Debt and Credit Agreements (All Registrants)

12 Months Ended

Dec. 31, 2017

Debt Disclosure [Abstract]

Debt and Credit Agreements (All Registrants)

Debt and Credit Agreements (All Registrants)

Short-Term Borrowings

Exelon, ComEd and BGE meet their short-term liquidity requirements primarily through the issuance of commercial paper. Generation and PECO meet their short-term liquidity requirements primarily through the issuance of commercial paper and borrowings from the intercompany money pool. PHI meets its short-term liquidity requirements primarily through the issuance of short-term notes and the Exelon intercompany money pool. Pepco, DPL and ACE meet their short-term liquidity requirements primarily through the issuance of commercial paper and short-term notes. The Registrants may use their respective credit facilities for general corporate purposes, including meeting short-term funding requirements and the issuance of letters of credit.

Commercial Paper

The following table reflects the Registrants' commercial paper programs supported by the revolving credit agreements and bilateral credit agreements at December 31, 2017 and 2016:

	Maximum Program Size at December 31,				Outstanding Commercial Paper at December 31,				Average Interest Rate on Commercial Paper Borrowings for the Year Ended December 31,
Commercial Paper Issuer	2017(a)(b)(c)		2016(a)(b)(c)		2017		2016		2017		2016
Exelon Corporate	$	600	$	600	$	—	$	—	1.16	%	0.70	%
Generation	5,300		5,300		—		620		1.23	%	0.94	%
ComEd	1,000		1,000		—		—		1.24	%	0.77	%
PECO	600		600		—		—		1.13	%	N/A
BGE	600		600		77		45		1.28	%	0.77	%
Pepco	500		500		26		23		1.06	%	0.71	%
DPL	500		500		216		—		1.48	%	0.68	%
ACE	350		350		108		—		1.43	%	0.65	%
Total	$	9,450	$	9,450	$	427	$	688

__________

(a) Excludes $480 million and $500 million in bilateral credit facilities that do not back Generation's commercial paper program at December 31, 2017 and 2016, respectively.

(b) Excludes additional credit facility agreements for Generation, ComEd, PECO, BGE, Pepco, DPL and ACE with aggregate commitments of $49 million, $34 million, $34 million, $5 million, $2 million, $2 million and $2 million, respectively, arranged with minority and community banks located primarily within utilities' service territories. These facilities expire on October 12, 2018. These facilities are solely utilized to issue letters of credit. As of December 31, 2017, letters of credit issued under these facilities totaled $5 million and $2 million for Generation and BGE, respectively.

(c) Pepco, DPL and ACE's revolving credit facility is subject to available borrowing capacity. The borrowing capacity may be increased or decreased during the term of the facility, except that (i) the sum of the borrowing capacity must equal the total amount of the facility, and (ii) the aggregate amount of credit used at any given time by each of Pepco, DPL or ACE may not exceed $900 million or the maximum amount of short-term debt the company is permitted to have outstanding by its regulatory authorities. The total number of the borrowing reallocations may not exceed eight per year during the term of the facility.

In order to maintain their respective commercial paper programs in the amounts indicated above, each Registrant must have credit facilities in place, at least equal to the amount of its commercial paper program. While the amount of outstanding commercial paper does not reduce available capacity under a Registrant’s credit facility, a Registrant does not issue commercial paper in an aggregate amount exceeding the then available capacity under its credit facility.

At December 31, 2017, the Registrants had the following aggregate bank commitments, credit facility borrowings and available capacity under their respective credit facilities:

								Available Capacity at December 31, 2017
Borrower	Facility Type	Aggregate Bank Commitment(a)(b)		Facility Draws		Outstanding Letters of Credit(c)		Actual		To Support Additional Commercial Paper(b)(d)
Exelon Corporate	Syndicated Revolver	$	600	$	—	$	45	$	555	$	555
Generation	Syndicated Revolver	5,300		—		868		4,432		4,432
Generation	Bilaterals	480		—		231		249		—
ComEd	Syndicated Revolver	1,000		—		2		998		998
PECO	Syndicated Revolver	600		—		1		599		599
BGE	Syndicated Revolver	600		—		—		600		523
Pepco	Syndicated Revolver	300		—		—		300		274
DPL	Syndicated Revolver	300		—		—		300		84
ACE	Syndicated Revolver	300		—		—		300		192
Total		$	9,480	$	—	$	1,147	$	8,333	$	7,657

__________

(a) Excludes additional credit facility agreements for Generation, ComEd, PECO, BGE, Pepco, DPL and ACE with aggregate commitments of $49 million, $34 million, $34 million, $5 million, $2 million, $2 million and $2 million, respectively, arranged with minority and community banks located primarily within utilities' service territories. These facilities expire on October 12, 2018. These facilities are solely utilized to issue letters of credit. As of December 31, 2017, letters of credit issued under these facilities totaled $5 million and $2 million for Generation and BGE, respectively.

