8-K

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 24, 2008

Date of Report (Date of earliest event reported)

Commission File Number	Exact Name of Registrant as Specified in Its Charter; State of Incorporation; Address of Principal Executive Offices; and Telephone Number	IRS Employer Identification Number
1-16169	EXELON CORPORATION (a Pennsylvania corporation) 10 South Dearborn Street P.O. Box 805379 Chicago, Illinois 60680-5379 (312) 394-7398	23-2990190
333-85496	EXELON GENERATION COMPANY, LLC (a Pennsylvania limited liability company) 300 Exelon Way Kennett Square, Pennsylvania 19348-2473 (610) 765-5959	23-3064219
1-1839	COMMONWEALTH EDISON COMPANY (an Illinois corporation) 440 South LaSalle Street Chicago, Illinois 60605-1028 (312) 394-4321	36-0938600
000-16844	PECO ENERGY COMPANY (a Pennsylvania corporation) P.O. Box 8699 2301 Market Street Philadelphia, Pennsylvania 19101-8699 (215) 841-4000	23-0970240

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 2 – Financial Information

Item 2.02. Results of Operations and Financial Condition.

Section 7 – Regulation FD

Item 7.01. Regulation FD Disclosure.

On April 24, 2008, Exelon Corporation (Exelon) announced via press release Exelon’s results for the first quarter ended March 31, 2008. A copy of the press release and related attachments are attached hereto as Exhibit 99.1. Also attached as Exhibit 99.2 to this Current Report on Form 8-K are the presentation slides to be used during the first quarter 2008 earnings conference call. This Form 8-K and the attached exhibits are provided under Items 2.02, 7.01 and 9.01 of Form 8-K and are furnished to, but not filed with, the Securities and Exchange Commission (SEC).

Section 9 – Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Description
99.1	Press release and earnings release attachments
99.2	Earnings conference call presentation slides

* * * * *

This combined Form 8-K is being furnished separately by Exelon, Exelon Generation Company, LLC, Commonwealth Edison Company and PECO Energy Company (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.

This Current Report includes 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 these forward-looking statements include those discussed herein as well as those discussed in (1) Exelon’s 2007 Annual Report on Form 10-K in (a) ITEM 1A. Risk Factors, (b) ITEM 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations and (c) ITEM 8. Financial Statements and Supplementary Data: Note 19; (2) Exelon’s First Quarter 2008 Quarterly Report on Form 10-Q (to be filed on April 24, 2008) in (a) Part II, Other Information, ITEM 1A. Risk Factors and (b) Part I, Financial Information, ITEM 1. Financial Statements: Note 13; and (3) 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 Current 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 Current Report.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, each Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

EXELON CORPORATION

EXELON GENERATION COMPANY, LLC

/s/ Matthew F. Hilzinger

Matthew F. Hilzinger

Senior Vice President and Chief Financial Officer

Exelon Corporation

COMMONWEALTH EDISON COMPANY

/s/ Robert K. McDonald

Robert K. McDonald

Senior Vice President, Chief Financial Officer,

Treasurer and Chief Risk Officer

Commonwealth Edison Company

PECO ENERGY COMPANY

/s/ Phillip S. Barnett

Phillip S. Barnett

Senior Vice President and Chief Financial Officer

PECO Energy Company

April 24, 2008

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press release and earnings release attachments
99.2	Earnings conference call presentation slides

EX-99.1

Exhibit 99.1

Contact:	Chaka Patterson	FOR IMMEDIATE RELEASE
	Investor Relations
	312-394-7234
	Kathleen Cantillon
	Corporate Communications
	312-394-2794

Exelon Announces First Quarter on Track;

Reaffirms Full-Year 2008 Earnings Guidance

CHICAGO (April 24, 2008) – Exelon Corporation’s (Exelon) first quarter 2008 consolidated earnings prepared in accordance with GAAP were $581 million, or $0.88 per diluted share, compared with earnings of $691 million, or $1.02 per share, in the first quarter of 2007.

Exelon’s adjusted (non-GAAP) operating earnings for the first quarter of 2008 were $620 million, or $0.93 per diluted share, compared with $722 million, or $1.07 per diluted share, for the same period in 2007. The lower level of earnings was primarily due to lower nuclear output at Exelon Generation Company, LLC (Generation) largely reflecting increased planned refueling outages, realized investment losses in connection with the implementation of a favorable tax law change, increased operating and maintenance expense, in part due to more nuclear refueling outages, and increased depreciation and amortization expense primarily related to the higher scheduled competitive transition charge (CTC) amortization at PECO Energy Company (PECO). First quarter 2007 results included a one-time favorable PJM Interconnection, LLC (PJM) billing settlement with PPL Electric. The year-over-year earnings decrease was partially offset by higher average margins on energy sales at Generation, increased transmission revenue as a result of Commonwealth Edison Company’s (ComEd) 2007 transmission rate case and a favorable impact of certain tax items.

“In the first quarter, we began five and completed four planned nuclear refueling outages, compared with beginning two and completing one in last year’s first quarter. As expected, the impact of these additional refueling outages resulted in lower first quarter earnings than last year. Exelon’s full-year 2008 earnings outlook remains on plan,” said John W. Rowe, Exelon’s chairman, president and CEO. “Year-to-date, our nuclear fleet operations continued industry-leading performance as the refuelings averaged less than 24 days per outage, substantially below the 2007 industry average of 41 days. In addition, ComEd is progressing in its pending rate case and PECO continues to work towards a successful transition to competitive markets in Pennsylvania.”

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Adjusted (non-GAAP) operating earnings for the first quarter of 2008 do not include the following items, representing an after-tax net loss of $39 million, or $0.05 per diluted share, that are included in reported GAAP earnings (all after tax):

• Mark-to-market gains of $53 million, or $0.08 per diluted share, primarily from Generation’s economic hedging activities.

• A charge of $50 million, or $0.07 per diluted share, for the costs associated with the Illinois electric rate settlement agreement.

• Unrealized losses of $42 million, or $0.06 per diluted share, related to nuclear decommissioning trust fund investments.

Adjusted (non-GAAP) operating earnings for the first quarter of 2007 did not include the following items, representing an after-tax net loss of $31 million, or $0.05 per diluted share, that were included in reported GAAP earnings (all after tax):

• Mark-to-market losses of $69 million, or $0.10 per diluted share, primarily from Generation’s economic hedging activities.

• Earnings of $24 million, or $0.03 per diluted share, associated with investments in synthetic fuel-producing facilities, including the impact of mark-to-market losses associated with the related derivatives.

• A gain of $9 million, or $0.01 per diluted share, related to the sale of Generation’s 49.5 percent ownership interests in Termoeléctrica del Golfo (TEG) and Termoeléctrica Peñoles (TEP), two generating facilities in Mexico.

• A gain of $5 million, or $0.01 per diluted share, associated with the settlement of a tax matter at Generation related to its previous investment in Sithe Energies, Inc. (Sithe).

2008 Earnings Outlook

Exelon reaffirmed its adjusted (non-GAAP) operating earnings guidance range for 2008 of $4.00 to $4.40 per share. The outlook for 2008 adjusted (non-GAAP) operating earnings for Exelon and its subsidiaries excludes the following items:

• mark-to-market adjustments from economic hedging activities

• unrealized gains and losses from nuclear decommissioning trust fund investments

• significant impairments of assets, including goodwill

• significant changes in decommissioning obligation estimates

• costs associated with the Illinois electric rate settlement agreement, including ComEd’s previously announced customer rate relief programs

• costs associated with ComEd’s settlement with the City of Chicago

• other unusual items

• significant future changes to GAAP

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Giving consideration to these factors, Exelon estimates GAAP earnings in 2008 will fall in the range of $3.70 to $4.10 per share. Both Exelon’s operating earnings and GAAP earnings guidance are based on the assumption of normal weather.

