Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

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Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

(a)The following documents are filed as a part of this report:

(1) Exelon


(i)						Financial Statements (Item 8):

						Report of Independent Registered Public Accounting Firm dated February 13, 2024 of PricewaterhouseCoopers LLP (PCAOB ID 238)

						Consolidated Statements of Operations and Comprehensive Income for the Years Ended December 31, 2023, 2022, and 2021

						Consolidated Statements of Cash Flows for the Years Ended December 31, 2023, 2022, and 2021

						Consolidated Balance Sheets at December 31, 2023 and 2022

						Consolidated Statements of Changes in Equity for the Years Ended December 31, 2023, 2022, and 2021

						Notes to Consolidated Financial Statements

(ii)						Financial Statement Schedules:

						Schedule I—Condensed Financial Information of Parent (Exelon Corporate) at December 31, 2023 and 2022 and for the Years Ended December 31, 2023, 2022, and 2021

						Schedule II—Valuation and Qualifying Accounts for the Years Ended December 31, 2023, 2022, and 2021

						Schedules not included are omitted because of the absence of conditions under which they are required or because the required information is provided in the consolidated financial statements, including the notes thereto.

Exelon Corporation and Subsidiary Companies

Schedule I – Condensed Financial Information of Parent (Exelon Corporate)

Condensed Statements of Operations and Other Comprehensive Income


	For the Years Ended December 31,
(In millions)	2023		2022		2021
Operating expenses
Operating and maintenance	$	88	$	25	$	(9)
Operating and maintenance from affiliates	7		4		14
Other	1		2		2
Total operating expenses	96		31		7
Operating loss	(96)		(31)		(7)
Other income and (deductions)
Interest expense, net	(544)		(413)		(333)
Equity in earnings of investments	2,728		2,450		1,908
Interest income from affiliates, net	9		5		—
Other, net	19		22		—
Total other income and (deductions)	2,212		2,064		1,575
Income from continuing operations before income taxes	2,116		2,033		1,568
Income taxes	(212)		(21)		(48)
Net income from continuing operations after income taxes	2,328		2,054		1,616
Net income from discontinued operations after income taxes	—		116		90
Net income	$	2,328	$	2,170	$	1,706
Other comprehensive income (loss), net of income taxes
Pension and non-pension postretirement benefit plans:
Prior service benefits reclassified to periodic benefit cost	—		(1)		(4)
Actuarial losses reclassified to periodic benefit cost	26		42		223
Pension and non-pension postretirement benefit plans valuation adjustments	(109)		46		431
Unrealized (loss) gain on cash flow hedges	(5)		2		—
Other comprehensive (loss) income	(88)		89		650
Comprehensive income	$	2,240	$	2,259	$	2,356

See the Notes to Financial Statements

Exelon Corporation and Subsidiary Companies

Schedule I – Condensed Financial Information of Parent (Exelon Corporate)

Condensed Statements of Cash Flows


	For the Years Ended December 31,
(In millions)	2023		2022		2021
Net cash flows provided by operating activities	$	1,486	$	1,690	$	3,629
Cash flows from investing activities
Changes in Exelon intercompany money pool	(43)		35		381
Notes receivable from affiliates	—		274		—

Investment in affiliates	(1,864)		(4,011)		(2,231)

Other investing activities	(1)		—		1
Net cash flows used in investing activities	(1,908)		(3,702)		(1,849)
Cash flows from financing activities
Changes in short-term borrowings	78		448		—
Proceeds from short-term borrowings with maturities greater than 90 days	—		1,150		500
Repayments on short-term borrowings with maturities greater than 90 days	—		(1,300)		(350)
Issuance of long-term debt	2,500		3,350		—
Retirement of long-term debt	(850)		(1,150)		(300)
Issuance of common stock	140		563		—

Dividends paid on common stock	(1,433)		(1,334)		(1,497)
Proceeds from employee stock plans	41		36		80
Other financing activities	(39)		(35)		19
Net cash flows provided by (used in) financing activities	437		1,728		(1,548)
Increase (decrease) in cash, restricted cash, and cash equivalents	15		(284)		232
Cash, restricted cash, and cash equivalents at beginning of period	11		295		63
Cash, restricted cash, and cash equivalents at end of period	$	26	$	11	$	295

See the Notes to Financial Statements

Exelon Corporation and Subsidiary Companies

Schedule I – Condensed Financial Information of Parent (Exelon Corporate)

Condensed Balance Sheets


	December 31,
(In millions)	2023		2022
ASSETS
Current assets
Cash and cash equivalents	$	26	$	11


Accounts receivable, net
Other accounts receivable	561		358
Accounts receivable from affiliates	14		17
Notes receivable from affiliates	225		182
Regulatory assets	188		154
Other	17		6
Total current assets	1,031		728
Property, plant, and equipment, net	44		44
Deferred debits and other assets
Regulatory assets	2,877		2,650
Investments in affiliates from continuing operations	38,545		35,925