(b) Pepco, DPL and ACE's revolving credit facility is subject to available borrowing capacity. The borrowing capacity may be increased or decreased during the term of the facility, except that (i) the sum of the borrowing capacity must equal the total amount of the facility, and (ii) the aggregate amount of credit used at any given time by each of Pepco, DPL or ACE may not exceed $900 million or the maximum amount of short-term debt the company is permitted to have outstanding by its regulatory authorities. The total number of the borrowing reallocations may not exceed eight per year during the term of the facility.

(c) Excludes nonrecourse debt letters of credit, see discussion below on Antelope Valley Solar Ranch One and Continental Wind.

(d) Excludes $480 million in bilateral credit facilities that do not back Generation’s commercial paper program.

The following tables present the short-term borrowings activity for Exelon, Generation, ComEd, PECO, BGE, PHI, Pepco, DPL and ACE during 2017, 2016 and 2015.

Exelon
	2017			2016			2015
Average borrowings	$	823		$	1,125		$	499
Maximum borrowings outstanding	2,147			3,076			739
Average interest rates, computed on a daily basis	1.32		%	0.88		%	0.53		%
Average interest rates, at December 31	1.24		%	1.12		%	0.88		%
Generation
	2017			2016			2015
Average borrowings	$	405		$	536		$	1
Maximum borrowings outstanding	1,455			1,735			50
Average interest rates, computed on a daily basis	1.23		%	0.94		%	0.49		%
Average interest rates, at December 31	1.23		%	1.14		%	N/A

ComEd
	2017			2016			2015
Average borrowings	$	200		$	256		$	461
Maximum borrowings outstanding	470			755			684
Average interest rates, computed on a daily basis	1.24		%	0.77		%	0.53		%
Average interest rates, at December 31	1.24		%	N/A			0.89		%
PECO
	2017			2016			2015
Average borrowings	$	2		$	—		$	—
Maximum borrowings outstanding	60			—			—
Average interest rates, computed on a daily basis	1.13		%	N/A			N/A
Average interest rates, at December 31	1.13		%	N/A			N/A
BGE
	2017			2016			2015
Average borrowings	$	54		$	143		$	37
Maximum borrowings outstanding	165			369			210
Average interest rates, computed on a daily basis	1.28		%	0.77		%	0.48		%
Average interest rates, computed at December 31	1.28		%	0.95		%	0.87		%

PHI Corporate
	Successor						Predecessor
	2017			2016			2015
Average borrowings	N/A			$	153		$	444
Maximum borrowings outstanding	N/A			559			784
Average interest rates, computed on a daily basis	N/A			1.03		%	0.90		%
Average interest rates, computed at December 31	N/A			N/A			1.22		%
Pepco
	2017			2016			2015
Average borrowings	$	51		$	4		$	34
Maximum borrowings outstanding	197			73			190
Average interest rates, computed on a daily basis	1.06		%	0.71		%	0.44		%
Average interest rates, computed at December 31	1.06		%	0.90		%	0.68		%
DPL
	2017			2016			2015
Average borrowings	$	40		$	33		$	81
Maximum borrowings outstanding	216			116			179
Average interest rates, computed on a daily basis	1.48		%	0.68		%	0.47		%
Average interest rates, computed at December 31	1.48		%	N/A			0.79		%
ACE
	2017			2016			2015
Average borrowings	$	30		$	—		$	175
Maximum borrowings outstanding	133			5			253
Average interest rates, computed on a daily basis	1.43		%	0.65		%	0.46		%
Average interest rates, computed at December 31	1.43		%	N/A			0.65		%

Short-Term Loan Agreements

On July 30, 2015, PHI entered into a $300 million term loan agreement. The net proceeds of the loan were used to repay PHI's outstanding commercial paper and for general corporate purposes. Pursuant to the loan agreement, loans made thereunder bear interest at a variable rate equal to LIBOR plus 0.95%, and all indebtedness thereunder is unsecured. On April 4, 2016, PHI repaid $300 million of its term loan in full.