First Quarter and Recent Highlights

• Nuclear Operations: Generation’s nuclear fleet, including its owned output from the Salem Generating Station operated by PSEG Nuclear LLC, produced 32,935 GWhs in the first quarter of 2008, compared with 35,357 GWhs in the first quarter of 2007. The Exelon-operated nuclear plants achieved an 89.0 percent capacity factor for the first quarter of 2008 compared with 96.4 percent for the first quarter of 2007. The Exelon-operated nuclear plants completed four scheduled refueling outages and began a fifth in the first quarter of 2008 (104 days), compared with completing one refueling outage and beginning a second in the first quarter of 2007 (40 days). Total nuclear output was also negatively impacted by a higher number of non-refueling outage days, 26 days in the first quarter of 2008 versus 1 day in the first quarter of 2007 when Exelon-operated fleet production achieved its best quarter ever. In addition, nuclear output was negatively impacted by a higher number of refueling outage days at the co-owned Salem Generating Station, which began a scheduled refueling in both the first quarter of 2008 and in the first quarter of 2007.

• Fossil and Hydro Operations: Generation’s fossil fleet commercial availability was 74.0 percent in the first quarter of 2008 primarily reflecting outages at the Eddystone coal units, compared with 92.8 percent in the first quarter of 2007. The equivalent availability factor for the hydro facilities was unchanged at 99.1 percent in the first quarter of 2008 versus 2007.

• ComEd Distribution Rate Case: On October 17, 2007, ComEd filed a request with the Illinois Commerce Commission (ICC) seeking approval to increase its delivery service revenue requirement by approximately $360 million to reflect ComEd’s continued substantial investment in its delivery system. The rate case filing is based on a 2006 test year. If approved by the ICC, the total increase would raise the average ComEd residential customer total bill about 7.7 percent. The ICC proceedings will take place over a period of up to eleven months.

On March 12, 2008, ComEd filed rebuttal testimony that supported an adjusted revenue requirement increase of approximately $355 million. Various intervenors and the ICC Staff have filed testimony challenging the amount of the increase. The ICC Staff’s rebuttal testimony, filed on April 10, 2008, indicated that ComEd’s revenue increase should be approximately $269 million on an annual basis, primarily reflecting a stipulation reached with ComEd on several contested issues. The stipulation is also subject to approval by the ICC. On April 21, 2008, ComEd filed its surrebuttal testimony, which included the impacts of the stipulation and various other agreements. As part of the stipulation and if the ICC agrees, ComEd will incur a write-off of about $20 million pre-tax when the final order is issued. Hearings are scheduled during the period from April 28 to May 5, 2008. Based on typical rate cases, the Administrative Law Judges’ recommended order in the case is expected by July, with a final ICC order in September.

• ComEd Energy Procurement Plan: On March 11, 2008, the ICC approved ComEd’s purchase of approximately 14 percent of its expected energy needs for the period June 1, 2008 through

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May 31, 2009, resulting from a request for proposal (RFP) process. Approximately 19 percent of ComEd’s expected energy load for this same time period has been hedged through the previously disclosed financial swap contract with Generation.

In August 2007, Illinois electric rate settlement legislation established a new competitive process to be used for procurement of electricity by Illinois utilities, replacing the reverse-auction bidding process approved in 2006. The energy supply contracts awarded as a result of the 2006 reverse-auction will remain in effect through their original terms, but as those contracts expire, the energy will be replaced with contracts awarded through the new process. For energy needs beginning June 2009, the Illinois Power Agency (IPA) will participate in the design of an electricity supply portfolio and will administer a competitive process for ComEd to procure its electricity supply resources identified in the supply portfolio plans, all with the oversight of the ICC.

• PECO Gas Distribution Rate Case: On March 31, 2008, PECO filed a petition before the Pennsylvania Public Utility Commission (PAPUC) for an approximate $98 million increase to its delivery service revenue to fund critical infrastructure improvement projects for its natural gas delivery system. The increase will also fund additional programs for low-income customers as well as energy efficiency enhancements. If approved, the average monthly residential bill would increase by approximately 10.8 percent. The PAPUC has a nine-month review process and any rate adjustment would likely be effective no later than January 2009.

• PECO Residential Real-Time Pricing Program: On March 14, 2008, PECO requested authorization from the PAPUC to begin phase one of a voluntary Residential Real-Time Pricing program. Available to up to 2,000 PECO customers, the program allows customers to view the day-ahead energy prices, learn about how they use energy, and potentially save money by reducing energy use during the highest cost hours of the day. The PAPUC is expected to rule on PECO’s filing in the third quarter of 2008. If approved, PECO then will begin soliciting customer volunteers to participate in the program.

• Value Return – Share Repurchase: On December 19, 2007, Exelon’s Board of Directors authorized a new share repurchase program of up to $500 million of Exelon’s outstanding common stock. This new program was in addition to the $1.25 billion share repurchase executed in September 2007 and to any further share repurchases that may be authorized by the board of directors later in 2008 based on availability of cash and other factors. On February 26, 2008, Exelon entered into an agreement with an investment bank to repurchase a total of $500 million of Exelon’s common shares under an accelerated share repurchase arrangement.

• Financing Activities: On January 16, 2008, ComEd issued $450 million of 6.45 percent First Mortgage Bonds due 2038. ComEd used the net proceeds from the sale of the bonds to refinance trust preferred securities and maturing First Mortgage Bonds.

On March 3, 2008, PECO issued $500 million of 5.35 percent First and Refunding Mortgage Bonds due 2018. The net proceeds of the bonds were used to refund commercial paper borrowings and for general corporate purposes.

On March 5, 2008, PECO issued $150 million of 4.00 percent First and Refunding Mortgage Bonds to secure tax-exempt pollution control bonds and notes issued to refinance three series of

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auction-rate, tax-exempt bonds on their most recent auction dates. The final series was retired on April 3, 2008.

On March 27, 2008, ComEd issued $700 million of 5.80 percent First Mortgage Bonds due 2018. The proceeds are being used to repay borrowings made under ComEd’s revolving credit facilities, to refinance the $120 million outstanding principal amount of its First Mortgage 8.00 percent Bonds, Series 83, which mature on May 15, 2008, and for general corporate purposes.

• Credit Rating Action: On March 19, 2008, Standard & Poor’s (S&P) upgraded ComEd’s senior unsecured debt rating to “BBB-” from “B+”. The unsecured debt rating upgrade is the result of a change in methodology by S&P. ComEd’s corporate credit rating (“BB”), senior secured debt rating (“BBB”) and outlook (positive) remain unchanged. Exelon’s, Generation’s and PECO’s ratings outlooks are stable.

OPERATING COMPANY RESULTS

Exelon Generation consists of owned and contracted electric generating facilities, wholesale energy marketing operations and competitive retail sales operations.

First quarter 2008 net income was $438 million compared with $560 million in the first quarter of 2007. First quarter 2008 net income included (all after tax) mark-to-market gains of $38 million from economic hedging activities, a charge of $47 million for the costs associated with the Illinois electric rate settlement and unrealized losses of $42 million related to nuclear decommissioning trust fund investments. First quarter 2007 net income included (all after tax) mark-to-market losses of $69 million from economic hedging activities, a gain of $9 million related to the sale of its investments in TEG and TEP and earnings of $5 million associated with the settlement of a tax matter related to its previous investment in Sithe. Excluding the impact of these items, Generation’s net income in the first quarter of 2008 decreased $126 million compared with the same quarter last year, primarily due to lower revenue, net of purchased power and fuel expense, realized investment losses associated with nuclear decommissioning trust funds in connection with the implementation of a favorable tax law change under the Energy Policy Act of 2005, and higher operating and maintenance costs associated with more planned nuclear refueling outages, continuing work on the license application submittal for a possible new nuclear plant in Texas, and inflationary and other cost pressures.

Generation’s revenue, net of purchased power and fuel expense, decreased by $96 million in the first quarter of 2008 compared with the first quarter of 2007 excluding the above-mentioned unusual items. The decrease in revenue, net of purchased power and fuel expense, was driven primarily by lower nuclear output reflecting increased refueling and non-refueling outage days and the favorable PJM billing settlement with PPL Electric in 2007, which more than offset higher average margins on energy sales. Generation’s average realized margin on all electric sales, including sales to affiliates and excluding trading activity, was $38.77 per MWh in the first quarter of 2008 compared with $36.61 per MWh in the first quarter of 2007.

ComEd consists of the electricity transmission and distribution operations in northern Illinois.

