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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

September 1, 2004
Date of Report (Date of earliest event reported)

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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Section 8 – Other Events
Item 8.01. Other Events

As previously disclosed, Exelon Corporation (Exelon) and Exelon Generation Company, LLC (Generation) have been working toward an orderly transition out of the ownership of Boston Generating LLC (BG), which owns the companies that own the Mystic 4-7, Mystic 8 and 9 and Fore River generating projects, and an orderly transfer of plant operations and power marketing activities relating to the generating projects. On May 25, 2004, Exelon and Generation completed the sale, transfer and assignment of ownership of BG to a special purpose entity owned by the lenders under BG’s $1.25 billion credit facility. On September 1, 2004, affiliates of Generation completed the transfer of responsibility for plant operations and power marketing activities to the lenders’ special purpose entity. These separate transactions were completed pursuant to a settlement agreement reached with BG’s lenders on February 23, 2004.

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This combined Form 8-K is being filed separately by Exelon and Generation (Registrants). Information contained herein relating to any individual registrant has been filed by such registrant on its own behalf. No registrant makes any representation as to information relating to any other registrant.

Except for the historical information contained herein, certain of the matters discussed in this Report are forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995, that are subject to risks and uncertainties. The factors that could cause actual results to differ materially from the forward-looking statements made by a registrant include those factors discussed herein, as well as the items discussed in (a) the Registrants’ 2003 Annual Report on Form 10-K—ITEM 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations—Business Outlook and the Challenges in Managing Our Business for each of Exelon, ComEd, PECO and Generation, (b) the Registrants’ 2003 Annual Report on Form 10-K—ITEM 8. Financial Statements and Supplementary Data: Exelon—Note 19, ComEd—Note 15, PECO—Note 14 and Generation—Note 13 and (c) other factors discussed in filings with the United States Securities and Exchange Commission (SEC) by the Registrants. Readers are cautioned not to place undue reliance on these forward-looking statements, which apply only as of the date of this Report. None of the Registrants undertakes any obligation to publicly release any revision to its forward-looking statements to reflect events or circumstances after the date of this Report.

 

SIGNATURES

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

	EXELON CORPORATION EXELON GENERATION COMPANY, LLC
	/s/ Robert S. Shapard
	Robert S. Shapard
	Executive Vice President and Chief Financial Officer Exelon Corporation

September 1, 2004