UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549
                                    FORM 8-K



                                 CURRENT REPORT


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


                                October 31, 2003
                                (Date of earliest
                                 event reported)







Commission File           Name of Registrant; State of Incorporation; Address of        IRS Employer
Number                    Principal Executive Offices; and Telephone Number             Identification Number
- ---------------------     ----------------------------------------------------------    ------------------------
                                                                                     
1-16169                   EXELON CORPORATION                                            23-2990190
                          (a Pennsylvania corporation)
                          10 South Dearborn Street - 37th Floor
                          P.O. Box 805379
                          Chicago, Illinois 60680-5379
                          (312) 394-7398

1-1839                    COMMONWEALTH EDISON COMPANY                                   36-0938600
                          (an Illinois corporation)
                          10 South Dearborn Street - 37th Floor
                          P.O. Box 805379
                          Chicago, Illinois 60680-5379
                          (312) 394-4321

1-1401                    PECO ENERGY COMPANY                                           23-0970240
                          (a Pennsylvania corporation)
                          P.O. Box 8699 2301 Market Street
                          Philadelphia, Pennsylvania 19101-8699
                          (215) 841-4000

333-85496                 EXELON GENERATION COMPANY, LLC                                23-3064219
                          (a Pennsylvania limited liability company)
                          300 Exelon Way
                          Kennett Square, Pennsylvania 19348
                          (610) 765-6900







Item 5. Other Events

A.   On October 31, 2003, Exelon Corporation (Exelon) announced via news release
     the  replacement  of its $1.5 billion credit  facility.  A copy of Exelon's
     news release is attached hereto as Exhibit 99.1.

B.   Additional  information  regarding the  outstanding  debt of Exelon and its
     subsidiaries as of September 30, 2003 is attached hereto as Exhibit 99.2.

Exhibit Index

Exhibit No.             Description

99.1                    News release announcing the replacement of Exelon's $1.5
                        billion credit facility

99.2                    Additional information regarding the outstanding debt of
                        Exelon and its subsidiaries


This combined  Form 8-K is being  furnished  separately by Exelon,  Commonwealth
Edison  Company  (ComEd),  PECO  Energy  Company  (PECO) and  Exelon  Generation
Company, LLC (Generation)  (Registrants).  Information contained herein relating
to any  individual  registrant  has  been  filed by such  registrant  on its own
behalf. No registrant makes any representation as to information relating to any
other registrant.

Except for the historical  information contained herein,  certain of the matters
discussed in this Report are forward-looking  statements,  within the meaning of
the Private Securities  Litigation Reform Act of 1995, that are subject to risks
and  uncertainties.  The  factors  that  could  cause  actual  results to differ
materially  from the  forward-looking  statements  made by a registrant  include
those  factors  discussed  herein,  as well as the  items  discussed  in (a) the
Registrants' 2002 Annual Report on Form 10-K - ITEM 7.  Management's  Discussion
and Analysis of Financial Condition and Results of Operations--Business  Outlook
and the Challenges in Managing Our Business for each of Exelon,  ComEd, PECO and
Generation,  (b) the  Registrants'  2002  Annual  Report  on Form 10-K - ITEM 8.
Financial  Statements and Supplementary Data: Exelon - Note 19, ComEd - Note 16,
PECO - Note 18 and  Generation  - Note 13 and (c)  other  factors  discussed  in
filings with the United States  Securities and Exchange  Commission (SEC) by the
Registrants.  Readers  are  cautioned  not to  place  undue  reliance  on  these
forward-looking statements, which apply only as of the date of this Report. None
of the Registrants undertakes any obligation to publicly release any revision to
its forward-looking statements to reflect events or circumstances after the date
of this Report.






                                   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.




                           EXELON CORPORATION
                           COMMONWEALTH EDISON COMPANY
                           PECO ENERGY COMPANY
                           EXELON GENERATION COMPANY, LLC

                           /s/  Robert S. Shapard
                           ----------------------
                           Robert S. Shapard
                           Executive Vice President and Chief Financial Officer
                           Exelon Corporation


October 31, 2003