ComEd recorded net income of $41 million in the first quarter of 2008, compared with net income of $5 million in the first quarter of 2007. First quarter 2008 net income included an after-tax charge of $3

5

million for the costs associated with the Illinois electric rate settlement. Excluding the impact of this item, ComEd’s net income in the first quarter of 2008 increased $39 million compared with the same quarter last year primarily due to increased transmission revenue as a result of ComEd’s 2007 transmission rate case including the impact of the Federal Energy Regulatory Commission approved formula rate, higher electric delivery volume, the impact of favorable weather and an Illinois distribution tax refund, partially offset by increased interest expense and higher operating and maintenance expense, which partially reflected increased labor costs and allowance for uncollectible accounts expense.

In the ComEd service territory in the first quarter of 2008, heating degree-days were up 9 percent relative to the same period in 2007 and were 7 percent above normal. ComEd’s total retail kWh deliveries increased 2.4 percent in 2008 as compared with 2007, with a 2.8 percent increase in deliveries to the residential customer class, largely due to colder weather. For ComEd, weather had a favorable after-tax impact of $7 million on first quarter 2008 earnings relative to 2007 and a favorable after-tax impact of $4 million relative to normal weather that was incorporated in earnings guidance. ComEd’s first quarter 2008 revenues were $1,440 million, down 3 percent from $1,490 million in 2007 primarily due to a decrease in the number of customers purchasing energy directly from ComEd, and the expiration of four wholesale energy contracts with municipalities.

The number of customers being served in the ComEd region increased by 1.1 percent over the first quarter of 2007, and weather-normalized kWh retail deliveries increased by 1.4 percent over the first quarter of 2007.

PECO consists of the electricity transmission and distribution operations and the retail natural gas distribution business in southeastern Pennsylvania.

PECO’s net income in the first quarter of 2008 was $97 million, a decrease from $128 million in the first quarter of 2007. This decline was primarily due to the impact of unfavorable weather, higher operating and maintenance expense, which partially reflected increased allowance for uncollectible accounts expense, and higher CTC amortization, which was in accordance with PECO’s 1998 restructuring settlement with the PAPUC. As expected, the increase in amortization expense exceeded the increase in CTC revenues.

In the PECO service territory in the first quarter of 2008, heating degree-days were down 7 percent from 2007 and were 7 percent below normal. Retail gas deliveries were down 9 percent from the 2007 period. PECO’s total electric retail and residential kWh deliveries remained relatively level quarter over quarter. First quarter 2008 revenues were $1,476 million, down from $1,500 million in 2007, primarily due to the effects of unfavorable weather compared with 2007. For PECO, weather had an unfavorable after-tax impact of $14 million on first quarter 2008 earnings relative to 2007 and an unfavorable after-tax impact of $14 million relative to normal weather that was incorporated in earnings guidance.

The number of electric customers being served in the PECO region increased by 0.8 percent over the first quarter of 2007, with weather-normalized kWh growth of 1.8 percent over the first quarter of 2007.

Adjusted (non-GAAP) Operating Earnings

Adjusted (non-GAAP) operating earnings, which generally exclude significant one-time charges or credits that are not normally associated with ongoing operations and mark-to-market adjustments from

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economic hedging activities, are provided as a supplement to results reported in accordance with GAAP. Management uses such adjusted (non-GAAP) operating earnings measures internally to evaluate the company’s performance and manage its operations. Reconciliation of GAAP to adjusted (non-GAAP) operating earnings for historical periods is attached. Additional earnings release attachments, which include the reconciliation on page 6, are posted on Exelon’s Web site: www.exeloncorp.com and have been filed with the Securities and Exchange Commission on Form 8-K on April 24, 2008.

Conference call information: Exelon has scheduled a conference call for 11 AM ET (10 AM CT) on April 24, 2008. The call-in number in the U.S. is 800-690-3108, and the international call-in number is 973-935-8753. If requested, the conference ID number is 41833059. Media representatives are invited to participate on a listen-only basis. The call will be web-cast and archived on Exelon’s Web site: www.exeloncorp.com. (Please select the Investor Relations page.)

Telephone replays will be available until May 8. The U.S. call-in number for replays is 800-642-1687, and the international call-in number is 706-645-9291. The conference ID number is 41833059.

This news release includes 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 these forward-looking statements include those discussed herein as well as those discussed in (1) Exelon’s 2007 Annual Report on Form 10-K in (a) ITEM 1A. Risk Factors, (b) ITEM 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations and (c) ITEM 8. Financial Statements and Supplementary Data: Note 19; (2) Exelon’s First Quarter 2008 Quarterly Report on Form 10-Q (to be filed on April 24, 2008) in (a) Part II, Other Information, ITEM 1A. Risk Factors and (b) Part I, Financial Information, ITEM 1. Financial Statements: Note 13; and (3) other factors discussed in filings with the Securities and Exchange Commission by Exelon Corporation, Exelon Generation Company, LLC, Commonwealth Edison Company, and PECO Energy Company (Companies). Readers are cautioned not to place undue reliance on these forward-looking statements, which apply only as of the date of this presentation. None of the Companies undertakes any obligation to publicly release any revision to its forward-looking statements to reflect events or circumstances after the date of this news release.

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Exelon Corporation is one of the nation’s largest electric utilities with approximately 5.4 million customers and $19 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 to approximately 5.4 million customers in Illinois and Pennsylvania and natural gas to more than 480,000 customers in southeastern Pennsylvania. Exelon is headquartered in Chicago and trades on the NYSE under the ticker EXC.

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EXELON CORPORATION

Earnings Release Attachments

Table of Contents

Consolidating Statements of Operations - Three Months Ended March 31, 2008 and 2007	1
Business Segment Comparative Statements of Operations - Generation and ComEd - Three Months Ended March 31, 2008 and 2007	2
Business Segment Comparative Statements of Operations - PECO and Other - Three Months Ended March 31, 2008 and 2007	3
Consolidated Balance Sheets - March 31, 2008 and December 31, 2007	4
Consolidated Statements of Cash Flows - Three Months Ended March 31, 2008 and 2007	5
Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Consolidated Statements of Operations - Exelon - Three Months Ended March 31, 2008 and 2007	6
Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Earnings By Business Segment - Three Months Ended March 31, 2008 and 2007	7
Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Consolidated Statements of Operations - Generation - Three Months Ended March 31, 2008 and 2007	8
Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Consolidated Statements of Operations - ComEd - Three Months Ended March 31, 2008 and 2007	9
Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Consolidated Statements of Operations - PECO - Three Months Ended March 31, 2008 and 2007	10
Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Consolidated Statements of Operations - Other - Three Months Ended March 31, 2008 and 2007	11
Exelon Generation Statistics - Three Months Ended March 31, 2008, December 31, 2007, September 30, 2007, June 30, 2007 and March 31, 2007	12
ComEd Statistics - Three Months Ended March 31, 2008 and 2007	13
PECO Statistics - Three Months Ended March 31, 2008 and 2007	14

EXELON CORPORATION

Consolidating Statements of Operations

(unaudited)

(in millions)

	Three Months Ended March 31, 2008
	Generation			ComEd			PECO			Other			Exelon Consolidated
Operating revenues	$	2,482		$	1,440		$	1,476		$	(881	)	$	4,517
Operating expenses
Purchased power		564			841			572			(905	)		1,072
Fuel		271			—			267			—			538
Operating and maintenance		785			249			168			(9	)		1,193
Depreciation and amortization		70			111			205			12			398
Taxes other than income		53			69			66			5			193
Total operating expenses		1,743			1,270			1,278			(897	)		3,394
Operating income		739			170			198			16			1,123
Other income and deductions
Interest expense, net		(36	)		(105	)		(59	)		(21	)		(221	)
Equity in losses of unconsolidated affiliates and investments		—			(2	)		(3	)		—			(5	)
Other, net		(64	)		4			4			(2	)		(58	)
Total other income and deductions		(100	)		(103	)		(58	)		(23	)		(284	)
Income (loss) from continuing operations before income taxes		639			67			140			(7	)		839
Income taxes		200			26			43			(11	)		258
Income from continuing operations		439			41			97			4			581
Income (loss) from discontinued operations		(1	)		—			—			1			—
Net income	$	438		$	41		$	97		$	5		$	581
	Three Months Ended March 31, 2007
	Generation			ComEd			PECO			Other			Exelon Consolidated
Operating revenues	$	2,703		$	1,490		$	1,500		$	(864	)	$	4,829
Operating expenses
Purchased power		594			968			544			(861	)		1,245
Fuel		471			—			299			—			770
Operating and maintenance		639			244			148			27			1,058
Depreciation and amortization		67			107			185			10			369
Taxes other than income		41			80			71			4			196
Total operating expenses		1,812			1,399			1,247			(820	)		3,638
Operating income (loss)		891			91			253			(44	)		1,191
Other income and deductions
Interest expense, net		(35	)		(83	)		(62	)		(33	)		(213	)
Equity in earnings (losses) of unconsolidated affiliates and investments		2			(2	)		(2	)		(24	)		(26	)
Other, net		32			2			5			24			63
Total other income and deductions		(1	)		(83	)		(59	)		(33	)		(176	)
Income (loss) from continuing operations before income taxes		890			8			194			(77	)		1,015
Income taxes		335			3			66			(70	)		334
Income (loss) from continuing operations		555			5			128			(7	)		681
Income from discontinued operations		5			—			—			5			10
Net income (loss)	$	560		$	5		$	128		$	(2	)	$	691

