(Exelon, Generation, ComEd, PECO and BGE)

As of December 31, 2015, Exelon sponsored defined benefit pension plans and other postretirement benefit plans for essentially all Generation, ComEd, PECO, BGE and BSC employees. The table below shows the pension and other postretirement benefit plans in which employees of each operating company participated at December 31, 2015.



	Operating Company^(d)
Name of Plan:	Generation	ComEd	PECO	BGE	BSC
Qualified Pension Plans:
Exelon Corporation Retirement Program^(a)	X	X	X	X	X
Exelon Corporation Cash Balance Pension Plan^(a)	X	X	X	X	X
Exelon Corporation Pension Plan for Bargaining Unit Employees^(a)	X	X			X
Exelon New England Union Employees Pension Plan^(a)	X
Exelon Employee Pension Plan for Clinton, TMI and Oyster Creek^(a)	X	X	X		X
Pension Plan of Constellation Energy Group, Inc.^(b)	X	X	X	X	X
Pension Plan of Constellation Energy Nuclear Group, LLC^(c)	X			X	X
Nine Mile Point Pension Plan^(c)	X				X
Constellation Mystic Power, LLC Union Employees Pension Plan Including Plan A and Plan B^(b)	X
Non-Qualified Pension Plans:
Exelon Corporation Supplemental Pension Benefit Plan and 2000 Excess Benefit Plan^(a)	X	X	X		X
Exelon Corporation Supplemental Management Retirement Plan^(a)	X	X	X	X	X
Constellation Energy Group, Inc. Senior Executive Supplemental Plan^(b)	X			X	X
Constellation Energy Group, Inc. Supplemental Pension Plan^(b)	X			X	X
Constellation Energy Group, Inc. Benefits Restoration Plan^(b)	X	X		X	X
Constellation Nuclear Plan, LLC Executive Retirement Plan^(c)	X				X
Constellation Energy Nuclear Plan, LLC Benefits Restoration Plan^(c)	X				X
Baltimore Gas & Electric Company Executive Benefit Plan^(b)	X			X	X
Baltimore Gas & Electric Company Manager Benefit Plan^(b)	X	X		X	X



	Operating Company^(d)
Name of Plan:	Generation	ComEd	PECO	BGE	BSC
Other Postretirement Benefit Plans:
PECO Energy Company Retiree Medical Plan^(a)	X	X	X	X	X
Exelon Corporation Health Care Program^(a)	X	X	X	X	X
Exelon Corporation Employees’ Life Insurance Plan^(a)	X	X	X	X	X
Constellation Energy Group, Inc. Retiree Medical Plan^(b)	X	X	X	X	X
Constellation Energy Group, Inc. Retiree Dental Plan^(b)	X			X	X
Constellation Energy Group, Inc. Employee Life Insurance Plan and Family Life Insurance Plan^(b)	X	X	X	X	X
Constellation Mystic Power, LLC Post-Employment Medical Account Savings Plan^(b)	X
Exelon New England Union Post-Employment Medical Savings Account Plan^(a)	X
Retiree Medical Plan of Constellation Energy Nuclear Group LLC^(c)	X			X	X
Retiree Dental Plan of Constellation Energy Nuclear Group LLC^(c)	X			X	X
Nine Mile Point Nuclear Station, LLC Medical Care and Prescription Drug Plan for Retired Employees^(c)	X				X

______________________


(a)	These plans are collectively referred to as the Legacy Exelon plans.


(b)	These plans are collectively referred to as the Legacy Constellation Energy Group (CEG) Plans.


(c)	These plans are collectively referred to as the Legacy CENG plans.


(d)	Employees generally remain in their legacy benefit plans when transferring between operating companies.

Exelon’s traditional and cash balance pension plans are intended to be tax-qualified defined benefit plans. Substantially all non-union employees and electing union employees hired on or after January 1, 2001 participate in cash balance pension plans. Effective January 1, 2009, substantially all newly-hired union-represented employees participate in cash balance pension plans. Exelon has elected that the trusts underlying these plans be treated under the IRC as qualified trusts. If certain conditions are met, Exelon can deduct payments made to the qualified trusts, subject to certain IRC limitations.

Benefit Obligations, Plan Assets and Funded Status

Exelon recognizes the overfunded or underfunded status of defined benefit pension and OPEB plans as an asset or liability on its balance sheet, with offsetting entries to Accumulated OCI and regulatory assets (liabilities), in accordance with the applicable authoritative guidance. The measurement date for the plans is December 31.

During the first quarter of 2015, Exelon received an updated valuation of its pension and other postretirement benefit obligations to reflect actual census data as of January 1, 2015. This valuation resulted in an increase to the pension obligation of $45 million and an increase to the other postretirement benefit obligation of $57 million. Additionally, Accumulated other comprehensive loss (AOCL) increased by approximately $27 million (after tax), regulatory assets increased by approximately $48 million, and regulatory liabilities decreased by approximately $11 million.

