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
April
14, 2005
Date of
Report (Date of earliest event reported)
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Commission File
Number |
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Exact
Name of Registrant as Specified in Its Charter; State of Incorporation;
Address of Principal Executive Offices; and Telephone
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IRS
Employer
Identification Number |
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1-16169
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EXELON
CORPORATION
(a
Pennsylvania corporation)
10
South Dearborn Street - 37th Floor
P.O.
Box 805379
Chicago,
Illinois 60680-5379
(312)
394-7398
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23-2990190 |
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1-1839 |
COMMONWEALTH
EDISON COMPANY
(an
Illinois corporation)
10
South Dearborn Street - 37th
Floor
P.O.
Box 805379
Chicago,
Illinois 60680-5379
(312)
394-4321 |
36-0938600 |
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1-1401
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PECO
ENERGY COMPANY
(a
Pennsylvania corporation)
P.O.
Box 8699
2301
Market Street
Philadelphia,
Pennsylvania 19101-8699
(215)
841-4000
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23-0970240
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EXELON
GENERATION COMPANY, LLC
(a
Pennsylvania limited liability company)
300
Exelon Way
Kennett
Square, Pennsylvania 19348
(610)
765-6900 |
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Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
[ ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
Section
7 - Regulation FD
Item
7.01. Regulation FD Disclosure
On April
14, 2005, Exelon Corporation (Exelon) conducted meetings with investors using
materials previously filed with the Securities and Exchange Commission (SEC).
During these meetings, Exelon affirmed its guidance for 2005 adjusted (non-GAAP)
operating earnings per share of $2.90-$3.10, most recently filed with the SEC on
Form 425 filed on March 8, 2005 at slide 8, with the reconciliation to GAAP
earnings at slides 43-46.
* * * * *
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 furnished 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’ 2004 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’ 2004 Annual Report on Form 10-K—ITEM 8.
Financial Statements and Supplementary Data: Exelon—Note 20, ComEd—Note 15,
PECO—Note 14 and Generation—Note 16 and (c) other factors discussed in filings
with the 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/ J.
Barry
Mitchell
J. Barry
Mitchell
Senior
Vice President, Chief Financial Officer
and
Treasurer
Exelon
Corporation
April 14,
2005