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EXELON CORPORATION

Business Segment Comparative Statements of Operations

(unaudited)

(in millions)

		Generation
	Three Months Ended March 31,
	2008			2007			Variance
Operating revenues	$	2,482		$	2,703		$	(221	)
Operating expenses
Purchased power		564			594			(30	)
Fuel		271			471			(200	)
Operating and maintenance		785			639			146
Depreciation and amortization		70			67			3
Taxes other than income		53			41			12
Total operating expenses		1,743			1,812			(69	)
Operating income		739			891			(152	)
Other income and deductions
Interest expense, net		(36	)		(35	)		(1	)
Equity in earnings of investments		—			2			(2	)
Other, net		(64	)		32			(96	)
Total other income and deductions		(100	)		(1	)		(99	)
Income from continuing operations before income taxes		639			890			(251	)
Income taxes		200			335			(135	)
Income from continuing operations		439			555			(116	)
Income (loss) from discontinued operations		(1	)		5			(6	)
Net income	$	438		$	560		$	(122	)
		ComEd
	Three Months Ended March 31,
	2008			2007			Variance
Operating revenues	$	1,440		$	1,490		$	(50	)
Operating expenses
Purchased power		841			968			(127	)
Operating and maintenance		249			244			5
Depreciation and amortization		111			107			4
Taxes other than income		69			80			(11	)
Total operating expenses		1,270			1,399			(129	)
Operating income		170			91			79
Other income and deductions
Interest expense, net		(105	)		(83	)		(22	)
Equity in losses of unconsolidated affiliates		(2	)		(2	)		—
Other, net		4			2			2
Total other income and deductions		(103	)		(83	)		(20	)
Income before income taxes		67			8			59
Income taxes		26			3			23
Net income	$	41		$	5		$	36

2

EXELON CORPORATION

Business Segment Comparative Statements of Operations

(unaudited)

(in millions)

		PECO
	Three Months Ended March 31,
	2008			2007			Variance
Operating revenues	$	1,476		$	1,500		$	(24	)
Operating expenses
Purchased power		572			544			28
Fuel		267			299			(32	)
Operating and maintenance		168			148			20
Depreciation and amortization		205			185			20
Taxes other than income		66			71			(5	)
Total operating expenses		1,278			1,247			31
Operating income		198			253			(55	)
Other income and deductions
Interest expense, net		(59	)		(62	)		3
Equity in losses of unconsolidated affiliates		(3	)		(2	)		(1	)
Other, net		4			5			(1	)
Total other income and deductions		(58	)		(59	)		1
Income before income taxes		140			194			(54	)
Income taxes		43			66			(23	)
Net income	$	97		$	128		$	(31	)
		Other (a)
	Three Months Ended March 31,
	2008			2007			Variance
Operating revenues	$	(881	)	$	(864	)	$	(17	)
Operating expenses
Purchased power		(905	)		(861	)		(44	)
Operating and maintenance		(9	)		27			(36	)
Depreciation and amortization		12			10			2
Taxes other than income		5			4			1
Total operating expenses		(897	)		(820	)		(77	)
Operating income (loss)		16			(44	)		60
Other income and deductions
Interest expense, net		(21	)		(33	)		12
Equity in losses of unconsolidated affiliates and investments		—			(24	)		24
Other, net		(2	)		24			(26	)
Total other income and deductions		(23	)		(33	)		10
Loss from continuing operations before income taxes		(7	)		(77	)		70
Income taxes		(11	)		(70	)		59
Income (loss) from continuing operations		4			(7	)		11
Income from discontinued operations		1			5			(4	)
Net income (loss)	$	5		$	(2	)	$	7

(a) Other primarily includes eliminating and consolidating adjustments, Exelon’s corporate operations, shared service entities and other financing and investment activities, including investments in synthetic fuel-producing facilities.

3

EXELON CORPORATION

Consolidated Balance Sheets

(unaudited)

(in millions)

	March 31, 2008			December 31, 2007
Current assets
Cash and cash equivalents	$	162		$	311
Restricted cash and investments		249			118
Accounts receivable, net
Customer		1,868			2,041
Other		529			611
Mark-to-market derivative assets		314			247
Inventories, net
Fossil fuel		175			252
Materials and supplies		481			471
Deferred income taxes		417			102
Other		645			427
Total current assets		4,840			4,580
Property, plant and equipment, net		24,737			24,153
Deferred debits and other assets
Regulatory assets		4,953			5,133
Nuclear decommissioning trust funds		6,511			6,823
Investments		717			731
Goodwill		2,625			2,625
Mark-to-market derivative assets		133			55
Other		1,332			1,261
Total deferred debits and other assets		16,271			16,628
Total assets	$	45,848		$	45,361
Liabilities and shareholders’ equity
Current liabilities
Short-term borrowings	$	631		$	616
Long-term debt due within one year		653			605
Long-term debt to ComEd Transitional Funding Trust and PECO Energy Transition Trust due within one year		624			501
Accounts payable		1,308			1,450
Mark-to-market derivative liabilities		851			234
Accrued expenses		989			1,240
Other		655			983
Total current liabilities		5,711			5,629
Long-term debt		11,251			9,915
Long-term debt to ComEd Transitional Funding Trust and PECO Energy Transition Trust		1,157			1,505
Long-term debt to other financing trusts		391			545
Deferred credits and other liabilities
Deferred income taxes and unamortized investment tax credits		5,177			5,081
Asset retirement obligations		3,821			3,812
Pension obligations		721			777
Non-pension postretirement benefits obligations		1,749			1,717
Spent nuclear fuel obligation		1,004			997
Regulatory liabilities		3,138			3,301
Mark-to-market derivative liabilities		319			298
Other		1,489			1,560
Total deferred credits and other liabilities		17,418			17,543
Total liabilities		35,928			35,137
Preferred securities of subsidiary		87			87
Shareholders’ equity
Common stock		8,630			8,579
Treasury stock, at cost		(2,316	)		(1,838	)
Retained earnings		5,669			4,930
Accumulated other comprehensive loss, net		(2,150	)		(1,534	)
Total shareholders’ equity		9,833			10,137
Total liabilities and shareholders’ equity	$	45,848		$	45,361

4

EXELON CORPORATION

Consolidated Statements of Cash Flows

(unaudited)

(in millions)