On January 13, 2016, PHI entered into a $500 million term loan agreement, which was amended on March 28, 2016. The net proceeds of the loan were used to repay PHI's outstanding commercial paper, and for general corporate purposes. Pursuant to the loan agreement, as amended, loans made thereunder bear interest at a variable rate equal to LIBOR plus 1%, and all indebtedness thereunder is unsecured. On March 23, 2017, the aggregate principal amount of all loans, together with any accrued but unpaid interest due under the loan agreement was fully repaid and the loan terminated.  On March 23, 2017, Exelon Corporate entered into a similar type term loan for $500 million which expires on March 22, 2018.  Pursuant to the loan agreement, loans made thereunder bear interest at a variable rate equal to LIBOR plus 1% and all indebtedness thereunder is unsecured.  The loan agreement is reflected in Exelon’s Consolidated Balance Sheet within Short-Term borrowings.

On February 22, 2016, Generation and EDF entered into separate member revolving promissory notes with CENG to finance short-term working capital needs. The notes are scheduled to mature on January 31, 2017 and bear interest at a variable rate equal to LIBOR plus 1.75%. On July 25, 2016, CENG paid off the outstanding balances under each note.

Credit Agreement

On January 5, 2016, Generation entered into a credit agreement establishing a $150 million bilateral credit facility, scheduled to mature in January of 2019. This facility will solely be utilized by Generation to issue lines of credit. This facility does not back Generation's commercial paper program.

On April 1, 2016, the credit agreement for CENG's $100 million bilateral credit facility was amended to increase the overall facility size to $200 million. This facility is utilized by CENG to fund working capital and capital projects. The facility does not back Generation's commercial paper program.

On May 26, 2016, Exelon Corporate, Generation, ComEd, PECO and BGE entered into amendments to each of their respective syndicated revolving credit facilities, which extended the maturity of each of the facilities to May 26, 2021. Exelon Corporate also increased the size of its facility from $500 million to $600 million. On May 26, 2016, PHI, Pepco, DPL and ACE entered into an amendment to their Second Amended and Restated Credit Agreement dated as of August 1, 2011, which (i) extended the maturity date of the facility to May 26, 2021, (ii) removed PHI as a borrower under the facility, (iii) decreased the size of the facility from $1.5 billion to $900 million and (iv) aligned its financial covenant from debt to capitalization leverage ratio to interest coverage ratio. On May 26, 2017, each of the Registrants' respective syndicated revolving credit facilities had their maturity dates extended to May 26, 2022.

On January 9, 2017, the credit agreement for Generation's $75 million bilateral credit facility was amended and restated to increase the facility size to $100 million and extend the maturity to January 2019. This facility will solely be used by Generation to issue letters of credit.

Borrowings under Exelon Corporate’s, Generation’s, ComEd’s, PECO’s, BGE's, Pepco's, DPL's and ACE's revolving credit agreements bear interest at a rate based upon either the prime rate or a LIBOR-based rate, plus an adder based upon the particular Registrant’s credit rating. The adders for the prime based borrowings and LIBOR-based borrowings are presented in the following table:

	Exelon	Generation	ComEd	PECO	BGE	Pepco	DPL	ACE
Prime based borrowings	27.5	27.5	7.5	0.0	0.0	7.5	7.5	7.5
LIBOR-based borrowings	127.5	127.5	107.5	90.0	100.0	107.5	107.5	107.5

The maximum adders for prime rate borrowings and LIBOR-based rate borrowings are 90 basis points and 165 basis points, respectively. The credit agreements also require the borrower to pay a facility fee based upon the aggregate commitments. The fee varies depending upon the respective credit ratings of the borrower.

Each revolving credit agreement for Exelon, Generation, ComEd, PECO, BGE, Pepco, DPL and ACE requires the affected borrower to maintain a minimum cash from operations to interest expense ratio for the twelve-month period ended on the last day of any quarter. The following table summarizes the minimum thresholds reflected in the credit agreements for the year ended December 31, 2017:

	Exelon	Generation	ComEd	PECO	BGE	Pepco	DPL	ACE
Credit agreement threshold	2.50 to 1	3.00 to 1	2.00 to 1	2.00 to 1	2.00 to 1	2.00 to 1	2.00 to 1	2.00 to 1

At December 31, 2017, the interest coverage ratios at the Registrants were as follows:

	Exelon	Generation	ComEd	PECO	BGE	Pepco	DPL	ACE
Interest coverage ratio	6.34	9.02	11.68	7.99	10.50	6.35	8.69	5.57

An event of default under Exelon, Generation, ComEd, PECO or BGE's indebtedness will not constitute an event of default under any of the others’ credit facilities, except that a bankruptcy or other event of default in the payment of principal, premium or indebtedness in principal amount in excess of $100 million in the aggregate by Generation will constitute an event of default under the Exelon Corporate credit facility. An event of default under Pepco, DPL or ACE's indebtedness will not constitute an event of default with respect to the other PHI Utilities under the PHI Utilities' combined credit facility.

