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FORM 10-K/A-1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
(Mark one)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDED DECEMBER 31, 1993
[_] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
COMMISSION FILE NUMBER 1-1839
COMMONWEALTH EDISON COMPANY
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
ILLINOIS 36-0938600
(STATE OR OTHER (IRS EMPLOYER
JURISDICTION OF IDENTIFICATION
INCORPORATION OR NO.)
ORGANIZATION)
37TH FLOOR, 10 SOUTH DEARBORN STREET,
POST OFFICE BOX 767, CHICAGO, ILLINOIS 60690-0767
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: 312/394-4321
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
NAME OF
TITLE OF EACH
EACH CLASS EXCHANGE
- ---------------------- ON WHICH
REGISTERED
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FIRST MORTGAGE BONDS:
7 5/8% SERIES 25, DUE 8 1/8% SERIES 36, DUE
JUNE 1, 2003 JUNE 1, 2007
8% SERIES 26, DUE 8 1/4% SERIES 37, DUE
OCTOBER 15, 2003 DECEMBER 1, 2007 NEW YORK
8 1/8% SERIES 35, DUE
JANUARY 15, 2007
SINKING FUND
DEBENTURES:
3%, DUE APRIL 1, 1999 7 5/8% SERIES 1, DUE NEW YORK
2 7/8%, DUE APRIL 1, FEBRUARY 15, 2003
2001
2 3/4%, DUE APRIL 1, NEW YORK AND
1999 CHICAGO
COMMON STOCK, $12.50 PAR VALUE NEW YORK, CHICAGO
AND PACIFIC
COMMON STOCK PURCHASE WARRANTS--1971 WARRANTS
AND SERIES B WARRANTS NEW YORK, CHICAGO
AND PACIFIC
CUMULATIVE PREFERENCE STOCK, WITHOUT PAR VALUE:
$1.90; $2.00; $7.24; $8.40; $8.38; AND $8.40 SERIES B NEW YORK, CHICAGO
AND PACIFIC
$1.425 CONVERTIBLE PREFERRED STOCK, WITHOUT PAR VALUE NEW YORK, CHICAGO
AND PACIFIC
INDICATE BY CHECK MARK WHETHER THE REGISTRANT (1) HAS FILED ALL REPORTS RE-
QUIRED TO BE FILED BY SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934 DURING THE PRECEDING 12 MONTHS, AND (2) HAS BEEN SUBJECT TO SUCH FILING
REQUIREMENTS FOR THE PAST 90 DAYS.
Yes [X]. No [_].
INDICATE BY CHECK MARK IF DISCLOSURE OF DELINQUENT FILERS PURSUANT TO ITEM
405 OF REGULATION S-K IS NOT CONTAINED HEREIN, AND WILL NOT BE CONTAINED, TO
THE BEST OF REGISTRANT'S KNOWLEDGE, IN DEFINITIVE PROXY OR INFORMATION
STATEMENTS INCORPORATED BY REFERENCE IN PART III OF THIS FORM 10-K OR ANY
AMENDMENT TO THIS FORM 10-K. [ ]
THE ESTIMATED AGGREGATE MARKET VALUE OF THE COMPANY'S OUTSTANDING COMMON
STOCK, $1.425 CONVERTIBLE PREFERRED STOCK AND CUMULATIVE PREFERENCE STOCK WAS
APPROXIMATELY $6,500,000,000 AS OF FEBRUARY 28, 1994. IN EXCESS OF 99.97% OF
THE COMPANY'S VOTING STOCK WAS OWNED BY NON-AFFILIATES AS OF THAT DATE.
COMMON STOCK OUTSTANDING AT FEBRUARY 28, 1994: 213,794,548 SHARES
DOCUMENTS INCORPORATED BY REFERENCE:
PORTIONS OF THE COMPANY'S CURRENT REPORT ON FORM 8-K/A-1 DATED JANUARY 28,
1994 ARE INCORPORATED BY REFERENCE INTO PARTS I, II AND IV HEREOF AND PORTIONS
OF THE COMPANY'S DEFINITIVE PROXY STATEMENT RELATING TO ITS ANNUAL MEETING OF
SHAREHOLDERS TO BE HELD MAY 10, 1994 ARE INCORPORATED BY REFERENCE INTO PARTS
I AND III HEREOF.
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The purpose of this Amendment No. 1 is to correct certain exhibits
(Exhibits (10)-3, 4, 5 and 6) by refiling those exhibits in their entirety and
to file an additional exhibit (Exhibit (10)-19) to the Registrant's
(Commonwealth Edison Company) Annual Report on Form 10-K for the year ended
December 31, 1993.
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K.
The following exhibits are filed herewith.
EXHIBIT
NUMBER DESCRIPTION OF DOCUMENT
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(10)-3 1994 Long-Term Performance Unit Award for
Executive and Group Level Employes Payable in
1995 under the 1993 Long-Term Incentive Plan.
(10)-4 1994 Long-Term Performance Unit Award for
Executive and Group Level Employes Payable in
1996 under the 1993 Long-Term Incentive Plan.
(10)-5 1994 Long-Term Performance Unit Award for
Executive and Group Level Employes Payable in
1997 under the 1993 Long-Term Incentive Plan.
(10)-6 1994 Variable Compensation Award for Management
Employes under the 1993 Long-Term Incentive
Plan.
(10)-19 1994 Award to Mr. O'Connor and Mr. Skinner under
the Commonwealth Edison Company 1993 Long-Term
Incentive Plan.
2
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this Amendment No. 1 to the
report to be signed on its behalf by the undersigned, thereunto duly authorized,
in the city of Chicago and state of Illinois on the 31st day of August,
1994.
COMMONWEALTH EDISON COMPANY
Registrant
By Roger F. Kovack
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Roger F. Kovack
Comptroller
(Principal accounting officer and
officer duly authorized to sign
on behalf of the registrant)
3
COMMONWEALTH EDISON COMPANY
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EXHIBIT INDEX
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The following exhibits are filed herewith.
EXHIBIT
NUMBER DESCRIPTION OF DOCUMENT
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(10)-3 1994 Long-Term Performance Unit Award for
Executive and Group Level Employes Payable in
1995 under the 1993 Long-Term Incentive Plan.
(10)-4 1994 Long-Term Performance Unit Award for
Executive and Group Level Employes Payable in
1996 under the 1993 Long-Term Incentive Plan.
(10)-5 1994 Long-Term Performance Unit Award for
Executive and Group Level Employes Payable in
1997 under the 1993 Long-Term Incentive Plan.
(10)-6 1994 Variable Compensation Award for Management
Employes under the 1993 Long-Term Incentive
Plan.
(10)-19 1994 Award to Mr. O'Connor and Mr. Skinner under
the Commonwealth Edison Company 1993 Long-Term
Incentive Plan.