The following table provides a rollforward of the changes in the benefit obligations and plan assets for the most recent two years for all plans combined:



	Pension Benefits						Other Postretirement Benefits
	2015			2014			2015			2014
Change in benefit obligation:
Net benefit obligation at beginning of year	$	18,256		$	15,459		$	4,197		$	4,451
Service cost	326			293			119			117
Interest cost	710			749			167			186
Plan participants’ contributions	—			—			42			42
Actuarial (gain) loss	(582		)	2,095			(341		)	502
Plan amendments	—			—			(23		)	(1,012		)
Acquisitions/divestitures^(a)	—			594			—			142
Curtailments	—			(8		)	—			—
Settlements	(34		)	(30		)	—			—
Gross benefits paid	(923		)	(896		)	(223		)	(231		)
Net benefit obligation at end of year	$	17,753		$	18,256		$	3,938		$	4,197



	Pension Benefits						Other Postretirement Benefits
	2015			2014			2015			2014
Change in plan assets:
Fair value of net plan assets at beginning of year	$	14,874		$	13,571		$	2,430		$	2,238
Actual return on plan assets	(32		)	1,443			4			90
Employer contributions	462			332			40			291
Plan participants’ contributions	—			—			42			42
Gross benefits paid	(923		)	(896		)	(223		)	(231		)
Acquisitions/divestitures^(a)	—			454			—			—
Settlements	(34		)	(30		)	—			—
Fair value of net plan assets at end of year	$	14,347		$	14,874		$	2,293		$	2,430

_______________________


(a)	On April 1, 2014, Generation assumed operational control of CENG’s nuclear fleet. As a result, Exelon became a sponsor of CENG’s pension and OPEB plans effective July 14, 2014. See Note 5 - Investment in Constellation Energy Nuclear Group, LLC for further information.

Exelon presents its benefit obligations and plan assets net on its balance sheet within the following line items:



	Pension Benefits				Other Postretirement Benefits
	2015		2014		2015		2014
Other current liabilities	$	21	$	16	$	27	$	25
Pension obligations	3,385		3,366		—		—
Non-pension postretirement benefit obligations	—		—		1,618		1,742
Unfunded status (net benefit obligation less net plan assets)	$	3,406	$	3,382	$	1,645	$	1,767

The funded status of the pension and other postretirement benefit obligations refers to the difference between plan assets and estimated obligations of the plan. The funded status changes over time due to several factors, including contribution levels, assumed discount rates and actual returns on plan assets.

The following tables provide the projected benefit obligations (PBO), accumulated benefit obligation (ABO), and fair value of plan assets for all pension plans with a PBO or ABO in excess of plan assets.



	PBO in excess of plan assets
	2015		2014
Projected benefit obligation	$	17,753	$	18,256
Fair value of net plan assets	14,347		14,874



	ABO in excess of plan assets
	2015		2014
Projected benefit obligation	$	17,753	$	18,256
Accumulated benefit obligation	16,792		17,191
Fair value of net plan assets	14,347		14,874

On a PBO basis, the plans were funded at 81% at December 31, 2015 compared to 81% at December 31, 2014. On an ABO basis, the plans were funded at 85% at December 31, 2015 compared to 87% at December 31, 2014. The ABO differs from the PBO in that the ABO includes no assumption about future compensation levels.

Components of Net Periodic Benefit Costs

The majority of the 2015 pension benefit cost for Exelon-sponsored plans is calculated using an expected long-term rate of return on plan assets of 7.00% and a discount rate of 3.94%. The majority of the 2015 other postretirement benefit cost is calculated using an expected long-term rate of return on plan assets of 6.46% for funded plans and a discount rate of 3.92%. A portion of the net periodic benefit cost for all pension and OPEB plans are capitalized within each of the Registrant's Consolidated Balance Sheets. The following table presents the components of Exelon’s net periodic benefit costs, prior to any capitalization, for the years ended December 31, 2015, 2014 and 2013.



	Pension Benefits									Other Postretirement Benefits
	2015			2014			2013			2015			2014			2013
Components of net periodic benefit cost:
Service cost	$	326		$	293		$	317		$	119		$	117		$	162
Interest cost	710			749			650			167			186			194
Expected return on assets	(1,026		)	(994		)	(1,015		)	(151		)	(154		)	(132		)
Amortization of:
Prior service cost (credit)	13			14			14			(174		)	(122		)	(19		)
Actuarial loss	571			420			562			80			50			83
Settlement charges	2			2			9			—			—			—
Net periodic benefit cost	$	596		$	484		$	537		$	41		$	77		$	288

Components of AOCI and Regulatory Assets

Under the authoritative guidance for regulatory accounting, a portion of current year actuarial gains and losses and prior service costs (credits) is capitalized within Exelon’s Consolidated Balance Sheets to reflect the expected regulatory recovery of these amounts, which would otherwise be recorded to AOCI. The following tables provide the components of AOCI and regulatory assets (liabilities) for the years ended December 31, 2015, 2014 and 2013 for all plans combined.