The absence of a material adverse change in Exelon's or PHI’s business, property, results of operations or financial condition is not a condition to the availability of credit under any of the borrowers' credit agreement. None of the credit agreements include any rating triggers.

Variable Rate Demand Bonds

DPL has outstanding obligations in respect of Variable Rate Demand Bonds (VRDB). VRDBs are subject to repayment on the demand of the holders and, for this reason, are accounted for as short-term debt in accordance with GAAP. However, bonds submitted for purchase are remarketed by a remarketing agent on a best efforts basis. PHI expects that any bonds submitted for purchase will be remarketed successfully due to the creditworthiness of the issuer and, as applicable, the credit support, and because the remarketing resets the interest rate to the then-current market rate. The bonds may be converted to a fixed-rate, fixed-term option to establish a maturity which corresponds to the date of final maturity of the bonds. On this basis, PHI views VRDBs as a source of long-term financing. As of December 31, 2017 and December 31, 2016, $79 million and $105 million, respectively, in variable rate demand bonds issued by DPL were outstanding and are included in the Long-term debt due within one year on Exelon's, PHI's and DPL's Consolidated Balance Sheet.

Long-Term Debt

The following tables present the outstanding long-term debt at the Registrants as of December 31, 2017 and 2016:

Exelon

							Maturity Date	December 31,
	Rates							2017			2016
Long-term debt
Rate stabilization bonds				5.82	%		2017	$	—		$	41
First mortgage bonds(a)	1.70	%	-	7.90	%		2018 - 2047	15,197			14,123
Senior unsecured notes	2.45	%	-	7.60	%		2019 - 2046	11,285			11,868
Unsecured notes	2.40	%	-	6.35	%		2021 - 2047	2,600			2,300
Pollution control notes	2.50	%	-	2.70	%		2025 - 2036	435			435
Nuclear fuel procurement contracts	3.15	%	-	3.35	%		2018 - 2020	82			105
Notes payable and other(b)(c)	2.61	%	-	8.88	%		2018 - 2053	405			576
Junior subordinated notes				3.50	%		2022	1,150			1,150
Contract payment - junior subordinated notes				2.50	%		2017	—			19
Long-term software licensing agreement				3.95	%		2024	79			103
Unsecured Tax-Exempt Bonds				5.40	%	—	2031	112			112
Medium-Terms Notes (unsecured)	6.81	%	-	7.72	%	—	2018 - 2027	26			40
Transition bonds	5.05	%	-	5.55	%	—	2020 - 2023	90			124
Nonrecourse debt:
Fixed rates	2.29	%	-	6.00	%		2031 - 2037	1,331			1,400
Variable rates	3.18	%	-	4.00	%		2019 - 2024	865			915
Total long-term debt								33,657			33,311
Unamortized debt discount and premium, net								(57		)	(68		)
Unamortized debt issuance costs								(201		)	(200		)
Fair value adjustment								865			962
Long-term debt due within one year								(2,088		)	(2,430		)
Long-term debt								$	32,176		$	31,575
Long-term debt to financing trusts(d)
Subordinated debentures to ComEd Financing III				6.35	%		2033	$	206		$	206
Subordinated debentures to PECO Trust III				7.38	%		2028	81			81
Subordinated debentures to PECO Trust IV				5.75	%		2033	103			103
Subordinated debentures to BGE Capital Trust II				6.20	%		2043	—			258
Total long-term debt to financing trusts								390			648
Unamortized debt issuance costs								(1		)	(7		)
Long-term debt to financing trusts								$	389		$	641

__________

(a) Substantially all of ComEd’s assets other than expressly excepted property and substantially all of PECO’s, Pepco's, DPL's and ACE's assets are subject to the liens of their respective mortgage indentures.

(b) Includes capital lease obligations of $53 million and $69 million at December 31, 2017 and 2016, respectively. Lease payments of $18 million, $20 million, $5 million, $1 million, $1 million and $8 million will be made in 2018, 2019, 2020, 2021, 2022 and thereafter, respectively.

(c) Includes financing related to Albany Green Energy, LLC (AGE). During the third quarter of 2017, Generation retired $228 million of its outstanding debt balance. As of December 31, 2016, $198 million was outstanding.

(d) Amounts owed to these financing trusts are recorded as Long-term debt to financing trusts within Exelon’s Consolidated Balance Sheets.