	Three Months Ended March 31,
	2008			2007
Cash flows from operating activities
Net income	$	581		$	691
Adjustments to reconcile net income to net cash flows provided by operating activities:
Depreciation, amortization and accretion, including nuclear fuel		552			533
Deferred income taxes and amortization of investment tax credits		51			(75	)
Net realized and unrealized mark-to-market transactions		(104	)		116
Other non-cash operating activities		296			170
Changes in assets and liabilities:
Accounts receivable		181			(295	)
Inventories		70			141
Accounts payable, accrued expenses and other current liabilities		(391	)		(200	)
Counterparty collateral asset		(206	)		(101	)
Counterparty collateral liability		45			(246	)
Income taxes		(5	)		319
Restricted cash		11			—
Pension and non-pension postretirement benefit contributions		(25	)		(20	)
Other assets and liabilities		(338	)		(365	)
Net cash flows provided by operating activities		718			668
Cash flows from investing activities
Capital expenditures		(897	)		(672	)
Proceeds from nuclear decommissioning trust fund sales		5,130			945
Investment in nuclear decommissioning trust funds		(5,195	)		(1,007	)
Proceeds from sale of investments		—			95
Change in restricted cash		(142	)		9
Other investing activities		(1	)		(29	)
Net cash flows used in investing activities		(1,105	)		(659	)
Cash flows from financing activities
Issuance of long-term debt		1,781			460
Retirement of long-term debt		(417	)		(179	)
Retirement of long-term debt to financing affiliates		(381	)		(264	)
Change in short-term debt		15			331
Dividends paid on common stock		(330	)		(296	)
Proceeds from employee stock plans		44			98
Purchase of treasury stock		(436	)		(37	)
Purchase of forward contract in relation to certain treasury stock		(64	)		—
Other financing activities		26			34
Net cash flows provided by financing activities		238			147
(Decrease) increase in cash and cash equivalents		(149	)		156
Cash and cash equivalents at beginning of period		311			224
Cash and cash equivalents at end of period	$	162		$	380

5

EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating Earnings to GAAP Consolidated Statements of Operations

(unaudited)

(in millions, except per share data)

	Three Months Ended March 31, 2008							Three Months Ended March 31, 2007
	GAAP (a)		Adjustments			Adjusted Non-GAAP		GAAP (a)		Adjustments			Adjusted Non-GAAP
Operating revenues	$	4,517	$	73	(b)	$	4,590	$	4,829	$	1	(c)	$	4,830
Operating expenses
Purchased power		1,072		(75)	(c)		997		1,245		(161)	(c)		1,084
Fuel		538		163	(c)		701		770		46	(c)		816
Operating and maintenance		1,193		(4)	(b)		1,189		1,058		(33)	(e)		1,025
Depreciation and amortization		398		—			398		369		—			369
Taxes other than income		193		—			193		196		—			196
Total operating expenses		3,394		84			3,478		3,638		(148)			3,490
Operating income		1,123		(11)			1,112		1,191		149			1,340
Other income and deductions
Interest expense, net		(221)		—			(221)		(213)		2	(e)		(211)
Equity in losses of unconsolidated affiliates and investments		(5)		—			(5)		(26)		24	(e)		(2)
Other, net		(58)		70	(d)		12		63		(35)	(e),(f)		28
Total other income and deductions		(284)		70			(214)		(176)		(9)			(185)
Income from continuing operations before income taxes		839		59			898		1,015		140			1,155
Income taxes		258		20	(b),(c),(d)		278		334		104	(c),(e),(f)		438
Income from continuing operations		581		39			620		681		36			717
Income from discontinued operations		—		—			—		10		(5)	(g)		5
Net income	$	581	$	39		$	620	$	691	$	31		$	722
Earnings per average common share
Basic:
Income from continuing operations	$	0.88	$	0.06		$	0.94	$	1.01	$	0.06		$	1.07
Income from discontinued operations		—		—			—		0.01		(0.01)			—
Net income	$	0.88	$	0.06		$	0.94	$	1.02	$	0.05		$	1.07
Diluted:
Income from continuing operations	$	0.88	$	0.05		$	0.93	$	1.01	$	0.06		$	1.07
Income from discontinued operations		—		—			—		0.01		(0.01)			—
Net income	$	0.88	$	0.05		$	0.93	$	1.02	$	0.05		$	1.07
Average common shares outstanding
Basic		659					659		672					672
Diluted		664					664		677					677
Effect of adjustments on earnings per average diluted common share recorded in accordance with GAAP:
2007 Illinois electric rate settlement (b)			$	0.07						$	—
Mark-to-market impact of economic hedging activities (c)				(0.08)							0.10
Investments in synthetic fuel-producing facilities (d)				—							(0.03)
Unrealized gains and losses related to nuclear decommissioning trust funds (e)				0.06							—
Sale of Generation’s investments in TEG and TEP (f)				—							(0.01)
Settlement of a tax matter at Generation related to Sithe (g)				—							(0.01)
Total adjustments			$	0.05						$	0.05

(a) Results reported in accordance with accounting principles generally accepted in the United States (GAAP).

(b) Adjustment to exclude the impact of the 2007 Illinois electric rate settlement.

(c) Adjustment to exclude the mark-to-market impact of Exelon’s economic hedging activities.

(d) Adjustment to exclude the unrealized gains and losses associated with Generation’s nuclear decommissioning trust (NDT) fund investments.

(e) Adjustment to exclude the financial impact of Exelon’s investments in synthetic fuel-producing facilities, including the impact of mark-to-market gains (losses) associated with the related derivatives.

(f) Adjustment to exclude the gain related to the sale of Generation’s ownership interest in Termoeléctrica del Golfo (TEG) and Termoeléctrica Peñoles (TEP).

(g) Adjustment to exclude the settlement of a tax matter at Generation related to Sithe Energies, Inc. (Sithe) in 2007.

6

EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating Earnings

to GAAP Earnings By Business Segment (in millions)

Three Months Ended March 31, 2008 and 2007

	Exelon Earnings per Diluted Share			Generation			ComEd			PECO			Other			Exelon
2007 GAAP Earnings (Loss)	$	1.02		$	560		$	5		$	128		$	(2	)	$	691
2007 Adjusted (non-GAAP) Operating Earnings (Loss) Adjustments:
Mark-to-Market Impact of Economic Hedging Activities		0.10			69			—			—			—			69
Investments in Synthetic Fuel-Producing Facilities (1)		(0.03	)		—			—			—			(24	)		(24	)
Gain from Sale of Generation’s investments in TEG and TEP		(0.01	)		(9	)		—			—			—			(9	)
Settlement of a Tax Matter at Generation Related to Sithe		(0.01	)		(5	)		—			—			—			(5	)
2007 Adjusted (non-GAAP) Operating Earnings (Loss)		1.07			615			5			128			(26	)		722
Year Over Year Effects on Earnings:
Generation Energy Margins, Excluding Mark-to-Market (2)		(0.06	)		(40	)		—			—			—			(40	)
ComEd and PECO Energy Margins:
Weather		(0.01	)		—			7			(14	)		—			(7	)
Other Energy Delivery (3)		0.07			—			41			8			—			49
PJM Settlement (4)		(0.04	)		(20	)		—			(7	)		—			(27	)
Bad Debt		(0.02	)		—			(4	)		(11	)		—			(15	)
Labor and Contracting (5)		(0.03	)		(8	)		(5	)		(5	)		—			(18	)
Nuclear Plant Development Costs (6)		(0.01	)		(7	)		—			—			—			(7	)
Planned Nuclear Refueling Outages (7)		(0.06	)		(42	)		—			—			—			(42	)
Depreciation and Amortization (8)		(0.03	)		(3	)		(2	)		(15	)		—			(20	)
Realized NDT Losses Related to a Tax Planning Strategy		(0.03	)		(18	)		—			—			—			(18	)
Income Taxes (9)		0.05			20			(4	)		6			16			38
Other (10)		0.01			(8	)		6			7			—			5
Share Differential (11)		0.02			—			—			—			—			—
2008 Adjusted (non-GAAP) Operating Earnings (Loss)		0.93			489			44			97			(10	)		620
2008 Adjusted (non-GAAP) Operating Earnings (Loss) Adjustments:
Mark-to-Market Impact of Economic Hedging Activities		0.08			38			—			—			15			53
2007 Illinois Electric Rate Settlement		(0.07	)		(47	)		(3	)		—			—			(50	)
Unrealized Gains and Losses Related to NDT Fund Investments		(0.06	)		(42	)		—			—			—			(42	)
2008 GAAP Earnings	$	0.88		$	438		$	41		$	97		$	5		$	581

(1) Reflects the financial impact of Exelon’s investments in synthetic fuel-producing facilities, including the impact of mark-to-market gains (losses) associated with the related derivatives.

(2) Primarily reflects lower nuclear output as a result of scheduling more planned refueling outage days in Q1 2008 and an increase in unplanned outage days, partially offset by the contractual increase in prices associated with Generation’s power purchase agreement with PECO in 2007.

(3) Primarily reflects increased transmission revenue as a result of ComEd’s 2007 transmission rate case, which became effective in May 2007 as a result of the impact of the Federal Energy Regulatory Commission (FERC) approved formula rate and higher electric delivery volume at ComEd and PECO (excluding the impact of weather).