	Pension Benefits									Other Postretirement Benefits
	2015			2014			2013			2015			2014			2013
Changes in plan assets and benefit obligations recognized in AOCI and regulatory assets (liabilities):
Current year actuarial loss (gain)	$	476		$	1,639		$	(1,169	)	$	(194	)	$	561		$	(628	)
Amortization of actuarial loss	(571		)	(420		)	(562		)	(80		)	(50		)	(83		)
Current year prior service (credit) cost	—			—			—			(23		)	(1,012		)	15
Amortization of prior service (cost) credit	(13		)	(14		)	(14		)	174			122			19
Settlements	(2		)	(2		)	(8		)	—			—			—
Total recognized in AOCI and regulatory assets (liabilities)^(a)	$	(110	)	$	1,203		$	(1,753	)	$	(123	)	$	(379	)	$	(677	)

______________________

(a)

Of the $110 million gain related to pension benefits, $64 million and $46 million were recognized in AOCI and regulatory assets, respectively, during 2015. Of the $123 million gain related to other postretirement benefits, $63 million and $60 million were recognized in AOCI and regulatory assets (liabilities), respectively, during 2015. Of the $1,203 million loss related to pension benefits, $788 million and $415 million were recognized in AOCI and regulatory assets, respectively, during 2014. Of the $379 million gain related to other postretirement benefits, $162 million and $217 million were recognized in AOCI and regulatory assets (liabilities), respectively, during 2014. Of the $1,753 million gain related to pension benefits, $1,071 million and $682 million were recognized in AOCI and regulatory assets, respectively, during 2013. Of the $677 million gain related to other postretirement benefits, $352 million and $325 million were recognized in AOCI and regulatory assets, respectively, during 2013.

The following table provides the components of Exelon’s gross accumulated other comprehensive loss and regulatory assets (liabilities) that have not been recognized as components of periodic benefit cost at December 31, 2015 and 2014, respectively, for all plans combined:



	Pension Benefits				Other Postretirement Benefits
	2015		2014		2015			2014
Prior service cost (credit)	$	36	$	49	$	(812	)	$	(963	)
Actuarial loss	7,310		7,407		711			985
Total ^(a)	$	7,346	$	7,456	$	(101	)	$	22

_______________________

(a)

Of the $7,346 million related to pension benefits, $4,246 million and $3,100 million are included in AOCI and regulatory assets, respectively, at December 31, 2015. Of the $(101) million related to other postretirement benefits, $(63) million and $(38) million are included in AOCI and regulatory assets (liabilities), respectively, at December 31, 2015. Of the $7,456 million related to pension benefits, $4,310 million and $3,146 million are included in AOCI and regulatory assets, respectively, at December 31, 2014. The $22 million related to other postretirement benefits is included in regulatory assets (liabilities) at December 31, 2014.

The following table provides the components of Exelon’s AOCI and regulatory assets(liabilities) at December 31, 2015 (included in the table above) that are expected to be amortized as components of periodic benefit cost in 2016. These estimates are subject to the completion of an actuarial valuation of Exelon’s pension and other postretirement benefit obligations, which will reflect actual census data as of January 1, 2016 and actual claims activity as of December 31, 2015. The valuation is expected to be completed in the first quarter of 2016 for the majority of the benefit plans.



	Pension Benefits		Other Postretirement Benefits
Prior service cost (credit)	$	13	$	(175	)
Actuarial loss	501		50
Total ^(a)	$	514	$	(125	)

___________________


(a)	Of the $514 million related to pension benefits at December 31, 2015, $290 million and $224 million are expected to be amortized from AOCI and regulatory assets in 2016, respectively. Of the $(125) million related to other postretirement benefits at December 31, 2015, $(64) million and $(61) million are expected to be amortized from AOCI and regulatory assets (liabilities) in 2016, respectively.

Assumptions

The measurement of the plan obligations and costs of providing benefits under Exelon’s defined benefit and other postretirement plans involves various factors, including the development of valuation assumptions and accounting policy elections. When developing the required assumptions, Exelon considers historical information as well as future expectations. The measurement of benefit obligations and costs is impacted by several assumptions including the discount rate applied to benefit obligations, the long-term EROA, Exelon’s expected level of contributions to the plans, the long-term expected investment rate credited to employees participating in cash balance plans and the anticipated rate of increase of health care costs. Additionally, assumptions related to plan participants include the incidence of mortality, the expected remaining service period, the level of compensation and rate of compensation increases, employee age and length of service, among other factors.

Expected Rate of Return. In selecting the EROA, Exelon considers historical economic indicators (including inflation and GDP growth) that impact asset returns, as well as expectations regarding future long-term capital market performance, weighted by Exelon’s target asset class allocations.

Mortality. For the December 31, 2014 actuarial valuation, Exelon changed its assumption of mortality to reflect more recent expectations of future improvements in life expectancy. The change was supported through completion of an experience study and supplemental analyses performed by its actuaries. The change in assumption resulted in increases of $361 million and $117 million in the pension and other postretirement benefits obligations as of December 31, 2014, respectively. There were no changes to the mortality assumption in 2015.

The following assumptions were used to determine the benefit obligations for the plans at December 31, 2015, 2014 and 2013. Assumptions used to determine year-end benefit obligations are the assumptions used to estimate the subsequent year’s net periodic benefit costs.



	Pension Benefits									Other Postretirement Benefits
	2015			2014			2013			2015			2014			2013
Discount rate	4.29	%		3.94	%		4.80	%		4.29	%		3.92	%		4.90	%
Rate of compensation increase			^(a)			^(a)			^(b)			^(a)			^(a)			^(b)
Mortality table	RP-2000 table projected to 2012 with improvement scale AA, with Scale BB-2D improvements (adjusted)			RP-2000 table projected to 2012 with improvement scale AA, with Scale BB-2D improvements (adjusted)			RP-2000 table with Scale AA improvements			RP-2000 table projected to 2012 with improvement scale AA, with Scale BB-2D improvements (adjusted)			RP-2000 table projected to 2012 with improvement scale AA, with Scale BB-2D improvements (adjusted)			RP-2000 table with Scale AA improvements
Health care cost trend on covered charges	N/A			N/A			N/A			5.50% decreasing to ultimate trend of 5.00% in 2017			6.00% decreasing to ultimate trend of 5.00% in 2017			6.00% decreasing to ultimate trend of 5.00% in 2017

_____________________________


(a)	3.25% through 2019 and 3.75% thereafter.