Generation

						Maturity Date	December 31,
	Rates						2017			2016
Long-term debt
Senior unsecured notes	2.95	%	-	7.60	%	2019 - 2042	$	6,019		$	5,971
Pollution control notes	2.50	%	-	2.70	%	2025 - 2036	435			435
Nuclear fuel procurement contracts	3.15	%	-	3.35	%	2018 - 2020	82			105
Notes payable and other(a)(b)	2.61	%	-	8.88	%	2018 - 2019	223			382
Nonrecourse debt:
Fixed rates	2.29	%	-	6.00	%	2031 - 2037	1,331			1,400
Variable rates	3.18	%	-	4.00	%	2019 - 2024	865			915
Total long-term debt							8,955			9,208
Unamortized debt discount and premium, net							(8		)	(17		)
Unamortized debt issuance costs							(60		)	(65		)
Fair value adjustment							103			115
Long-term debt due within one year							(346		)	(1,117		)
Long-term debt							$	8,644		$	8,124

__________

(a) Includes Generation’s capital lease obligations of $18 million and $22 million at December 31, 2017 and 2016, respectively. Generation will make lease payments of $5 million, $6 million, $5 million, $1 million and $1 million in 2018, 2019, 2020, 2021 and 2022 respectively. The capital lease matures in 2022.

(b) Includes financing related to Albany Green Energy, LLC (AGE). During the third quarter of 2017, Generation retired $228 million of its outstanding debt balance. As of December 31, 2016, $198 million was outstanding.

ComEd

						Maturity Date	December 31,
	Rates						2017			2016
Long-term debt
First mortgage bonds(a)	2.15	%	-	6.45	%	2018 - 2047	$	7,529		$	6,954
Notes payable and other(b)	6.95	%	-	7.49	%	2018 - 2053	147			147
Total long-term debt							7,676			7,101
Unamortized debt discount and premium, net							(23		)	(22		)
Unamortized debt issuance costs							(52		)	(46		)
Long-term debt due within one year							(840		)	(425		)
Long-term debt							$	6,761		$	6,608
Long-term debt to financing trust(c)
Subordinated debentures to ComEd Financing III				6.35	%	2033	$	206		$	206
Total long-term debt to financing trusts							206			206
Unamortized debt issuance costs							(1		)	(1		)
Long-term debt to financing trusts							$	205		$	205

__________

(a) Substantially all of ComEd’s assets, other than expressly excepted property, are subject to the lien of its mortgage indenture.

(b) Includes ComEd’s capital lease obligations of $8 million at both December 31, 2017 and 2016, respectively. Lease payments of less than $1 million annually will be made from 2018 through expiration at 2053.

(c) Amount owed to this financing trust is recorded as Long-term debt to financing trust within ComEd’s Consolidated Balance Sheets.

PECO

						Maturity Date	December 31,
	Rates						2017			2016
Long-term debt
First mortgage bonds(a)	1.70	%	-	5.95	%	2018 - 2047	$	2,925		$	2,600
Total long-term debt							2,925			2,600
Unamortized debt discount and premium, net							(5		)	(5		)
Unamortized debt issuance costs							(17		)	(15		)
Long-term debt due within one year							(500		)	—
Long-term debt							$	2,403		$	2,580
Long-term debt to financing trusts(b)
Subordinated debentures to PECO Trust III				7.38	%	2028	$	81		$	81
Subordinated debentures to PECO Trust IV				5.75	%	2033	103			103
Long-term debt to financing trusts							$	184		$	184

__________

(a) Substantially all of PECO’s assets are subject to the lien of its mortgage indenture.

(b) Amounts owed to this financing trust are recorded as Long-term debt to financing trusts within PECO’s Consolidated Balance Sheets.

BGE

						Maturity Date	December 31,
	Rates						2017			2016
Long-term debt
Rate stabilization bonds				5.82	%	2017	$	—		$	41
Unsecured notes	2.40	%	-	6.35	%	2021 - 2047	2,600			2,300
Total long-term debt							2,600			2,341
Unamortized debt discount and premium, net							(6		)	(4		)
Unamortized debt issuance costs							(17		)	(15		)
Long-term debt due within one year							—			(41		)
Long-term debt							$	2,577		$	2,281
Long-term debt to financing trusts(a)
Subordinated debentures to BGE Capital Trust II				6.20	%	2043	$	—		$	258
Total long-term debt to financing trusts							—			258
Unamortized debt issuance costs							—			(6		)
Long-term debt to financing trusts							$	—		$	252

__________

(a) Amounts owed to this financing trust are recorded as Long-term debt to financing trusts within BGE’s Consolidated Balance Sheets. On August 28, 2017, BGE redeemed all of the outstanding shares of BGE Capital Trust II 6.20% Preferred Securities (“Securities”), pursuant to the optional redemption provisions of the Indenture under which the Securities were issued. The redemption price per share was $25.19, which equaled the stated value per share plus accrued and unpaid dividends to, but excluding, the redemption date. No dividends on the Securities redeemed were accrued on or after the redemption date, nor did any interest accrue on amounts held to pay the redemption price.