Deferred income taxes	884		929
Non-pension postretirement benefit asset	144		187

Other	107		115
Total deferred debits and other assets	42,557		39,806
Total assets	$	43,632	$	40,578

See the Notes to Financial Statements

Exelon Corporation and Subsidiary Companies

Schedule I – Condensed Financial Information of Parent (Exelon Corporate)

Condensed Balance Sheets


	December 31,
(In millions)	2023		2022
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities
Short-term borrowings	$	1,026	$	948
Long-term debt due within one year	500		850
Accounts payable	194		188

Accrued expenses	144		101

Payables to affiliates	361		360
Regulatory liabilities	10		12
Pension obligations	45		77
Other	49		7
Total current liabilities	2,329		2,543
Long-term debt	10,713		8,742

Deferred credits and other liabilities
Regulatory liabilities	92		103
Pension obligations	4,268		3,896


Deferred income taxes	56		53
Other	419		497
Total deferred credits and other liabilities	4,835		4,549
Total liabilities	17,877		15,834
Commitments and contingencies
Shareholders’ equity
Common stock (No par value, 2,000 shares authorized, 999 shares and 994 shares outstanding as of December 31, 2023 and 2022, respectively)	21,114		20,908
Treasury stock, at cost (2 shares as of December 31, 2023 and 2022)	(123)		(123)
Retained earnings	5,490		4,597
Accumulated other comprehensive loss, net	(726)		(638)
Total shareholders’ equity	25,755		24,744

Total liabilities and shareholders’ equity	$	43,632	$	40,578

See the Notes to Financial Statements

Exelon Corporation and Subsidiary Companies

Schedule I – Condensed Financial Information of Parent (Exelon Corporate)

Notes to Financial Statements

1. Basis of Presentation

Exelon Corporate is a holding company that conducts substantially all of its business operations through its subsidiaries. These condensed financial statements and related footnotes have been prepared in accordance with Rule 12-04, Schedule I of Regulation S-X. These statements should be read in conjunction with the consolidated financial statements, and notes thereto, of Exelon Corporation.

As of December 31, 2023 and 2022, Exelon Corporate owned 100% of all of its significant subsidiaries, either directly or indirectly, except for Commonwealth Edison Company (ComEd), of which Exelon Corporate owns more than 99%. As of February 1, 2022, as a result of the completion of the separation, Exelon Corporate no longer retains any equity ownership interest in Generation or Constellation. The separation of Constellation, including Generation and its subsidiaries, met the criteria for discontinued operations and as such, results of operations are presented as discontinued operations and have been excluded from continuing operations for all periods presented. Accounting rules require certain BSC costs previously allocated to Generation to be presented as part of Exelon’s continuing operations as these costs do not qualify as expenses of the discontinued operations. Comprehensive income and cash flows related to Generation have not been segregated and are included in the Condensed Statements of Operations and Comprehensive Income and Condensed Statements of Cash Flows, respectively, for all periods presented. See Note 2 — Discontinued Operations of the Combined Notes to Consolidated Financial Statements for additional information.

2. Retirement Benefits

See Note 14—Retirement Benefits of the Combined Notes to Consolidated Financial Statements for Exelon Corporate’s retirement benefits.

3. Derivative Financial Instruments

See Note 15—Derivative Financial Instruments of the Combined Notes to Consolidated Financial Statements for Exelon Corporate’s derivatives.

4. Debt and Credit Agreements

Short-Term Borrowings

Exelon Corporate meets its short-term liquidity requirements primarily through the issuance of commercial paper. Exelon Corporate had $527 million in outstanding commercial paper borrowings as of December 31, 2023 and $449 million outstanding commercial paper as of December 31, 2022.

Revolving Credit Agreements

As of December 31, 2023, Exelon Corporation had a $900 million aggregate bank commitment under its existing syndicated revolving facility in which $370 million was available to support additional commercial paper as of December 31, 2023. See Note 16 — Debt and Credit Agreements of the Combined Notes to Consolidated Financial Statements for additional information regarding Exelon Corporate’s credit agreement.

On February 1, 2022, Exelon Corporate entered into a new 5-year revolving credit facility with an aggregate bank commitment of $900 million at a variable interest rate of SOFR plus 1.275% which replaced its existing $600 million syndicated revolving credit facility.

Exelon Corporate had no outstanding amounts on the revolving credit facilities as of December 31, 2023.

Short-Term Loan Agreements

Exelon Corporation and Subsidiary Companies

Schedule I – Condensed Financial Information of Parent (Exelon Corporate)

Notes to Financial Statements

On March 23, 2017, Exelon Corporate entered into a term loan agreement for $500 million. The loan agreement was renewed in the first quarter of 2023 and was bifurcated into two tranches of $300 million on March 14, 2023 and $200 million on March 24, 2023. The agreements will expire on March 14, 2024 and March 22, 2024, respectively. Pursuant to the loan agreements, loans made thereunder bear interest at a variable rate equal to SOFR plus 0.90% and all indebtedness thereunder is unsecured. The loan agreement is reflected in Exelon's Consolidated Balance Sheets within Short-term borrowings.