(b)	3.25% through 2018 and 3.75% thereafter.

The following assumptions were used to determine the net periodic benefit costs for all the plans for the years ended December 31, 2015, 2014 and 2013:



	Pension Benefits									Other Postretirement Benefits
	2015			2014			2013			2015			2014			2013
Discount rate	3.94	%	^(a)	4.80	%	^(b)	3.92	%	^(c)	3.92	%	^(a)	4.90	%	^(b)	4.00	%	^(c)
Expected return on plan assets	7.00	%	^(d)	7.00	%	^(d)	7.50	%	^(d)	6.50	%	^(d)	6.59	%	^(d)	6.45	%	^(d)
Rate of compensation increase			^(e)			^(f)			^(g)			^(e)			^(f)			^(g)
Mortality table	RP-2000 table projected to 2012 with improvement scale AA, with Scale BB-2D improvements (adjusted)			RP-2000 table with Scale AA improvements			RP-2000 table with Scale AA improvements			RP-2000 table projected to 2012 with improvement scale AA, with Scale BB-2D improvements (adjusted)			RP-2000 table with Scale AA improvements			RP-2000 table with Scale AA improvements
Health care cost trend on covered charges	N/A			N/A			N/A			6.00% decreasing to ultimate trend of 5.00% in 2017			6.00% decreasing to ultimate trend of 5.00% in 2017			6.50% decreasing to ultimate trend of 5.00% in 2017

___________________________


(a)	The discount rates above represent the initial discount rates used to establish the majority of Exelon’s pension and other postretirement benefits costs for the year ended December 31, 2015. Discount rates for CENG's legacy pension and OPEB plans ranged from 3.68%-4.14% and 4.32%-4.43%, respectively.

(b)

The discount rates above represent the initial discount rates used to establish the majority of Exelon's pension and other postretirement benefits costs for the year ended December 31, 2014. Certain of the other postretirement benefit plans were remeasured as of April 30, 2014 using an expected long-term rate of return on plan assets of 6.59% and a discount rate of 4.30%. Costs of the year ended December 31, 2014 reflect the impact of this remeasurement. On April 1, 2014, Generation assumed operational control of CENG’s nuclear fleet. As a result, Exelon became the sponsor of CENG’s legacy pension and OPEB plans effective July 14, 2014; discount rates for those plans, impacting 2014 costs, ranged from 3.60%-4.30% and 4.09%-4.55%, respectively. See Note 5 - Investment in Constellation Energy Nuclear Group, LLC for further information.

(c)

The discount rates above represent the initial discounts rates used to establish Exelon’s pension and other postretirement benefits costs for the year ended December 31, 2013. Certain of the benefit plans were remeasured during the year using discount rates of 4.21% and 4.66% for pension and other postretirement benefits, respectively. Costs for the year ended December 31, 2013 reflect the impact of these remeasurements.


(d)	Not applicable to pension and other postretirement benefit plans that do not have plan assets.


(e)	3.25% through 2019 and 3.75% thereafter.


(f)	3.25% through 2018 and 3.75% thereafter.


(g)	3.25% through 2017 and 3.75% thereafter.

Assumed health care cost trend rates impact the other postretirement benefit plan costs reported for Exelon's participant populations with plan designs that do not have a cap on cost growth. A one percentage point change in assumed health care cost trend rates would have the following effects:



Effect of a one percentage point increase in assumed health care cost trend:
on 2015 total service and interest cost components	$	12
on postretirement benefit obligation at December 31, 2015	100
Effect of a one percentage point decrease in assumed health care cost trend:
on 2015 total service and interest cost components	(9		)
on postretirement benefit obligation at December 31, 2015	(89		)

Health Care Reform Legislation

In March 2010, the Health Care Reform Acts were signed into law, which contain a number of provisions that impact retiree health care plans provided by employers, including a provision that imposes an excise tax on certain high-cost plans whereby premiums paid over a prescribed threshold will be taxed at a 40% rate. Additional legislation was passed in December 2015 that made some changes to the law, including moving the implementation date of the excise tax from 2018 to 2020. Although the excise tax does not go into effect until 2020, accounting guidance requires Exelon to incorporate the estimated impact of the excise tax in its annual actuarial valuation. The application of the legislation is still unclear and Exelon continues to monitor the Department of Labor and IRS for additional guidance. Certain key assumptions are required to estimate the impact of the excise tax on Exelon’s other postretirement benefit obligation, including projected inflation rates (based on the CPI). Exelon reflected its best estimate of the expected impact in its annual actuarial valuation.