(4) Reflects the favorable PJM Interconnection, LLC billing settlement with PPL Electric approved by the FERC in 2007.

(5) Primarily reflects labor-related inflation for the business segments and increased contracting costs at generating facilities.

(6) Reflects the costs associated with the possible construction of a new nuclear plant in Texas.

(7) Reflects increased operating and maintenance expense related to planned nuclear refueling outage costs, excluding Salem.

(8) Primarily reflects increased depreciation and amortization primarily due to increased competitive transition charge amortization at PECO.

(9) Primarily reflects the impact of state income tax anticipated settlements and the effects of changes in income mix.

(10) Primarily reflects post rate freeze period transition expenses at ComEd in 2007 and decreased taxes other than income at ComEd and PECO, partially offset by increased refueling outage costs at Generation for Salem and increased interest expense at ComEd.

(11) Reflects the impact on earnings per share due to a decrease in Exelon’s diluted common shares outstanding.

7

EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating Earnings to

GAAP Consolidated Statements of Operations

(unaudited)

(in millions)

		Generation
	Three Months Ended March 31, 2008									Three Months Ended March 31, 2007
	GAAP (a)			Adjustments			Adjusted Non-GAAP			GAAP (a)			Adjustments			Adjusted Non-GAAP
Operating revenues	$	2,482			$73	(b)	$	2,555		$	2,703		$	—		$	2,703
Operating expenses
Purchased power		564			(100	)(c)		464			594			(161	)(c)		433
Fuel		271			163	(c)		434			471			46	(c)		517
Operating and maintenance		785			—			785			639			—			639
Depreciation and amortization		70			—			70			67			—			67
Taxes other than income		53			—			53			41			—			41
Total operating expenses		1,743			63			1,806			1,812			(115	)		1,697
Operating income		739			10			749			891			115			1,006
Other income and deductions
Interest expense, net		(36	)		—			(36	)		(35	)		—			(35	)
Equity in earnings of investments		—			—			—			2			—			2
Other, net		(64	)		70	(d)		6			32			(15	)(e)		17
Total other income and deductions		(100	)		70			(30	)		(1	)		(15	)		(16	)
Income before income taxes		639			80			719			890			100			990
Income taxes		200			29	(b),(c),(d)		229			335			40	(c),(e)		375
Income from continuing operations		439			51			490			555			60			615
Income (loss) from discontinued operations		(1	)		—			(1	)		5			(5	)(f)		—
Net income	$	438		$	51		$	489		$	560		$	55		$	615

(a) Results reported in accordance with GAAP.

(b) Adjustment to exclude the impact of the 2007 Illinois electric rate settlement.

(c) Adjustment to exclude the mark-to-market impact of Generation’s economic hedging activities.

(d) Adjustment to exclude unrealized gains and losses associated with Generation’s NDT fund investments.

(e) Reflects the increase in the gain related to the first quarter 2007 sale of Generation’s ownership interest in TEG and TEP.

(f) Adjustment to exclude the settlement of a tax matter at Generation related to Sithe.

8

EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating Earnings to

GAAP Consolidated Statements of Operations

(unaudited)

(in millions)

		ComEd
	Three Months Ended March 31, 2008									Three Months Ended March 31, 2007
	GAAP (a)			Adjustments			Adjusted Non-GAAP			GAAP (a)			Adjustments		Adjusted Non-GAAP
Operating revenues	$	1,440		$	—		$	1,440		$	1,490		$	—	$	1,490
Operating expenses
Purchased power		841			—			841			968			—		968
Operating and maintenance		249			(4	)(b)		245			244			—		244
Depreciation and amortization		111			—			111			107			—		107
Taxes other than income		69			—			69			80			—		80
Total operating expenses		1,270			(4	)		1,266			1,399			—		1,399
Operating income		170			4			174			91			—		91
Other income and deductions
Interest expense, net		(105	)		—			(105	)		(83	)		—		(83	)
Equity in losses of unconsolidated affiliates		(2	)		—			(2	)		(2	)		—		(2	)
Other, net		4			—			4			2			—		2
Total other income and deductions		(103	)		—			(103	)		(83	)		—		(83	)
Income before income taxes		67			4			71			8			—		8
Income taxes		26			1	(b)		27			3			—		3
Net income	$	41		$	3		$	44		$	5		$	—	$	5

(a) Results reported in accordance with GAAP.

(b) Adjustment to exclude the impact of the 2007 Illinois electric rate settlement.

9

EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating Earnings to

GAAP Consolidated Statements of Operations

(unaudited)

(in millions)

		PECO
	Three Months Ended March 31, 2008								Three Months Ended March 31, 2007
	GAAP (a)			Adjustments		Adjusted Non-GAAP			GAAP (a)			Adjustments		Adjusted Non-GAAP
Operating revenues	$	1,476		$	—	$	1,476		$	1,500		$	—	$	1,500
Operating expenses
Purchased power		572			—		572			544			—		544
Fuel		267			—		267			299					299
Operating and maintenance		168			—		168			148			—		148
Depreciation and amortization		205			—		205			185			—		185
Taxes other than income		66			—		66			71			—		71
Total operating expenses		1,278			—		1,278			1,247			—		1,247
Operating income		198			—		198			253			—		253
Other income and deductions
Interest expense, net		(59	)		—		(59	)		(62	)		—		(62	)
Equity in losses of unconsolidated affiliates		(3	)		—		(3	)		(2	)		—		(2	)
Other, net		4			—		4			5			—		5
Total other income and deductions		(58	)		—		(58	)		(59	)		—		(59	)
Income before income taxes		140			—		140			194			—		194
Income taxes		43			—		43			66			—		66
Net income	$	97		$	—	$	97		$	128		$	—	$	128

(a) Results reported in accordance with GAAP.

10

EXELON CORPORATION

Reconciliation of Adjusted (non-GAAP) Operating Earnings to

GAAP Consolidated Statements of Operations

(unaudited)

(in millions)

		Other
	Three Months Ended March 31, 2008									Three Months Ended March 31, 2007
	GAAP (a)			Adjustments			Adjusted Non-GAAP			GAAP (a)			Adjustments			Adjusted Non-GAAP
Operating revenues	$	(881	)	$	—		$	(881	)	$	(864	)	$	—		$	(864	)
Operating expenses
Purchased power		(905	)		25	(b)		(880	)		(861	)		—			(861	)
Operating and maintenance		(9	)		—			(9	)		27			(33	)(c)		(6	)
Depreciation and amortization		12			—			12			10			—			10
Taxes other than income		5			—			5			4			—			4
Total operating expenses		(897	)		25			(872	)		(820	)		(33	)		(853	)
Operating income (loss)		16			(25	)		(9	)		(44	)		33			(11	)
Other income and deductions
Interest expense, net		(21	)		—			(21	)		(33	)		2	(c)		(31	)
Equity in losses of unconsolidated affiliates and investments		—			—			—			(24	)		24	(c)		—
Other, net		(2	)		—			(2	)		24			(20	)(c)		4
Total other income and deductions		(23	)		—			(23	)		(33	)		6			(27	)
Loss from continuing operations before income taxes		(7	)		(25	)		(32	)		(77	)		39			(38	)
Income taxes		(11	)		(10	)(b)		(21	)		(70	)		63	(c)		(7	)
Income (loss) from continuing operations		4			(15	)		(11	)		(7	)		(24	)		(31	)
Income from discontinued operations		1			—			1			5			—			5
Net income (loss)	$	5		$	(15	)	$	(10	)	$	(2	)	$	(24	)	$	(26	)

(a) Results reported in accordance with GAAP.

(b) Adjustment to exclude the mark-to-market impact of Exelon’s economic hedging activities.

(c) Adjustment to exclude the financial impact of Exelon’s investments in synthetic fuel-producing facilities, including the impact of mark-to-market gains (losses) associated with the related derivatives.