Long-Term Debt

The following tables present the outstanding long-term debt for Exelon Corporate at December 31, 2023 and December 31, 2022:


						Maturity Date	December 31,
	Rates					2023	2022
Long-term debt



Senior unsecured notes(a)	2.75	%	-	7.60	%	2025 - 2053	$	10,639	$	8,139
Loan agreement(c)				6.23	%	2024	500		1,350
Total long-term debt							11,139		9,489
Unamortized debt discount and premium, net							(13)		(10)
Unamortized debt issuance costs							(65)		(51)
Fair value adjustment							152		164
Long-term debt due within one year(b)							(500)		(850)
Long-term debt							$	10,713	$	8,742

(a)Senior unsecured notes included mirror debt that was held on Exelon Corporation's Balance Sheet in 2021. In connection with the separation, on January 31, 2022, Exelon Corporate received cash from Generation of $258 million to settle the intercompany loan. See Note 16 — Debt and Credit Agreements for additional information on the merger debt.

(b)In connection with the separation, Exelon Corporate entered into three 18-month term loan agreements. On January 21, 2022, two of the loan agreements were issued for $300 million each with an expiration date of July 21, 2023. On January 24, 2022, the third loan agreement was issued for $250 million with an expiration date of July 24, 2023. Pursuant to the loan agreement, loans made thereunder bear interest at a variable rate equal to SOFR plus 0.65%.

(c)Pursuant to the loan agreement, loans made thereunder bear interest at a variable rate equal to SOFR plus 0.85%.

The long-term debt maturities for Exelon Corporate for the periods 2024 through 2028 and thereafter are as follows:


2024	$	500
2025	807
2026	750
2027	650
2028	1,000
Thereafter	7,432
Total long-term debt	$	11,139

5. Commitments and Contingencies

See Note 18—Commitments and Contingencies of the Combined Notes to Consolidated Financial Statements for Exelon Corporate’s commitments and contingencies.

6. Related Party Transactions

The financial statements of Exelon Corporate include related party transactions as presented in the tables below:

Exelon Corporation and Subsidiary Companies

Schedule I – Condensed Financial Information of Parent (Exelon Corporate)

Notes to Financial Statements


	For the Years Ended December 31,
(In millions)	2023		2022		2021
Operating and maintenance from affiliates:
BSC(a)	$	7	$	4	$	14

Total operating and maintenance from affiliates:	$	7	$	4	$	14
Interest income (expense) from affiliates, net:

BSC	$	6	$	4	$	—
EEDC(b)	3		1		—
Total interest income from affiliates, net:	$	9	$	5	$	—
Equity in earnings (losses) of investments:
BSC	$	—	$	(18)	$	(301)
EEDC(b)	2,727		2,482		2,215

PCI	2		(9)		(1)

Exelon Enterprises	1		—		—
Exelon InQB8R	(2)		(4)		(7)

Other	—		(1)		2
Total equity in earnings of investments:	$	2,728	$	2,450	$	1,908

Cash contributions received from affiliates	$	1,978	$	2,027	$	1,842


	At December 31,
(in millions)	2023		2022
Accounts receivable from affiliates (current):
BSC	$	—	$	3

ComEd	4		4
PECO	2		2
BGE	1		1
PHISCO	7		7


Total accounts receivable from affiliates (current):	$	14	$	17
Notes receivable from affiliates (current):
BSC(a)	$	160	$	138


PHI	65		44
Total notes receivable from affiliates (current):	$	225	$	182
Investments in affiliates from continuing operations:
BSC(a)	$	384	$	384
EEDC(b)	37,705		35,092
PCI	54		52
UII	365		365
Voluntary Employee Beneficiary Association trust	9		4
Exelon Enterprises	4		3
Conectiv	12		12
Exelon InQB8R	13		15
Other(c)	(1)		(2)
Total investments in affiliates from continuing operations:	$	38,545	$	35,925




Accounts payable to affiliates (current):

UII	$	360	$	360
BSC(a)	1		—



Total accounts payable to affiliates (current):	$	361	$	360

Exelon Corporation and Subsidiary Companies

Schedule I – Condensed Financial Information of Parent (Exelon Corporate)

Notes to Financial Statements

(a)Exelon Corporate receives a variety of corporate support services from BSC, including legal, human resources, financial, information technology, and supply management services. All services are provided at cost, including applicable overhead.

(b)EEDC consists of ComEd, PECO, BGE, PHI, Pepco, DPL, and ACE.

(c)Primarily relates to elimination of affiliate transactions with Generation, primarily related to the Regulatory Agreement Units. See Note 3 — Regulatory Matters and Note 23 — Related Party Transactions of the Combined Notes to Consolidated Financial Statements for additional information.

