1.01 of the Credit Agreement, (b) the terms
"Banks" and "Lenders" shall mean each of the banks or other lending institutions
agreeing to extend the expiration date of its Commitment under the Credit
Agreement or, if not presently a party to the Credit Agreement, agreeing to
become a party thereto on or after October 4, 1993, and (c) no additional fees
would be payable under Section 2.04(b) of the Credit Agreement in respect of
such extension.   Such extension would become effective as of October 4, 1993.

     On and after the effective date of the extension requested herein and the
related amendments referred to above, each reference in the Credit Agreement to
"this Agreement", "hereunder", "hereof", or words of like import referring to
the Credit Agreement, and each reference in the other Loan Documents to "the
Credit Agreement", "thereunder", "thereof", or words of like import

 
referring to the Credit Agreement, shall mean and be a reference to the Credit
Agreement as amended by this letter.

     If you agree to extend the expiration of your Commitment and to the related
amendments provided above, please evidence such agreement by executing and
returning at least two counterparts of this letter to the Agent at its address
at 399 Park Avenue, New York, New York 10043, Attention of Joseph W. Casson, no
later than September 7, 1993.

     On October 4, 1993, (i) the Commitment of each Bank which fails to return
executed counterparts of this letter as provided above shall automatically
terminate as presently provided in the Credit Agreement, and (ii) all
outstanding Advances of such Bank, together with all accrued interest thereon
and other amounts payable under the Credit Agreement with respect thereto, shall
become due and payable.

                                       Very truly yours,

                                       COMMONWEALTH EDISON COMPANY


                                       By: /s/ Dennis F. O'Brien
                                           ------------------------
                                           Dennis F. O'Brien
                                           Treasurer

Agreed as of the date
 first above written:

           *
- ------------------------------
(Name of Bank)

By:        *
   ---------------------------
   Title:

*  Executed by Banks holding Commitments aggregating $175 million.


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