Contributions

The following table provides contributions made by Generation, ComEd, PECO, BGE and BSC to the pension and other postretirement benefit plans:



	Pension Benefits						Other Postretirement Benefits
	2015^(a)		2014^(a)		2013		2015		2014		2013
Generation	$	231	$	173	$	119	$	14	$	124	$	30
ComEd	143		122		118		7		125		4
PECO	40		11		11		—		5		20
BGE	1		—		—		16		17		24
BSC^(b)	47		26		91		3		20		5
Exelon	$	462	$	332	$	339	$	40	$	291	$	83

_________________________


(a)	Exelon's and Generation's pension contributions include $36 million and $43 million related to the legacy CENG plans that was funded by CENG as provided in an Employee Matters Agreement (EMA) between Exelon and CENG for the years ended December 31, 2015 and 2014, respectively.


(b)	Includes $5 million, $9 million, and $72 million of pension contributions funded by Exelon Corporate, for the years ended December 31, 2015, 2014, and 2013, respectively.

Management considers various factors when making pension funding decisions, including actuarially determined minimum contribution requirements under ERISA, contributions required to avoid benefit restrictions and at-risk status as defined by the Pension Protection Act of 2006 (the Act), management of the pension obligation and regulatory implications. The Act requires the attainment of certain funding levels to avoid benefit restrictions (such as an inability to pay lump sums or to accrue benefits prospectively), and at-risk status (which triggers higher minimum contribution requirements and participant notification). Additionally, the projected contribution reflects a funding strategy of contributing the greater of $250 million until the qualified plans are fully funded on an ABO basis, and the minimum amounts under ERISA to avoid benefit restrictions and at-risk status. This level funding strategy helps minimize volatility of future period required pension contributions.

Exelon plans to contribute $250 million to its qualified pension plans in 2016, of which Generation, ComEd, PECO, and BGE will contribute $134 million, $30 million, $28 million, and $31 million, respectively. Exelon's and Generation's expected qualified pension plan contributions above include $25 million related to the legacy CENG plans that will be funded by CENG as provided in an EMA between Exelon and CENG.

Unlike the qualified pension plans, Exelon’s non-qualified pension plans are not funded. Exelon plans to make non-qualified pension plan benefit payments of $21 million in 2016, of which Generation, ComEd, PECO, and BGE will make payments of $9 million, $2 million, $1 million and $1 million, respectively.

Unlike the qualified pension plans, other postretirement plans are not subject to statutory minimum contribution requirements. Exelon’s management has historically considered several factors in determining the level of contributions to its other postretirement benefit plans, including levels of benefit claims paid and regulatory implications (amounts deemed prudent to meet regulatory expectations and best assure continued rate recovery). In 2016, Exelon anticipates funding its other postretirement benefit plans based on the funding considerations discussed above, with the exception of those plans which remain unfunded. Exelon expects to make other postretirement benefit plan contributions, including benefit payments related to unfunded plans, of approximately $35 million in 2016, of which Generation, ComEd, PECO, and BGE expect to contribute $13 million, $3 million, $1 million, and $18 million, respectively.

Estimated Future Benefit Payments

Estimated future benefit payments to participants in all of the pension plans and postretirement benefit plans at December 31, 2015 were:



	Pension Benefits		Other Postretirement Benefits
2016	$	1,153	$	217
2017	997		223
2018	1,009		228
2019	1,036		235
2020	1,071		244
2021 through 2025	5,923		1,341
Total estimated future benefit payments through 2025	$	11,189	$	2,488

Allocation to Exelon Subsidiaries

Generation, ComEd, PECO, and BGE account for their participation in Exelon’s pension and other postretirement benefit plans by applying multi-employer accounting. Employee-related assets and liabilities, including both pension and postretirement liabilities, for the legacy Exelon plans were allocated by Exelon to its subsidiaries based on the number of active employees as of January 1, 2001 as part of Exelon’s corporate restructuring. The obligation for Generation, ComEd and PECO reflects the initial allocation and the cumulative costs incurred and contributions made since January 1, 2001. Historically, Exelon has allocated the components of pension and other postretirement costs to the subsidiaries in the legacy Exelon plans based upon several factors, including the measures of active employee participation in each participating unit. Pension and other postretirement benefit contributions were allocated to legacy Exelon subsidiaries in proportion to active service costs recognized and total costs recognized, respectively. Beginning in 2015, Exelon began allocating costs related to its legacy Exelon pension and other postretirement benefit plans to its subsidiaries based on both active and retired employee participation and contributions are allocated based on accounting cost. The impact of this allocation methodology change is not material to any Registrant. For legacy CEG and legacy CENG plans, components of pension and other postretirement benefit costs and contributions have been, and will continue to be, allocated to the subsidiaries based on employee participation (both active and retired).

The amounts below were included in capital expenditures and Operating and maintenance expense for the years ended December 31, 2015, 2014 and 2013, respectively, for Generation’s, ComEd’s, PECO’s, BSC’s and BGE’s allocated portion of the pension and other postretirement benefit plan costs. These amounts include the recognized contractual termination benefit charges, curtailment gains, and settlement charges:



For the Year Ended December 31,	Generation		ComEd		PECO		BSC^(a)		BGE		Exelon
2015	$	269	$	206	$	39	$	57	$	66	637
2014	250		162		36		46		67		561
2013	347		309		43		71		55		825

_____________________


(a)	These amounts primarily represent amounts billed to Exelon’s subsidiaries through intercompany allocations. These amounts are not included in the Generation, ComEd, PECO or BGE amounts above.