Exelon Corporation and Subsidiary Companies

Schedule II – Valuation and Qualifying Accounts


Column A	Column B		Column C						Column D			Column E
			Additions and adjustments
Description	Balance at Beginning of Period		Charged to Costs and Expenses			Charged to Other Accounts			Deductions			Balance at End of Period
(In millions)
For the year ended December 31, 2023
Allowance for credit losses(a)	$	409	$	171	(b)	$	20		$	201	(c)	$	399
Deferred tax valuation allowance	94		—			20			—			114

For the year ended December 31, 2022
Allowance for credit losses(a)	$	392	$	174	(b)	$	28		$	185	(c)	$	409
Deferred tax valuation allowance	37		—			57			—			94

For the year ended December 31, 2021
Allowance for credit losses(a)	$	405	$	107	(b)	$	—		$	120	(c)	$	392
Deferred tax valuation allowance	4		—			33		(d)	—			37

(a)Excludes the noncurrent Allowance for credit losses related to PECO’s installment plan receivables of $6 million, $7 million, and $14 million for the years ended December 31, 2023, 2022, and 2021, respectively.

(b)The amount charged to costs and expenses includes the amount reclassified to Regulatory assets/liabilities under different mechanisms applicable to the different jurisdictions in which the Utility Registrants operate.

(c)Primarily reflects write-offs, net of recoveries, of individual accounts receivable.

(d)DPL recorded a full valuation allowance against Delaware net operating losses carryforwards due to a change in Delaware tax law. See Note 13 — Income Taxes of the Combined Notes to Consolidated Financial Statements for additional information on the valuation allowance.

Commonwealth Edison Company and Subsidiary Companies

(2) ComEd


(i)						Financial Statements (Item 8):

						Report of Independent Registered Public Accounting Firm dated February 21, 2024 of PricewaterhouseCoopers LLP (PCAOB ID 238)

						Consolidated Statements of Operations and Comprehensive Income for the Years Ended December 31, 2023, 2022, and 2021

						Consolidated Statements of Cash Flows for the Years Ended December 31, 2023, 2022, and 2021

						Consolidated Balance Sheets at December 31, 2023 and 2022

						Consolidated Statements of Changes in Shareholders’ Equity for the Years Ended December 31, 2023, 2022, and 2021

						Notes to Consolidated Financial Statements

(ii)						Financial Statement Schedule:

						Schedule II—Valuation and Qualifying Accounts for the Years Ended December 31, 2023, 2022, and 2021

						Schedules not included are omitted because of the absence of conditions under which they are required or because the required information is provided in the consolidated financial statements, including the notes thereto

Commonwealth Edison Company and Subsidiary Companies

Schedule II – Valuation and Qualifying Accounts


Column A	Column B		Column C					Column D			Column E
			Additions and adjustments
Description	Balance at Beginning of Period		Charged to Costs and Expenses			Charged to Other Accounts		Deductions			Balance at End of Period
(In millions)
For the year ended December 31, 2023
Allowance for credit losses	$	76	$	45	(a)	$	13	$	48	(b)	$	86

For the year ended December 31, 2022
Allowance for credit losses	$	90	$	24	(a)	$	8	$	46	(b)	$	76

For the year ended December 31, 2021
Allowance for credit losses	$	118	$	18	(a)	$	1	$	47	(b)	$	90

(a)ComEd is allowed to recover from or refund to customers the difference between its annual credit loss expense and the amounts collected in rates annually through a rider mechanism. The amount charged to costs and expenses includes the amount that was reclassified to Regulatory assets/liabilities under such mechanism. See Note 3 – Regulatory Matters of the Combined Notes to Consolidated Financial Statements for additional information.

(b)Write-offs, net of recoveries of individual accounts receivable.

PECO Energy Company and Subsidiary Companies

(3) PECO


(i)						Financial Statements (Item 8):

						Report of Independent Registered Public Accounting Firm dated February 21, 2024 of PricewaterhouseCoopers LLP (PCAOB ID 238)

						Consolidated Statements of Operations and Comprehensive Income for the Years Ended December 31, 2023, 2022, and 2021

						Consolidated Statements of Cash Flows for the Years Ended December 31, 2023, 2022, and 2021

						Consolidated Balance Sheets at December 31, 2023 and 2022

						Consolidated Statements of Changes in Shareholder's Equity for the Years Ended December 31, 2023, 2022, and 2021

						Notes to Consolidated Financial Statements

(ii)						Financial Statement Schedule:

						Schedule II—Valuation and Qualifying Accounts for the Years Ended December 31, 2023, 2022, and 2021

						Schedules not included are omitted because of the absence of conditions under which they are required or because the required information is provided in the consolidated financial statements, including the notes thereto

PECO Energy Company and Subsidiary Companies

Schedule II – Valuation and Qualifying Accounts


Column A	Column B		Column C					Column D			Column E
			Additions and adjustments
Description	Balance at Beginning of Period		Charged to Costs and Expenses			Charged to Other Accounts		Deductions			Balance at End of Period
(In millions)
For the year ended December 31, 2023
Allowance for credit losses(a)	$	114	$	43	(b)	$	9	$	63	(c)	$	103
Deferred tax valuation allowance	7		—			—		—			7

For the year ended December 31, 2022
Allowance for credit losses(a)	$	112	$	44	(b)	$	14	$	56	(c)	$	114
Deferred tax valuation allowance	3		—			4		—			7

For the year ended December 31, 2021
Allowance for credit losses(a)	$	124	$	32	(b)	$	(6)	$	38	(c)	$	112
Deferred tax valuation allowance	1		—			2		—			3

(b)The amount charged to costs and expenses includes the amount that was reclassified to the COVID-19 regulatory asset. See Note 3 – Regulatory Matters of the Combined Notes to Consolidated Financial Statements for additional information.