PHI

							Successor
						Maturity Date	December 31,
	Rates						2017			2016
Long-term debt
First mortgage bonds(a)	3.05	%	-	7.90	%	2018 - 2045	$	4,743		$	4,569
Senior unsecured notes				7.45	%	2017 - 2032	185			266
Unsecured Tax-Exempt Bonds				5.40	%	2031	112			112
Medium-Terms Notes (unsecured)	6.81	%	-	7.72	%	2018 - 2027	26			40
Transition bonds(b)	5.05	%	-	5.55	%	2020 - 2023	90			124
Notes payable and other (c)	6.20	%	-	8.88	%	2018 - 2022	33			46
Total long-term debt							5,189			5,157
Unamortized debt discount and premium, net							5			1
Unamortized debt issuance costs							(6		)	(2		)
Fair value adjustment							686			742
Long-term debt due within one year							(396		)	(253		)
Long-term debt							$	5,478		$	5,645

__________

(a) Substantially all of Pepco's, DPL's, and ACE's assets are subject to the lien of its respective mortgage indenture.

(b) Transition bonds are recorded as part of Long-term debt within ACE's Consolidated Balance Sheets.

(c) Includes Pepco's capital lease obligations of $27 million and $39 million at December 31, 2017 and 2016, respectively.

Pepco

						Maturity Date	December 31,
	Rates						2017			2016
Long-term debt
First mortgage bonds(a)	3.05	%	-	7.90	%	2022 - 2043	$	2,535		$	2,335
Notes payable and other(b)	6.20	%	-	8.88	%	2018 - 2022	35			46
Total long-term debt							2,570			2,381
Unamortized debt discount and premium, net							2			(2		)
Unamortized debt issuance costs							(32		)	(30		)
Long-term debt due within one year							(19		)	(16		)
Long-term debt							$	2,521		$	2,333

__________

(a) Substantially all of Pepco's assets are subject to the lien of its respective mortgage indenture.

(b) Includes capital lease obligations of $27 million and $39 million at December 31, 2017 and 2016, respectively. Lease payments of $13 million and $14 million will be made in 2018 and 2019, respectively.

DPL

						Maturity Date	December 31,
	Rates						2017			2016
Long-term debt
First mortgage bonds(a)	3.50	%	-	4.15	%	2023 - 2045	$	1,171		$	1,196
Unsecured Tax-Exempt Bonds				5.40	%	2024 - 2031	112			112
Medium-Terms Notes (unsecured)	6.81	%	-	7.72	%	2018 - 2027	26			40
Total long-term debt							1,309			1,348
Unamortized debt discount and premium, net							2			2
Unamortized debt issuance costs							(11		)	(10		)
Long-term debt due within one year							(83		)	(119		)
Long-term debt							$	1,217		$	1,221

__________

(a) Substantially all of DPL's assets are subject to the lien of its respective mortgage indenture.

ACE

						Maturity Date	December 31,
	Rates						2017			2016
Long-term debt
First mortgage bonds(a)	3.38	%	-	7.75	%	2018 - 2036	$	1,037		$	1,038
Transition bonds(b)	5.05	%	-	5.55	%	2020 - 2023	90			124
Total long-term debt							1,127			1,162
Unamortized debt discount and premium, net							(1		)	(1		)
Unamortized debt issuance costs							(5		)	(6		)
Long-term debt due within one year							(281		)	(35		)
Long-term debt							$	840		$	1,120

__________

(a) Substantially all of ACE's assets are subject to the lien of its respective mortgage indenture.

(b) Maturities of ACE's Transition Bonds outstanding at December 31, 2017 are $31 million in 2018, $18 million in 2019, $20 million in 2020 and $21 million in 2021.

Long-term debt maturities at Exelon, Generation, ComEd, PECO, BGE, PHI, Pepco, DPL and ACE in the periods 2018 through 2022 and thereafter are as follows:

Year	Exelon			Generation		ComEd			PECO			BGE		PHI		Pepco		DPL		ACE
2018	$	2,075		$	346	$	840		$	500		$	—	$	383	$	19	$	83	$	281
2019	959			615		300			—			—		44		14		12		18
2020	3,564			2,144		500			—			—		20		—		—		20
2021	1,513			1		350			300			300		262		2		—		260
2022	3,084			1,024		—			350			250		310		310		—		—
Thereafter	22,852		(a)	4,825		5,892		(b)	1,959		(c)	2,050		4,170		2,225		1,214		548
Total	$	34,047		$	8,955	$	7,882		$	3,109		$	2,600	$	5,189	$	2,570	$	1,309	$	1,127

__________

(a) Includes $390 million due to ComEd and PECO financing trusts.