Plan Assets

Investment Strategy. On a regular basis, Exelon evaluates its investment strategy to ensure that plan assets will be sufficient to pay plan benefits when due. As part of this ongoing evaluation, Exelon may make changes to its targeted asset allocation and investment strategy.

Exelon has developed and implemented a liability hedging investment strategy for its qualified pension plans that has reduced the volatility of its pension assets relative to its pension liabilities. Exelon is likely to continue to gradually increase the liability hedging portfolio as the funded status of its plans improves. The overall objective is to achieve attractive risk-adjusted returns that will balance the liquidity requirements of the plans’ liabilities while striving to minimize the risk of significant losses. Trust assets for Exelon’s other postretirement plans are managed in a diversified investment strategy that prioritizes maximizing liquidity and returns while minimizing asset volatility.

Exelon used an EROA of 7.00% and 6.71% to estimate its 2016 pension and other postretirement benefit costs, respectively.

Exelon’s pension and other postretirement benefit plan target asset allocations at December 31, 2015 and 2014 asset allocations were as follows:

Pension Plans



			Percentage of Plan Assets at December 31,
Asset Category	Target Allocation		2015		2014
Equity securities	32	%	35	%	33	%
Fixed income securities	37	%	34		37
Alternative investments^(a)	31	%	31		30
Total			100	%	100	%

Other Postretirement Benefit Plans



			Percentage of Plan Assets at December 31,
Asset Category	Target Allocation		2015		2014
Equity securities	39	%	43	%	42	%
Fixed income securities	26	%	27		34
Alternative investments^(a)	35	%	30		24
Total			100	%	100	%

___________________


(a)	Alternative investments include private equity, hedge funds, real estate, and private credit.

Concentrations of Credit Risk. Exelon evaluated its pension and other postretirement benefit plans’ asset portfolios for the existence of significant concentrations of credit risk as of December 31, 2015. Types of concentrations that were evaluated include, but are not limited to, investment concentrations in a single entity, type of industry, foreign country, and individual fund. As of December 31, 2015, there were no significant concentrations (defined as greater than 10% of plan assets) of risk in Exelon’s pension and other postretirement benefit plan assets.

Fair Value Measurements

The following table presents Exelon’s pension and other postretirement benefit plan assets measured and recorded at fair value on Exelon’s Consolidated Balance Sheets on a recurring basis and their level within the fair value hierarchy at December 31, 2015 and 2014:



At December 31, 2015^(a)	Level 1		Level 2		Level 3		Total
Pension plan assets
Cash equivalents	$	210	$	—	$	—	$	210
Equities^(b)	3,571		1,462		2		5,035
Fixed income:
U.S. Treasury and agencies	1,001		79		—		1,080
State and municipal debt	—		61		—		61
Corporate debt	—		2,901		165		3,066
Other^(b)	—		395		203		598
Fixed income subtotal	1,001		3,436		368		4,805
Private equity	—		—		924		924
Hedge funds	—		1,129		795		1,924
Real estate	—		—		725		725
Private credit	—		—		699		699
Pension plan assets subtotal	4,782		6,027		3,513		14,322



At December 31, 2015^(a)	Level 1		Level 2		Level 3		Total
Other postretirement benefit plan assets
Cash equivalents	15		—		—		15
Equities	510		482		—		992
Fixed income:
U.S. Treasury and agencies	11		53		—		64
State and municipal debt	—		131		—		131
Corporate debt	—		44		—		44
Other	155		205		—		360
Fixed income subtotal	166		433		—		599
Hedge funds	—		312		139		451
Real estate	—		—		131		131
Private credit	—		—		103		103
Other postretirement benefit plan assets subtotal	691		1,227		373		2,291
Total pension and other postretirement benefit plan assets^(c)	$	5,473	$	7,254	$	3,886	$	16,613



At December 31, 2014^(a)	Level 1		Level 2		Level 3		Total
Pension plan assets
Cash equivalents	$	1	$	—	$	—	$	1
Equities^(b)	3,261		1,449		2		4,712
Fixed income:
U.S. Treasury and agencies	1,051		88		—		1,139
State and municipal debt	—		80		—		80
Corporate debt	—		3,125		120		3,245
Other^(b)	—		930		152		1,082
Fixed income subtotal	1,051		4,223		272		5,546
Private equity	—		—		900		900
Hedge funds	—		1,355		785		2,140
Real estate	243		—		685		928
Private credit	—		—		607		607
Pension plan assets subtotal	4,556		7,027		3,251		14,834



At December 31, 2014^(a)	Level 1		Level 2		Level 3		Total
Other postretirement benefit plan assets
Cash equivalents	11		—		—		11
Equities	480		525		—		1,005
Fixed income:
U.S. Treasury and agencies	15		59		—		74
State and municipal debt	—		197		—		197
Corporate debt	—		42		—		42
Other	253		272		—		525
Fixed income subtotal	268		570		—		838
Hedge funds	—		339		—		339
Real estate	8		—		116		124
Private credit	—		—		110		110
Other postretirement benefit plan assets subtotal	767		1,434		226		2,427
Total pension and other postretirement benefit plan assets^(c)	$	5,323	$	8,461	$	3,477	$	17,261

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(a)	See Note 12—Fair Value of Financial Assets and Liabilities for a description of levels within the fair value hierarchy.