(c)Write-offs, net of recoveries of individual accounts receivable.

Baltimore Gas and Electric Company

(4) BGE


(i)						Financial Statements (Item 8):

						Report of Independent Registered Public Accounting Firm dated February 21, 2024 of PricewaterhouseCoopers LLP (PCAOB ID 238)

						Statements of Operations and Comprehensive Income for the Years Ended December 31, 2023, 2022 and 2021

						Statements of Cash Flows for the Years Ended December 31, 2023, 2022 and 2021

						Balance Sheets at December 31, 2023 and 2022

						Statements of Changes in Shareholder's Equity for the Years Ended December 31, 2023, 2022 and 2021

						Notes to Financial Statements

(ii)						Financial Statement Schedule:

						Schedule II—Valuation and Qualifying Accounts for the Years Ended December 31, 2023, 2022, and 2021

						Schedules not included are omitted because of the absence of conditions under which they are required or because the required information is provided in the consolidated financial statements, including the notes thereto

Baltimore Gas and Electric Company

Schedule II – Valuation and Qualifying Accounts


Column A	Column B		Column C					Column D			Column E
			Additions and adjustments
Description	Balance at Beginning of Period		Charged to Costs and Expenses			Charged to Other Accounts		Deductions			Balance at End of Period
(In millions)
For the year ended December 31, 2023
Allowance for credit losses	$	64	$	26	(a)	$	5	$	42	(b)	$	53
Deferred tax valuation allowance	3		—			—		—			3

For the year ended December 31, 2022
Allowance for credit losses	$	47	$	37	(a)	$	6	$	26	(b)	$	64
Deferred tax valuation allowance	—		—			3		—			3

For the year ended December 31, 2021
Allowance for credit losses	$	44	$	16	(a)	$	3	$	16	(b)	$	47
Deferred tax valuation allowance	—		—			—		—			—

(a)The amount charged to costs and expenses includes the amount that was reclassified to Regulatory assets/liabilities under different mechanisms as approved by the MDPSC.

(b)Write-offs, net of recoveries of individual accounts receivable.

Pepco Holdings LLC and Subsidiary Companies

(5) PHI


(i)						Financial Statements (Item 8):

						Report of Independent Registered Public Accounting Firm dated February 21, 2024 of PricewaterhouseCoopers LLP (PCAOB ID 238)

						Consolidated Statements of Operations and Comprehensive Income for the Years Ended December 31, 2023, 2022, and 2021

						Consolidated Statements of Cash Flows for the Years Ended December 31, 2023, 2022, and 2021

						Consolidated Balance Sheets at December 31, 2023 and 2022

						Consolidated Statements of Changes in Equity for the Years Ended December 31, 2023, 2022, and 2021

						Notes to Consolidated Financial Statements

(ii)						Financial Statement Schedule:

						Schedule II—Valuation and Qualifying Accounts for the Years Ended December 31, 2023, 2022, and 2021

						Schedules not included are omitted because of the absence of conditions under which they are required or because the required information is provided in the consolidated financial statements, including the notes thereto

Pepco Holdings LLC and Subsidiary Companies

Schedule II – Valuation and Qualifying Accounts


Column A	Column B		Column C						Column D			Column E
			Additions and adjustments
Description	Balance at Beginning of Period		Charged to Costs and Expenses			Charged to Other Accounts			Deductions			Balance at End of Period
(In millions)
For the year ended December 31, 2023
Allowance for credit losses	$	155	$	57	(a)	$	(7)		$	48	(b)	$	157
Deferred tax valuation allowance	35		—			—			—			35

For the year ended December 31, 2022
Allowance for credit losses	$	143	$	69	(a)	$	—		$	57	(b)	$	155
Deferred tax valuation allowance	31		—			4			—			35

For the year ended December 31, 2021
Allowance for credit losses	$	119	$	41	(a)	$	2		$	19	(b)	$	143
Deferred tax valuation allowance	—		—			31		(c)	—			31

(a)The amount charged to costs and expenses includes the amount that was reclassified to Regulatory assets/liabilities under different mechanisms applicable to the different jurisdictions Pepco, DPL, and ACE operate in.

(b)Write-offs, net of recoveries of individual accounts receivable.

(c)DPL recorded a full valuation allowance against Delaware net operating losses carryforwards due to a change in Delaware tax law. See Note 13 — Income Taxes of the Combined Notes to Consolidated Financial Statements for additional information on the valuation allowance.

