Exhibit (10)-19
                                                   Commonwealth Edison Company
                                                   Form 10-K/A-1 File No. 1-1839


                         1994 AWARD TO MR. O'CONNOR AND
               MR. SKINNER UNDER THE COMMONWEALTH EDISON COMPANY
                         1993 LONG-TERM INCENTIVE PLAN
               -------------------------------------------------

                                        

     Commonwealth Edison Company, an Illinois corporation (the "Company") hereby
grants to James J. O'Connor and Samuel K. Skinner in accordance with the
provisions of the Commonwealth Edison Company 1993 Long-Term Incentive Plan (the
"Plan"), a performance unit award (each, an "Award"), in the amount and upon and
subject to the restrictions, terms and conditions set forth below.  Capitalized
terms not defined herein shall have the meanings specified in the Plan.  The
following chart describes the requirements for each Award level and sets forth
the percentage of base pay allocated to such level:



Level of Award                                Cash        Stock
- --------------                                ----        -----
                                                    
Threshold
 
If earnings per share on the Company's         25%          0%
Common Stock are at least $1.70 per share*
 
Target
 
If earnings per share on the Company's
Common Stock are at least $1.80 per share*     30%         20%
 
Distinguished Level
 
If earnings per share on the Company's
Common Stock are at least $2.00 per share*     30%         70%


     No Award at any level shall be earned or payable if (i) the amounts
actually incurred by the Company for operations and maintenance and for capital
expenditures for the calendar year 1994 are not at least $90 million less than
the Budgeted Amount or (ii) the Company (or, if the Company becomes a majority
owned subsidiary of another corporation, then such parent corporation) fails to
maintain its regular quarterly cash dividends on the outstanding Common Stock in
an amount at least equal to $.40 per share (adjusted for any stock-split, stock
dividend or other similar event) during the calendar year 1994.

__________________
  *  The earnings per share amount shall be adjusted for any stock-split, stock
     dividend or other similar event.

 
     The Company's budgeted operations and maintenance expense for the calendar
year 1994 is $2,099,208,000 and the Company's budgeted capital expenditures for
the calendar year 1994 is $750,000,000 (collectively the "Budgeted Amount").

     The value (the "Payment Amount") of an award is determined by multiplying
the performance units (expressed as a percentage) at the achieved award level by
base pay, and will result in a "Cash Payment Amount" (determined by reference to
the "Cash Column") and a "Stock Payment Amount" (determined by reference to the
"Stock Column").  Base pay for each of Mr. O'Connor and Mr. Skinner shall be his
monthly scheduled rate of pay as of January 1, 1994, multiplied by 12 together
with the income from his Deferred Compensation Units.

     The Award is subject to the provisions of Sections 8 through 11.4
(inclusive) of the 1994 Variable Compensation Award for Management Employees
(including employment requirements and timing of payments).

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