11

EXELON CORPORATION

Exelon Generation Statistics

	Three Months Ended
	March 31, 2008		December 31, 2007		September 30, 2007		June 30, 2007		March 31, 2007
Supply (in GWhs)
Nuclear		32,935		34,296		36,356		34,350		35,357
Purchased Power - Generation		5,827		9,068		11,689		8,579		8,683
Fossil and Hydro		2,812		2,350		3,067		2,859		2,994
Power Team Supply		41,574		45,714		51,112		45,788		47,034
	Three Months Ended
	March 31, 2008		December 31, 2007		September 30, 2007		June 30, 2007		March 31, 2007
Electric Sales (in GWhs)
ComEd		6,092		5,362		6,628		5,146		5,926
PECO		10,112		9,957		11,374		9,732		10,279
Market and Retail		25,370		30,395		33,110		30,910		30,829
Total Electric Sales (a) (b)		41,574		45,714		51,112		45,788		47,034
Average Margin ($/MWh)
Average Realized Revenue
ComEd	$	63.20	$	63.22	$	64.57	$	64.13	$	64.12
PECO		48.75		49.31		51.96		51.07		46.70
Market and Retail		57.19		54.81		56.00		54.38		53.07
Total Electric Sales		56.02		54.60		56.21		54.77		53.07
Average Purchased Power and Fuel Cost (c) (d)	$	17.25	$	18.90	$	23.61	$	18.80	$	16.46
Average Margin (d)	$	38.77	$	35.70	$	32.60	$	35.97	$	36.61
Around-the-clock Market Prices ($/MWh) (e)
PJM West Hub	$	68.53	$	58.68	$	63.34	$	57.61	$	59.82
NiHub		53.35		45.92		47.02		44.39		44.80

(a) Excludes retail gas sales, trading portfolio and other operating revenue.

(b) Total sales do not include trading volume of 1,862 GWhs, 4,780 GWhs, 5,667 GWhs, 4,775 GWhs and 5,101 GWhs for the three months ended March 31, 2008, December 31, 2007, September 30, 2007, June 30, 2007 and March 31, 2007, respectively.

(c) Excludes the net impact of the $119 million pre-tax loss associated with Generation’s tolling agreement with Georgia Power related to the contract with Tenaska and costs associated with the termination of the State Line PPA during the three months ended December 31, 2007.

(d) Excludes the mark-to-market impact of Generation’s economic hedging activities.

(e) Represents the average for the quarter.

12

EXELON CORPORATION

ComEd Statistics

Three Months Ended March 31, 2008 and 2007

	Electric Deliveries (in GWhs)						Revenue (in millions)
	2008		2007		% Change		2008			2007			% Change
Full Service (a)
Residential	7,288		7,089		2.8	%	$	761		$	727		4.7	%
Small Commercial & Industrial	3,801		4,611		(17.6	%)		362			437		(17.2	%)
Large Commercial & Industrial	311		737		(57.8	%)		25			63		(60.3	%)
Public Authorities	180		183		(1.6	%)		16			17		(5.9	%)
Total Full Service	11,580		12,620		(8.2	%)		1,164			1,244		(6.4	%)
Delivery Only (b)
Residential	(c	)	(c	)				(c	)		(c	)
Small Commercial & Industrial	4,575		3,495		30.9	%		64			49		30.6	%
Large Commercial & Industrial	6,924		6,423		7.8	%		66			63		4.8	%
Public Authorities & Electric Railroads	167		153		9.2	%		1			1		0.0	%
Total Delivery Only	11,666		10,071		15.8	%		131			113		15.9	%
Total Retail	23,246		22,691		2.4	%		1,295			1,357		(4.6	%)
Other Revenue (d)								145			133		9.0	%
Total Revenues							$	1,440		$	1,490		(3.4	%)
Purchased Power							$	841		$	968		(13.1	%)

Heating and Cooling Degree-Days	2008	2007	Normal
Heating Degree-Days	3,418	3,148	3,208
Cooling Degree-Days	—	6	—

(a) Full service reflects deliveries to customers taking electric service under tariff rates which include the cost of electricity and the cost of the transmission and distribution of the electricity.

(b) Delivery only service reflects customers electing to receive electricity from a competitive electric generation supplier. Revenue from customers choosing a competitive electric generation supplier includes a distribution charge.

(c) All ComEd customers have the choice to purchase electricity from a competitive electric generation supplier. This choice does not impact the volume of deliveries, but affects revenue collected from customers related to supplied electricity and generation service. As of March 31, 2008, four competitive electric generation suppliers had been granted approval to serve residential customers in the ComEd service territory. Beginning in April 2008, one competitive electric generation supplier began supplying electricity to residential customers.

(d) Other revenue includes transmission revenue from PJM, sales to municipalities, other wholesale energy sales and economic hedge derivative contracts.

13

EXELON CORPORATION

PECO Statistics

Three Months Ended March 31, 2008 and 2007

	Electric and Gas Deliveries				Revenue (in millions)
	2008	2007	% Change		2008		2007		% Change
Electric (in GWhs)
Full Service (a)
Residential	3,407	3,414	(0.2	%)	$	452	$	449	0.7	%
Small Commercial & Industrial	2,040	2,069	(1.4	%)		240		239	0.4	%
Large Commercial & Industrial	3,933	3,907	0.7	%		339		329	3.0	%
Public Authorities & Electric Railroads	234	232	0.9	%		22		22	0.0	%
Total Full Service	9,614	9,622	(0.1	%)		1,053		1,039	1.3	%
Delivery Only (b)
Residential	8	12	(33.3	%)		1		1	0.0	%
Small Commercial & Industrial	124	144	(13.9	%)		6		7	(14.3	%)
Large Commercial & Industrial	2	3	(33.3	%)		—		—	0.0	%
Total Delivery Only	134	159	(15.7	%)		7		8	(12.5	%)
Total Electric Retail	9,748	9,781	(0.3	%)		1,060		1,047	1.2	%
Other Revenue (c)						64		65	(1.5	%)
Total Electric Revenue						1,124		1,112	1.1	%
Gas (in mmcfs)
Retail Sales	26,347	28,968	(9.0	%)		343		366	(6.3	%)
Transportation and Other	8,193	7,049	16.2	%		9		22	(59.1	%)
Total Gas	34,540	36,017	(4.1	%)		352		388	(9.3	%)
Total Electric and Gas Revenues					$	1,476	$	1,500	(1.6	%)
Purchased Power					$	572	$	544	5.1	%
Fuel						267		299	(10.7	%)
Total Purchased Power and Fuel					$	839	$	843	(0.5	%)

Heating and Cooling Degree-Days	2008	2007	Normal
Heating Degree-Days	2,322	2,505	2,510
Cooling Degree-Days	—	—	—

(a) Full service reflects deliveries to customers taking electric service under tariff rates, which include the cost of electricity, the cost of transmission and distribution of the electricity and a CTC.

(b) Delivery only service reflects customers electing to receive electricity from a competitive electric generation supplier. Revenue from customers choosing a competitive electric generation supplier includes a distribution charge and a CTC.

(c) Other revenue includes transmission revenue from PJM, wholesale revenue and other revenues.

14

EX-99.2

Earnings Conference Call

1   Quarter 2008

April 24, 2008

Exhibit 99.2

st

2

Forward-Looking Statements

This presentation includes 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 these forward-looking statements

include

those

discussed

herein

as

well

as

those

discussed

in

(1)

Exelon’s

2007

Annual

Report

on

Form

10-K

in

(a)

ITEM

1A.

Risk

Factors,

(b)

ITEM

7.

Management’s

Discussion

and

Analysis of Financial Condition and Results of Operations and (c) ITEM 8. Financial

Statements and Supplementary Data: Note 19; (2) Exelon’s First Quarter 2008 Quarterly

Report

on

Form

10-Q

in

(a)

Part

II,

Other

Information,

ITEM

1A.

Risk

Factors

and

(b)

Part

I,

Financial Information, ITEM 1. Financial Statements: Note 13; and (3) other factors discussed

in

filings

with

the

Securities

and

Exchange

Commission

by

Exelon

Corporation,

Exelon

Generation Company, LLC, Commonwealth Edison Company, and PECO Energy Company

(Companies).  Readers are cautioned not to place undue reliance on these forward-looking

statements, which apply only as of the date of this presentation.  None of the Companies

undertakes any obligation to publicly release any revision to its forward-looking statements to

reflect events or circumstances after the date of this presentation.