Potomac Electric Power Company

(6) Pepco


(i)						Financial Statements (Item 8):

						Report of Independent Registered Public Accounting Firm dated February 21, 2024 of PricewaterhouseCoopers LLP (PCAOB ID 238)

						Statements of Operations and Comprehensive Income for the Years Ended December 31, 2023, 2022 and 2021

						Statements of Cash Flows for the Years Ended December 31, 2023, 2022 and 2021

						Balance Sheets at December 31, 2023 and 2022

						Statements of Changes in Shareholder's Equity for the Years Ended December 31, 2023, 2022 and 2021

						Notes to Financial Statements

(ii)						Financial Statement Schedule:

						Schedule II—Valuation and Qualifying Accounts for the Years Ended December 31, 2023, 2022, and 2021

						Schedules not included are omitted because of the absence of conditions under which they are required or because the required information is provided in the consolidated financial statements, including the notes thereto

Potomac Electric Power Company

Schedule II – Valuation and Qualifying Accounts


Column A	Column B		Column C					Column D			Column E
			Additions and adjustments
Description	Balance at Beginning of Period		Charged to Costs and Expenses			Charged to Other Accounts		Deductions			Balance at End of Period
(In millions)
For the year ended December 31, 2023
Allowance for credit losses	$	72	$	31	(a)	$	(5)	$	18	(b)	$	80


For the year ended December 31, 2022
Allowance for credit losses	$	53	$	36	(a)	$	4	$	21	(b)	$	72


For the year ended December 31, 2021
Allowance for credit losses	$	45	$	14	(a)	$	2	$	8	(b)	$	53

(a)The amount charged to costs and expenses includes the amount that was reclassified to Regulatory assets/liabilities under different mechanisms as approved by the DCPSC and MDPSC.

(b)Write-offs, net of recoveries of individual accounts receivable.

Delmarva Power & Light Company

(7) DPL


(i)						Financial Statements (Item 8):

						Report of Independent Registered Public Accounting Firm dated February 21, 2024 of PricewaterhouseCoopers LLP (PCAOB ID 238)

						Statements of Operations and Comprehensive Income for the Years Ended December 31, 2023, 2022 and 2021

						Statements of Cash Flows for the Years Ended December 31, 2023, 2022 and 2021

						Balance Sheets at December 31, 2023 and 2022

						Statements of Changes in Shareholder's Equity for the Years Ended December 31, 2023, 2022 and 2021

						Notes to Financial Statements

(ii)						Financial Statement Schedule:

						Schedule II—Valuation and Qualifying Accounts for the Years Ended December 31, 2023, 2022, and 2021

						Schedules not included are omitted because of the absence of conditions under which they are required or because the required information is provided in the consolidated financial statements, including the notes thereto

Delmarva Power & Light Company

Schedule II – Valuation and Qualifying Accounts


Column A	Column B		Column C						Column D			Column E
			Additions and adjustments
Description	Balance at Beginning of Period		Charged to Costs and Expenses			Charged to Other Accounts			Deductions			Balance at End of Period
(In millions)
For the year ended December 31, 2023
Allowance for credit losses	$	28	$	10	(a)	$	—		$	11	(b)	$	27
Deferred tax valuation allowance	32		—			—			—			32

For the year ended December 31, 2022
Allowance for credit losses	$	26	$	13	(a)	$	(2)		$	9	(b)	$	28
Deferred tax valuation allowance	31		—			1			—			32

For the year ended December 31, 2021
Allowance for credit losses	$	31	$	6	(a)	$	(1)		$	10	(b)	$	26
Deferred tax valuation allowance	—		—			31		(c)	—			31

(a)The amount charged to costs and expenses includes the amount that was reclassified to Regulatory assets/liabilities under different mechanisms as approved by the DEPSC and MDPSC.

(b)Write-offs, net of recoveries of individual accounts receivable.

Atlantic City Electric Company and Subsidiary Company

(8) ACE


(i)						Financial Statements (Item 8):

						Report of Independent Registered Public Accounting Firm dated February 21, 2024 of PricewaterhouseCoopers LLP (PCAOB ID 238)

						Consolidated Statements of Operations and Comprehensive Income for the Years Ended December 31, 2023, 2022, and 2021

						Consolidated Statements of Cash Flows for the Years Ended December 31, 2023, 2022, and 2021

						Consolidated Balance Sheets at December 31, 2023 and 2022

						Consolidated Statements of Changes in Shareholder's Equity for the Years Ended December 31, 2023, 2022, and 2021

						Notes to Consolidated Financial Statements

(ii)						Financial Statement Schedule:

						Schedule II—Valuation and Qualifying Accounts for the Years Ended December 31, 2023, 2022, and 2021

						Schedules not included are omitted because of the absence of conditions under which they are required or because the required information is provided in the consolidated financial statements, including the notes thereto