(b)

Includes derivative instruments of $5 million and $(3) million, which have a total notional amount of $1,774 million and $1,491 million at December 31, 2015 and 2014, respectively. The notional principal amounts for these instruments provide one measure of the transaction volume outstanding as of the fiscal years ended and do not represent the amount of the company’s exposure to credit or market loss.


(c)	Excludes net assets of $27 million and $42 million at December 31, 2015 and 2014, respectively, which are required to reconcile to the fair value of net plan assets. These items consist primarily of receivables related to pending securities sales, interest and dividends receivable, and payables related to pending securities purchases.

The following table presents the reconciliation of Level 3 assets and liabilities measured at fair value for pension and other postretirement benefit plans for the years ended December 31, 2015 and 2014:



	Hedge funds			Private equity			Real estate			Fixed income			Equities		Private Credit			Total
Pension Assets
Balance as of January 1, 2015	$	785		$	900		$	685		$	272		$	2	$	607		$	3,251
Actual return on plan assets:
Relating to assets still held at the reporting date	(39		)	60			76			(14		)	—		(19		)	64
Relating to assets sold during the period	4			—			9			—			—		—			13
Purchases, sales and settlements:
Purchases	104			186			116			125			—		200			731
Sales	(57		)	—			(54		)	(7		)	—		(5		)	(123		)
Settlements^(a)	(2		)	(222		)	(107		)	(8		)	—		(84		)	(423		)
Balance as of December 31, 2015	$	795		$	924		$	725		$	368		$	2	$	699		$	3,513
Other Postretirement Benefits
Balance as of January 1, 2015	$	—		$	—		$	116		$	—		$	—	$	110		$	226
Actual return on plan assets:
Relating to assets still held at the reporting date	1			—			15			—			—		(7		)	9
Purchases, sales and settlements:
Purchases	138			—			62			—			—		—			200
Settlements^(a)	—			—			(62		)	—			—		—			(62		)
Balance as of December 31, 2015	$	139		$	—		$	131		$	—		$	—	$	103		$	373



	Hedge funds			Private equity			Real estate			Fixed income			Equities		Private credit			Total
Pension Assets
Balance as of January 1, 2014	$	706		$	806		$	544		$	41		$	2	$	371		$	2,470
Actual return on plan assets:
Relating to assets still held at the reporting date	59			112			81			7			—		20			279
Relating to assets sold during the period	2			—			—			—			—		1			3
Purchases, sales and settlements:
Purchases	74			169			112			227			—		265			847
Sales	(25		)	—			(19		)	(3		)	—		(13		)	(60		)
Settlements^(a)	(1		)	(203		)	(60		)	—			—		(37		)	(301		)
Transfers into (out of) Level 3^(b)(c)	(30		)	16			27			—			—		—			13
Balance as of December 31, 2014	$	785		$	900		$	685		$	272		$	2	$	607		$	3,251
Other Postretirement Benefits
Balance as of January 1, 2014	$	—		$	2		$	109		$	—		$	—	$	4		$	115
Actual return on plan assets:
Relating to assets still held at the reporting date	—			—			13			—			—		1			14
Purchases, sales and settlements:
Purchases	—			1			1			—			—		109			111
Sales	—			(2		)	(7		)	—			—		(4		)	(13		)
Settlements^(a)	—			(1		)	—			—			—		—			(1		)
Balance as of December 31, 2014	$	—		$	—		$	116		$	—		$	—	$	110		$	226

________________________


(a)	Represents cash settlements only.


(b)	In connection with the Employee Matters Agreement between EDF and Exelon, Exelon assumed the pension plan assets of Nine Mile Point Nuclear Station, LLC and Constellation Energy Nuclear Group, LLC resulting in transfers into Level 3 of $56 million.

(c)

As of January 1, 2015 and January 1, 2014, hedge fund investments that contained redemption restrictions limiting Exelon’s ability to redeem the investments within a reasonable period of time were classified as Level 3 investments. As of December 31, 2014, restrictions for certain investments no longer applied, therefore allowing redemption within a reasonable period of time from the measurement date at NAV. As such, these hedge fund investments are reflected as transfers out of Level 3 to Level 2 of $43 million in 2014.

There were no transfers between Level 1 and Level 2 during the twelve months ended December 31, 2015 for the pension and other postretirement benefit plan assets.

Valuation Techniques Used to Determine Fair Value

Cash equivalents. Investments with maturities of three months or less when purchased, including certain short-term fixed income securities and money market funds, are considered cash equivalents. The fair values are based on observable market prices and, therefore, are included in the recurring fair value measurements hierarchy as Level 1.

Equities. Equities consist of individually held equity securities, equity mutual funds and equity commingled funds in domestic and foreign markets. With respect to individually held equity securities, the trustees obtain prices from pricing services, whose prices are obtained from direct feeds from market exchanges, which Exelon is able to independently corroborate. Equity securities held individually, including real estate investment trusts, rights and warrants, are primarily traded on exchanges that contain only actively traded securities due to the volume trading requirements imposed by these exchanges. Equity securities are valued based on quoted prices in active markets and are categorized as Level 1. Certain private placement equity securities are categorized as Level 3 because they are not publicly traded and are priced using significant unobservable inputs.