(b) Includes $206 million due to ComEd financing trust.

(c) Includes $184 million due to PECO financing trusts.

Junior Subordinated Notes

In June 2014, Exelon issued $1.15 billion of junior subordinated notes in the form of 23 million equity units at a stated amount of $50.00 per unit. Each equity unit represented an undivided beneficial ownership interest in Exelon’s $1.15 billion of 2.50% junior subordinated notes due in 2024 (“2024 notes”) and a forward equity purchase contract.   As contemplated in the June 2014 equity unit structure, in April 2017, Exelon completed the remarketing of the 2024 notes into $1.15 billion of 3.497% junior subordinated notes due in 2022 (“Remarketing”).  Exelon conducted the Remarketing on behalf of the holders of equity units and did not directly receive any proceeds therefrom. Instead, the former holders of the 2024 notes used debt remarketing proceeds towards settling the forward equity purchase contract with Exelon on June 1, 2017. Exelon issued approximately 33 million shares of common stock from treasury stock and received $1.15 billion upon settlement of the forward equity purchase contract. When reissuing treasury stock Exelon uses the average price paid to repurchase shares to calculate a gain or loss on issuance and records gains or losses directly to retained earnings. A loss on reissuance of treasury shares of $1.05 billion was recorded to retained earnings as of December 31, 2017. See Note 21 — Earnings Per Share for further information on the issuance of common stock.

Nonrecourse Debt

Exelon and Generation have issued nonrecourse debt financing, in which approximately $3 billion of generating assets have been pledged as collateral at December 31, 2017. Borrowings under these agreements are secured by the assets and equity of each respective project. The lenders do not have recourse against Exelon or Generation in the event of a default. If a specific project financing entity does not maintain compliance with its specific nonrecourse debt financing covenants, there could be a requirement to accelerate repayment of the associated debt or other borrowings earlier than the stated maturity dates. In these instances, if such repayment was not satisfied, the lenders or security holders would generally have rights to foreclose against the project-specific assets and related collateral. The potential requirement to satisfy its associated debt or other borrowings earlier than otherwise anticipated could lead to impairments due to a higher likelihood of disposing of the respective project-specific assets significantly before the end of their useful lives.

Denver Airport. In June 2011, Generation entered into a 20-year, $7 million solar loan agreement to finance a solar construction project in Denver, Colorado. The agreement is scheduled to mature on June 30, 2031. The agreement bears interest at a fixed rate of 5.50% annually with interest payable annually. As of December 31, 2017, $6 million was outstanding.

CEU Upstream. In July 2011, CEU Holdings, LLC, a wholly owned subsidiary of Generation, entered into a 5-year reserve based lending agreement (RBL) associated with certain Upstream oil and gas properties. The lenders do not have recourse against Exelon or Generation in the event of default pursuant to the RBL. Borrowings under this arrangement are secured by the assets and equity of CEU Holdings.

In December 2016, substantially all of the Upstream natural gas and oil exploration and production assets were sold for $37 million. The proceeds were used to reduce the debt balance by $31 million. The remaining proceeds of $6 million were being held in escrow. In addition, during 2016, $15 million of the debt was repaid using CEU Holding’s cash, resulting in an outstanding debt balance of $22 million at December 31, 2016. During 2017, additional assets were sold for $1 million and the remaining $6 million in escrow was released and applied to the debt balance resulting in an outstanding amount of $15 million at December 31, 2017. Upon final resolution, CEU Holdings will be released of its obligations regardless of the amount of asset sale proceeds received. The ultimate resolution of this matter has no direct effect on any Exelon or Generation credit facilities or other debt of an Exelon entity. At December 31, 2017, the outstanding debt balance of $15 million was classified within Long term debt due within one year on Exelon’s and Generation’s Consolidated Balance Sheets. See Note 4 — Mergers, Acquisitions and Dispositions and Note 7 — Impairment of Long-Lived Assets and Intangibles for additional information.

Holyoke Solar Cooperative. In October 2011, Generation entered into a 20-year, $11 million solar loan agreement related to a solar construction project in Holyoke, Massachusetts. The agreement is scheduled to mature on December 2031. The agreement bears interest at a fixed rate of 5.25% annually with interest payable monthly. As of December 31, 2017, $9 million was outstanding.