Atlantic City Electric Company and Subsidiary Company

Schedule II – Valuation and Qualifying Accounts


Column A	Column B		Column C					Column D			Column E
			Additions and adjustments
Description	Balance at Beginning of Period		Charged to Costs and Expenses			Charged to Other Accounts		Deductions			Balance at End of Period
(In millions)
For the year ended December 31, 2023
Allowance for credit losses	$	55	$	16	(a)	$	(2)	$	19	(b)	$	50


For the year ended December 31, 2022
Allowance for credit losses	$	64	$	20	(a)	$	(2)	$	27	(b)	$	55


For the year ended December 31, 2021
Allowance for credit losses	$	43	$	21	(a)	$	1	$	1	(b)	$	64

(a)ACE is allowed to recover from or refund to customers the difference between its annual credit loss expense and the amounts collected in rates annually through the Societal Benefits Charge. The amount charged to costs and expenses includes the amount that was reclassified to Regulatory assets/liabilities under such mechanism. See Note 3 – Regulatory Matters of the Combined Notes to Consolidated Financial Statements for additional information.

(b)Write-offs, net of recoveries of individual accounts receivable.

Exhibits required by Item 601 of Regulation S-K:

Certain of the following exhibits are incorporated herein by reference under Rule 12b-32 of the Securities and Exchange Act of 1934, as amended. Certain other instruments which would otherwise be required to be listed below have not been so listed because such instruments do not authorize securities in an amount which exceeds 10% of the total assets of the applicable registrant and its subsidiaries on a consolidated basis and the relevant registrant agrees to furnish a copy of any such instrument to the Commission upon request.

(2) Plans of acquisition, reorganization, arrangement, liquidation, or succession


Exhibit No.			Description									Location
2-1			Separation Agreement, dated January 31, 2022, between Exelon Corporation and Constellation Energy Corporation									File No. 001-16169, Form 8K dated February 2, 2022, Exhibit 2.1

(3) Articles of Incorporation and Bylaws

Exelon Corporation


Exhibit No.	Description	Location
3-1	Amended and Restated Articles of Incorporation of Exelon Corporation, as amended July 24, 2018	File No. 001-16169, Form 8-K dated July 27, 2018, Exhibit 3.1

3-2	Amended and Restated Bylaws of Exelon Corporation, as amended on August 3, 2022	File No. 001-16169, Form 10-Q dated August 3, 2022, Exhibit 3.1

Baltimore Gas and Electric Company


Exhibit No.	Description	Location
3-3	Articles of Restatement to the Charter of Baltimore Gas and Electric Company, restated as of August 16, 1996	File No. 001-01910, Form 10-Q dated November 14, 1996, Exhibit 3

3-4	Articles of Amendment to the Charter of Baltimore Gas and Electric Company as of February 2, 2010	File No. 001-01910, Form 8-K dated February 4, 2010, Exhibit 3.1

3-5	Amended and Restated Bylaws of Baltimore Gas and Electric Company dated August 3, 2020	File No. 001-01910, Form 10-Q dated August 4, 2020, Exhibit 3.4

Commonwealth Edison Company


Exhibit No.	Description	Location
3-6	Restated Articles of Incorporation of Commonwealth Edison Company Effective February 20, 1985, including Statements of Resolution Establishing Series, relating to the establishment of three new series of Commonwealth Edison Company preference stock known as the “$9.00 Cumulative Preference Stock,” the “$6.875 Cumulative Preference Stock” and the “$2.425 Cumulative Preference Stock”	File No. 001-01839, Form 10-K dated March 30, 1995, Exhibit 3.2

3-7	Amended and Restated Bylaws of Commonwealth Edison Company, Effective February 22, 2021	File No. 001-01839, Form 10-K dated February 24, 2021, Exhibit 3.6

PECO Energy Company


Exhibit No.	Description	Location
3-8	Amended and Restated Articles of Incorporation of PECO Energy Company	File No. 001-01401, Form 10-K dated April 2, 2001, Exhibit 3.3

3-9	Amended and Restated Bylaws of PECO Energy Company dated August 3, 2020	File No. 000-16844, Form 10-Q dated August 4, 2020, Exhibit 3.3

Pepco Holdings LLC


Exhibit No.	Description	Location
3-10	Certificate of Formation of Pepco Holdings LLC, dated March 23, 2016	File No. 001-31403, Form 8-K dated March 24, 2016, Exhibit 3.2

3-11	Amended and Restated Limited Liability Company Agreement of Pepco Holdings LLC, dated August 3, 2020	File No. 001-31403, Form 10-Q dated August 4, 2020, Exhibit 3.5

Atlantic City Electric Company


Exhibit No.	Description	Location
3-12	Restated Certificate of Incorporation of Atlantic City Electric Company (filed in New Jersey on August 9, 2002)	File No. 001-03559, Amendment No. 1 to Form U5B dated February 13, 2003, Exhibit B.8.1

3-13	Bylaws of Atlantic City Electric Company	File No. 001-03559, Form 10-Q dated May 9, 2005, Exhibit 3.2.2

