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
August 5, 2004
(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
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 August 10, 2004, Exelon Corporation (Exelon) announced that Exelon and the
U.S. Department of Justice, in close consultation with the U.S. Department of
Energy (DOE), have reached a settlement, dated August 5, 2004, under which the
government will reimburse Exelon for costs associated with storage of spent fuel
at the company's nuclear stations pending DOE fulfilling its contractual
obligation to accept commercial spent nuclear fuel. Under the agreement, Exelon
will receive $80 million immediately in gross reimbursements for storage costs
already incurred ($53 million net, after considering amounts due from Exelon to
co-owners of certain nuclear stations), with additional amounts reimbursed
annually for future costs. If a national repository opens by 2010 and DOE begins
accepting spent nuclear fuel as the department has said, gross reimbursements to
Exelon would eventually total about $300 million (inclusive of the immediate $80
million gross reimbursement and net of approximately $43 million that Exelon
must refund to DOE for past credits to the Nuclear Waste Fund). Exelon
anticipates that the settlement with the DOE will increase 2004 net income by
approximately $0.05 per diluted share, $0.04 relating to reimbursement of costs
incurred in prior years and $0.01 relating to reimbursement of costs incurred in
2004. The ongoing impact of the settlement in future periods is expected to be
an increase to net income of approximately $0.01 to $0.02 per diluted share per
year, depending on the timing of the costs incurred, which may not be consistent
from year to year. In all cases, reimbursements will be made only after costs
are incurred and only for costs resulting from DOE delays in accepting the fuel.
The news release is attached to this report as Exhibit 99.
This combined Form 8-K is being filed separately by 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.
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' 2003 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 and Generation, (b) the Registrants' 2003 Annual Report on
Form 10-K - ITEM 8. Financial Statements and Supplementary Data: Exelon - Note
19, ComEd - Note 15 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
August 10, 2004