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



                                January 12, 2001
                                (Date of earliest
                                 event reported)



                           COMMONWEALTH EDISON COMPANY
             (Exact name of registrant as specified in its charter)




          Illinois                  1-1839                 36-0938600
      (State or other                (SEC                (IRS Employer
      jurisdiction of            file number)           Identification
       incorporation)                                       Number)



                      37th Floor, 10 South Dearborn Street
                               Post Office Box 767
                          Chicago, Illinois 60690-0767
                    (Address of principal executive offices)

               Registrant's telephone number, including area code:
                                 (312) 394-4321




ITEM 5. OTHER EVENTS

On January 12, 2001, Exelon Corporation issued the following press release:

Exelon Corporation Restructures Its Generation and Enterprises Businesses

CHICAGO, January 12, 2001-- Exelon Corporation (EXC) today announced that it has
restructured its competitive  generation and enterprises  businesses.  This is a
significant  step  in  the  corporate  restructuring  that  was  outlined  as an
integration  objective  when Exelon was formed on October 20, 2000 by the merger
of Unicom Corporation and PECO Energy.

Under its new business  structure,  Exelon will serve as a holding company for a
group of subsidiaries.  The corporate restructuring separates Exelon's regulated
energy delivery business from its competitive generation and wholesale and other
businesses,  streamlines  the  process  for  managing,  operating  and  tracking
financial  performance of its multiple  lines of business,  and aligns its legal
and management structure.

ComEd and PECO, Exelon's two regulated energy delivery businesses, will continue
to operate in their respective service  territories.  ComEd delivers electricity
to  more  than  3.4  million  customers  in  Northern  Illinois.  PECO  delivers
electricity  to 1.5 million  customers  and 425,000  natural gas  customers in a
five-county Philadelphia region.

Through the restructuring,  Exelon has created Exelon Ventures Company, which is
comprised of competitive businesses and assets,  including Exelon Generation and
Exelon  Enterprises.

Exelon  Generation  combines the generation  assets formerly held by PECO Energy
and ComEd.  The  portfolio  includes 46 GW of power with a nationwide  reach and
strong  positions  in the Midwest  and  Mid-Atlantic.  Its nuclear  fleet is the
largest  in the  United  States and the third  largest  commercial  fleet in the
world.  Power Team,  Exelon  Generation's  wholesale power  marketing  business,
operates 24 hours a day and is one of the largest  wholesale  power marketers in
North America.

Exelon Generation's portfolio, expertise, scope and ability to enter into energy
contracts provides the ComEd and PECO service  territories with sufficient power
supply.

Exelon  Enterprises  combines the competitive  businesses  formerly held by PECO
Energy  and  Unicom   Corporation.   Exelon  Enterprises  focuses  its  business
activities  in  the  areas  of  energy,  energy  services,   infrastructure  and
communications,  creating long-term future growth through extraordinary service,
innovative technology and new product applications.

"This new  structure  gives us a higher degree of  flexibility  as we pursue our
growth strategies in competitive  sectors of the energy industry and provides us
with  greater   clarity   around  the  financial   performance  of  all  of  our
investments,"  said Randall  Mehrberg,  Exelon Senior Vice President and General
Counsel.  "Given today's  continuously  changing business landscape,  we believe


this  structure  positions  us for  future  growth  and to  meet  our  financial
commitments."

In addition,  Exelon formed Exelon Business Services  Company,  which provides a
full range of support  services  such as legal,  human  resources  and financial
services to Exelon business units.

Exelon  Corporation  is one of the  nation's  largest  electric  utilities  with
approximately  five  million  customers  and more  than $12  billion  in  annual
revenues.   The  company  has  one  of  the  industry's  largest  portfolios  of
electricity generation capacity, with a nationwide reach and strong positions in
the  Midwest  and  Mid-Atlantic.  Exelon  distributes  electricity  and  gas  to
approximately  five million customers in Illinois and Pennsylvania.  The company
also has  holdings  in such  competitive  businesses  as energy,  infrastructure
services,  energy services and  telecommunications.  Exelon is  headquartered in
Chicago and trades on the NYSE under the ticker EXC.




                                   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.




                                                 COMMONWEALTH EDISON COMPANY


                                                 /S/  Ruth Ann M. Gillis
                                                 -------------------------------
                                                 Principal Financial Officer



January 16, 2001