Antelope Valley Solar Ranch One.    In December 2011, the DOE Loan Programs Office issued a guarantee for up to $646 million for a nonrecourse loan from the Federal Financing Bank to support the financing of the construction of the Antelope Valley facility. The project became fully operational in the first half of 2014. The loan will mature on January 5, 2037. Interest rates on the loan were fixed upon each advance at a spread of 37.5 basis points above U.S. Treasuries of comparable maturity. The advances were completed as of December 31, 2015 and the outstanding loan balance will bear interest at an average blended interest rate of 2.82%. As of December 31, 2017, $530 million was outstanding. In addition, Generation has issued letters of credit to support its equity investment in the project. As of December 31, 2017, Generation had $105 million in letters of credit outstanding related to the project.

Continental Wind.    In September 2013, Continental Wind, LLC (Continental Wind), an indirect subsidiary of Exelon and Generation, completed the issuance and sale of $613 million senior secured notes. Continental Wind owns and operates a portfolio of wind farms in Idaho, Kansas, Michigan, Oregon, New Mexico and Texas with a total net capacity of 667MW. The net proceeds were distributed to Generation for its general business purposes. The notes are scheduled to mature on February 28, 2033. The notes bear interest at a fixed rate of 6.00% with interest payable semi-annually. As of December 31, 2017, $512 million was outstanding.

In addition, Continental Wind entered into a $131 million letter of credit facility and $10 million working capital revolver facility. Continental Wind has issued letters of credit to satisfy certain of its credit support and security obligations. As of December 31, 2017, the Continental Wind letter of credit facility had $114 million in letters of credit outstanding related to the project.

ExGen Texas Power.    In September 2014, EGTP, an indirect subsidiary of Exelon and Generation, issued $675 million aggregate principal amount of a nonrecourse senior secured term loan. The net proceeds were distributed to Generation for general business purposes. The loan was scheduled to mature on September 18, 2021. In addition to the financing, EGTP entered into various interest rate swaps with an initial notional amount of approximately $505 million at an interest rate of 2.34% to hedge a portion of the interest rate exposure in connection with this financing, as required by the debt covenants.

On May 2, 2017, as a result of the negative impacts of certain market conditions and the seasonality of its cash flows, EGTP entered into a consent agreement with its lenders, which permitted EGTP to draw on its revolving credit facility and initiate an orderly sales process of its assets. On November 7, 2017, the debtors filed voluntary petitions for relief under Chapter 11 of Title 11 of the United States Code in the United States Bankruptcy Court for the District of Delaware. As a result, Exelon and Generation deconsolidated the nonrecourse senior secured term loan, the revolving credit facility, and the interest rate swaps from their consolidated financial statements as of December 31, 2017. Due to their nonrecourse nature, these borrowings are secured solely by the assets of EGTP and its subsidiaries.

Renewable Power Generation.    In March 2016, RPG, an indirect subsidiary of Exelon and Generation, issued $150 million aggregate principal amount of a nonrecourse senior secured notes.  The net proceeds were distributed to Generation for paydown of long term debt obligations at Sacramento PV Energy and Constellation Solar Horizons and for general business purposes.  The loan is scheduled to mature on March 31, 2035.  The term loan bears interest at a fixed rate of 4.11% payable semi-annually.  As of December 31, 2017, $127 million was outstanding.

SolGen.    In September 2016, SolGen, LLC (SolGen), an indirect subsidiary of Exelon and Generation, issued $150 million aggregate principal amount of a nonrecourse senior secured notes.  The net proceeds were distributed to Generation for general business purposes.  The loan is scheduled to mature on September 30, 2036.  The term loan bears interest at a fixed rate of 3.93% payable semi-annually.  As of December 31, 2017, $147 million was outstanding.

ExGen Renewables IV.    In November 2017, EGR IV, an indirect subsidiary of Exelon and Generation, entered into an $850 million nonrecourse senior secured term loan credit facility agreement. The net proceeds of $785 million, after the initial funding of $50 million for debt service and liquidity reserves as well as deductions for original discount and estimated costs, fees and expenses incurred in connection with the execution and delivery of the credit facility agreement, were distributed to Generation for general corporate purposes. The $50 million of debt service and liquidity reserves was treated as restricted cash on Exelon’s and Generation’s Consolidated Balance Sheets and Consolidated Statements of Cash Flows. The loan is scheduled to mature on November 28, 2024. The term loan bears interest at a variable rate equal to LIBOR + 3%, subject to a 1% LIBOR floor with interest payable quarterly. As of December 31, 2017, $850 million was outstanding. In addition to the financing, EGR IV entered into interest rate swaps with an initial notional amount of $636 million at an interest rate of 2.32% to manage a portion of the interest rate exposure in connection with the financing.