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
November 3, 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 36-0938600
COMMONWEALTH EDISON COMPANY (an Illinois
corporation) 10 South Dearborn Street - 37th
Floor P.O. Box 805379 Chicago, Illinois
60680-5379 (312) 394-4321
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
On November 3, 2003, Exelon announced its agreement to acquire the operating
assets of Illinois Power from Dynegy Inc. Attached as Exhibit 99.1 is the press
release; attached as Exhibit 99.2 is a note to investors regarding the
transaction.
This combined Form 8-K is being filed separately by Exelon Corporation (Exelon),
Commonwealth Edison Company (ComEd) 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
EXELON GENERATION COMPANY, LLC
/s/ Robert S. Shapard
------------------------------------
Robert S. Shapard
Executive Vice President and
Chief Financial Officer
Exelon Corporation
November 3, 2003