This presentation includes references to adjusted (non-GAAP) operating earnings that exclude

the impact of certain factors. We believe that these adjusted operating earnings are

representative of the underlying operational results of the Companies. Please refer to the

attachments to the earnings release and the appendix to this presentation for a reconciliation of

adjusted (non-GAAP) operating earnings to GAAP earnings.

3

Sustainable Value

•

Continued strong financial and operating performance, and long-

term earnings growth driven by unregulated generation

•

Largest, lowest-cost nuclear fleet in the US, all in competitive

markets

•

Executing regulatory recovery plan to put ComEd on a path toward

appropriate returns and solid credit metrics

•

Managing transition to competitive markets in Pennsylvania

•

Increasingly strong cash flows and investment-grade balance sheet

•

Alignment of and consistency between value return, hedging,

capital structure and capital investment policies

•

Well-positioned to capture growth opportunities consistent with Low

Carbon Energy Strategy

Exelon is uniquely positioned to create sustainable value

4

$0.91

$0.73

$0.19

$0.15

$0.07

$0.01

2007

2008

Exelon Operating EPS

$0.93

Exelon’s decrease in Q1 2008 earnings was driven by lower earnings at Generation, as

expected, and PECO, partially offset by higher earnings at ComEd

HoldCo/Other

ExGen

PECO

ComEd

1st Quarter (Q1)

Refer

to

Earnings

Release

Attachments

for

additional

details

on

Q1

earnings

and

to

the

Appendix

for

a

reconciliation

of

adjusted

(non-GAAP)

operating EPS to GAAP EPS.

$1.02

GAAP EPS

$0.88

$1.07

5

Exelon Generation Operating EPS

Contribution

1Q08

$0.91

$0.73

Key Drivers –

Q1 ’08 vs. Q1 ’07*

Nuclear outages

Realized losses in NDTs

related to

tax planning

2007 PJM settlement

Higher wholesale margins

2008

2007

*Refer to the Earnings Release Attachments for additional details and to the Appendix for a reconciliation of adjusted (non-GAAP)

operating EPS to GAAP EPS

6

Key Drivers –

Q1 ’08 vs. Q1 ’07*

Increased transmission revenues

(2007 Transmission Rate Case)

Weather

Illinois Distribution Tax refund

Interest expense

ComEd Operating EPS Contribution

$0.01

2008

2007

*Refer to the Earnings Release Attachments for additional details and to the Appendix for a reconciliation of adjusted (non-GAAP)

operating EPS to GAAP EPS

$0.07

1Q08

7

ComEd Rate Case Update

Comparison of ComEd’s informational revenue increase of $314 million

to ICC Staff recommendation of $269 million:

(5)

$6,707

$6,753

Rate Base

(3)

344

347

Depreciation and Amortization

$(45)

Difference in Revenue Increase

(6)

652

658

Other O&M Expenses

(8)

331

339

A&G Expenses

$(23)

10.30% ROE /   

45.04% Equity

10.75% ROE /

45.04% Equity

ROE/Cap Structure

Impact on

Revenue

Increase

ICC Staff

Rebuttal

Testimony

(4/10/08)

ComEd

Surrebuttal

Testimony

(4/21/08)

(1)

($ in millions)

(1)

Filed for informational purposes by ComEd and reflects impacts of Staff/ComEd stipulation and certain other positions to which ComEd

will not object. If the Illinois Commerce Commission does not accept the stipulation, ComEd’s requested increase in revenue requirement

would be $345 million.

(Docket No. 07-566)

8

1Q08

PECO Operating EPS Contribution

Key Drivers –

Q1 ’08 vs. Q1 ’07*

Scheduled CTC amortization

Weather

Uncollectible accounts expense

$0.19

$0.15

2008

2007

*Refer to the Earnings Release Attachments for additional details and to the Appendix for a reconciliation of adjusted (non-GAAP)

operating EPS to GAAP EPS

9

2008 Outlook

2008

(1)

$0.55 -

$0.60

$3.15 -

$3.45

$4.00

-

$4.40

$0.35 -

$0.40

2008 EPS Guidance

(1)

Operating

EPS:

$4.00

-

$4.40

GAAP

EPS:

$3.70

-

$4.10

ComEd

PECO

Exelon Generation

HoldCo/Other ~$(0.10)

Exelon

(1)

Operating

Company

ranges

do

not

add

to

Exelon

guidance

of

$4.00

-

$4.40/share

due

to

rounding.

Key Drivers 2007 –

2008

Market conditions

Nuclear volume

Inflationary pressures

PECO CTC amortization

Weather

Load growth

ComEd transmission settlement

ComEd distribution rate case

We are reaffirming FY08 EPS guidance of $4.00 to $4.40 and expect Q2 earnings to be

22% to 25% of full year earnings

10

Appendix

11

Market Price Snapshot

As of March 31, 2008. Source: OTC quotes and electronic trading system. Quotes are daily.

Forward NYMEX Natural Gas

PJM-West and Ni-Hub On-Peak 

Forward Prices

PJM-West On-Peak Implied Heat Rate

Ni-Hub On-Peak Implied Heat Rate

2009

2010

2010

2009

2009 PJM-West

2010 PJM-West

2010 Ni-Hub

2009 Ni-Hub

2009

2010

7.7

8.2

8.7

9.2

9.7

10.2

4/07

5/07

6/07

7/07

8/07

9/07

10/07

11/07

12/07

1/08

2/08

3/08

57

62

67

72

77

82

87

92

4/07

5/07

6/07

7/07

8/07

9/07

10/07

11/07

12/07

1/08

2/08

3/08

8.84

9.04

9.24

9.44

9.64

9.84

10.04

10.24

10.44

4/07

5/07

6/07

7/07

8/07

9/07

10/07

11/07

12/07

1/08

2/08

3/08

7

7.2

7.4

7.6

7.8

8

8.2

8.4

8.6

8.8

4/07

5/07

6/07

7/07

8/07

9/07

10/07

11/07

12/07

1/08

2/08

3/08

12

Market Price Snapshot

2009

2010

2009

2010

As of March 31, 2008. Source: OTC quotes and electronic trading system. Quotes are daily.

2009

2010

Houston Ship Channel Natural Gas

Forward Prices

ERCOT North ATC Forward Prices

ERCOT North ATC v. Houston Ship Channel

Implied Heat Rate

7.1

7.6

8.1

8.6

9.1

9.6

4/07

5/07

6/07

7/07

8/07

9/07

10/07

11/07

12/07

1/08

2/08

3/08

58

60

62

64

66

68

70

72

74

4/07

5/07

6/07

7/07

8/07

9/07

10/07

11/07

12/07

1/08

2/08

3/08

7.5

7.7

7.9

8.1

8.3

8.5

8.7

4/07

5/07

6/07

7/07

8/07

9/07

10/07

11/07

12/07

1/08

2/08

3/08

13

GAAP EPS Reconciliation

$1.02

($0.01)

$0.19

$0.01

$0.83

Q1 2007 GAAP Earnings (Loss) Per Share

$1.07

($0.04)

$0.19

$0.01

$0.91

2007 Adjusted (non-GAAP) Operating Earnings (Loss) Per Share

0.01

-

-

-

0.01

Settlement of a tax matter at Generation related to Sithe

0.01

-

-

-

0.01

Sale of Generation's investments in TEG and TEP

0.03

0.03

-

-

-

Investments in synthetic fuel-producing facilities

(0.10)

-

-

-

(0.10)

Mark-to-market adjustments from economic hedging activities

Exelon

Other

(1)

PECO

(1)

ComEd

(1)

ExGen

(1)

Three

Months

Ended

March

31,

2007

(1)

Amounts shown per Exelon share and represent contributions to Exelon's EPS.

$0.88

$0.00

$0.15

$0.07

$0.66

Q1 2008 GAAP Earnings (Loss) Per Share

$0.93

$(0.02)

$0.15

$0.07

$0.73

2008 Adjusted (non-GAAP) Operating Earnings (Loss) Per Share

(0.07)

-

-

-

(0.07)

2007 Illinois Electric Rate Settlement

0.08

0.02

-

-

0.06

Mark-to-market adjustments from economic hedging activities

(0.06)

-

-

-

(0.06)

Unrealized gains and losses related to nuclear decommissioning trust funds

Exelon

Other

(1)

PECO

(1)

ComEd

(1)

ExGen

(1)

Three

Months

Ended

March

31,

2008