Equity commingled funds and mutual funds are maintained by investment companies that hold certain investments in accordance with a stated set of fund objectives, which are consistent with the plans’ overall investment strategy. The values of some of these funds are publicly quoted. For mutual funds which are publicly quoted, the funds are valued based on quoted prices in active markets and have been categorized as Level 1. For equity commingled funds and mutual funds which are not publicly quoted, the fund administrators value the funds using the NAV per fund share, derived from the quoted prices in active markets of the underlying securities. These funds have been categorized as Level 2.

Fixed income. For fixed income securities, which consist primarily of corporate debt securities, foreign government securities, municipal bonds, asset and mortgage-backed securities, commingled funds, mutual funds and derivative instruments, the trustees obtain multiple prices from pricing vendors whenever possible, which enables cross-provider validations in addition to checks for unusual daily movements. A primary price source is identified based on asset type, class or issue for each security. With respect to individually held fixed income securities, the trustees monitor prices supplied by pricing services and may use a supplemental price source or change the primary price source of a given security if the portfolio managers challenge an assigned price and the trustees determine that another price source is considered to be preferable. Exelon has obtained an understanding of how these prices are derived, including the nature and observability of the inputs used in deriving such prices. Additionally, Exelon selectively corroborates the fair values of securities by comparison to other market-based price sources. Investments in U.S. Treasury securities have been categorized as Level 1 because they trade in highly-liquid and transparent markets. Certain private placement fixed income securities have been categorized as Level 3 because they are priced using certain significant unobservable inputs and are typically illiquid. The remaining fixed income securities, including certain other fixed income investments, are based on evaluated prices that reflect observable market information, such as actual trade information of similar securities, adjusted for observable differences and are categorized as Level 2

Other fixed income investments primarily consist of fixed income commingled funds and mutual funds, which are maintained by investment companies and hold certain investments in accordance with a stated set of fund objectives, which are consistent with Exelon’s overall investment strategy. The values of some of these funds are publicly quoted. For mutual funds which are publicly quoted, the funds are valued based on quoted prices in active markets and have been categorized as Level 1. For fixed income commingled funds and mutual funds which are not publicly quoted, the fund administrators value the funds using the NAV per fund share, derived from the quoted prices in active markets of the underlying securities. These funds have been categorized as Level 2. Certain fixed income commingled funds are valued using the NAV per fund share, which is based on the valuation of the underlying investments and include significant unobservable inputs. These funds have been categorized as Level 3.

Derivative instruments consisting primarily of interest rate swaps to manage risk are recorded at fair value. Derivative instruments are valued based on external price data of comparable securities and have been categorized as Level 2.

Private equity. Private equity investments include those in limited partnerships that invest in operating companies that are not publicly traded on a stock exchange such as leveraged buyouts, growth capital, venture capital, distressed investments and investments in natural resources. Private equity valuations are reported by the fund manager and are based on the valuation of the underlying investments, which include inputs such as cost, operating results, discounted future cash flows and market based comparable data. Since these valuation inputs are not highly observable, private equity investments have been categorized as Level 3.

Hedge funds. Hedge fund investments include those seeking to maximize absolute returns using a broad range of strategies to enhance returns and provide additional diversification. The fair value of hedge funds is determined using NAV or ownership interest of the investments. Exelon has the ability to redeem these investments at NAV or its equivalent subject to certain restrictions which may include a lock-up period or a gate. For Exelon’s investments that have terms that allow redemption within a reasonable period of time from the measurement date, the hedge fund investments are categorized as Level 2. For investments that have restrictions that may limit Exelon’s ability to redeem the investments at the measurement date or within a reasonable period of time, the hedge fund investments are categorized as Level 3.

Real estate. Real estate funds are funds with a direct investment in pools of real estate properties. These funds are valued by investment managers on a periodic basis using pricing models that use independent appraisals from sources with professional qualifications. Since these valuation inputs are not highly observable, these real estate funds have been categorized as Level 3.

Private credit. Private credit investments primarily consist of limited partnerships that invest in private debt strategies. These investments are generally less liquid assets with an underlying term of 3 to 5 years and are intended to be held to maturity. The fair value of these investments is determined by the fund manager or administrator and include unobservable inputs such as cost, operating results, and discounted cash flows. Since the valuation inputs are not highly observable, private credit investments have been categorized as Level 3.

Defined Contribution Savings Plan (Exelon, Generation, ComEd, PECO and BGE)

The Registrants participate in various 401(k) defined contribution savings plans that are sponsored by Exelon. The plans are qualified under applicable sections of the IRC and allow employees to contribute a portion of their pre-tax and after-tax income in accordance with specified guidelines. All Registrants match a percentage of the employee contributions up to certain limits. The following table presents matching contributions to the savings plan for the years ended December 31, 2015, 2014 and 2013:



For the Year Ended December 31,	Exelon^(a)		Generation^(a)		ComEd		PECO		BGE		BSC^(b)
2015	$	148	$	80	$	32	$	11	$	14	$	11
2014	103		51		26		8		8		10
2013	85		40		22		8		8		7

_________________________


(a)	Includes $9 million and $5 million related to CENG for the year ended December 31, 2015, and for the period from April 1, 2014 to December 31, 2014, respectively.


(b)	These amounts primarily represent amounts billed to Exelon’s subsidiaries through intercompany allocations. These costs are not included in the Generation, ComEd, PECO, or BGE amounts above.