Delmarva Power & Light Company


Exhibit No.	Description	Location
3-14	Restated Certificate and Articles of Incorporation of Delmarva Power & Light Company (as filed in Delaware and Virginia)	File No. 001-01405, Form 10-K dated March 1, 2007, Exhibit 3.3

3-15	Bylaws of Delmarva Power & Light Company	File No. 001-01405, Form 10-Q dated May 9, 2005, Exhibit 3.2.1

Potomac Electric Power Company


Exhibit No.	Description	Location
3-16	Restated Articles of Incorporation of Potomac Electric Power Company (as filed in the District of Columbia)	File No. 001-31403, Form 10-Q dated May 5, 2006, Exhibit 3.1

3-17	Restated Articles of Incorporation and Articles of Restatement of Potomac Electric Power Company (as filed in Virginia)	File No. 001-01072, Form 10-Q dated November 4, 2011, Exhibit 3.3

3-18	Bylaws of Potomac Electric Power Company	File No. 001-01072, Form 10-Q dated May 5, 2006, Exhibit 3.2

(4) Instruments Defining the Rights of Securities Holders, Including Indentures

Exelon Corporation


Exhibit No.	Description	Location
4-1	Exelon Corporation Direct Stock Purchase Plan	File No. 333-206474, Registration Statement on Form S-3 dated August 19, 2015

4-2	Indenture dated May 1, 2001 between Exelon Corporation and The Bank of New York Mellon Trust Company, N.A., as trustee	File No. 001-16169, Form 10-Q dated July 26, 2005, Exhibit 4.10

4-3	Form of $500,000,000 5.625% senior notes due 2035 dated June 9, 2005 issued by Exelon Corporation	File No. 001-16169, Form 8-K dated June 9, 2005, Exhibit 99.3

4-4	Indenture, dated as of June 17, 2014, between Exelon Corporation and The Bank of New York Mellon Trust Company, N.A., as Trustee	File No. 001-16169, Form 8-K dated June 23, 2014, Exhibit 4.1

4-4-1	First Supplemental Indenture, dated as of June 17, 2014, between Exelon Corporation and The Bank of New York Mellon Trust Company, N.A., as Trustee	File No. 001-16169, Form 8-K dated June 23, 2014, Exhibit 4.2

4-4-2	Second Supplemental Indenture, dated April 3, 2017, between Exelon and The Bank of New York Mellon Trust Company, N.A., as trustee, to that certain Indenture (For Unsecured Subordinated Debt Securities), dated June 17, 2014	File No. 001-16169, Form 8-K dated April 4, 2017, Exhibit 4.3

4-5	Indenture, dated as of June 11, 2015, among Exelon Corporation and The Bank of New York Mellon Trust Company, N.A., as trustee	File No. 001-16169, Form 8-K dated June 11, 2015, Exhibit 4.1

4-5-1	First Supplemental Indenture, dated as of June 11, 2015, among Exelon Corporation and The Bank of New York Mellon Trust Company, N.A., as trustee	File No. 001-16169, Form 8-K dated June 11, 2015, Exhibit 4.2


Exhibit No.	Description	Location
4-5-2	Second Supplemental Indenture, dated as of December 2, 2015, among Exelon Corporation and The Bank of New York Mellon Trust Company, N.A., as trustee	File No. 001-16169, Form 8-K dated December 2, 2015, Exhibit 4.1

4-5-3	Third Supplemental Indenture, dated as of April 7, 2016, among Exelon Corporation and The Bank of New York Mellon Trust Company, N.A., as trustee	File No. 001-16169, Form 8-K dated April 7, 2016, Exhibit 4.2

4-5-4	Fourth Supplemental Indenture, dated as of April 1, 2020, among Exelon Corporation and The Bank of New York Mellon Trust Company, N.A., as trustee	File No. 001-16169, Form 8-K dated April 1, 2020, Exhibit 4.2

4-5-5	Fifth Supplemental Indenture, dated as of March 7, 2022, among Exelon Corporation and The Bank of New York Mellon Trust Company, N.A., as trustee	File No. 001-16169, Form 8-K dated March 7, 2022, Exhibit 4.2

4-5-6	Sixth Supplemental Indenture, dated as of February 1, 2023, among Exelon Corporation and The Bank of New York Mellon Trust Company, N.A., as trustee	File No. 001-16169, Form 8-K dated February 21, 2023, Exhibit 4.2

4-6	Description of Exelon Securities	File No. 001-16169, Form 10-K dated February 11, 2020, Exhibit 4.63

Baltimore Gas and Electric Company


Exhibit No.	Description	Location
4-7	Indenture dated as of July 24, 2006 between Baltimore Gas and Electric Company and Deutsche Bank Trust Company Americas, as trustee	File No. 333-135991, Registration Statement on Form S-3 dated July 24, 2006, Exhibit 4(b)

4-8	Form of 2.400% notes due 2026 issued August 18, 2016 by Baltimore Gas and Electric Company	File No. 001-01910, Form 8-K dated August 18, 2016, Exhibit 4.1

4-9	Form of 3.500% Note due 2046 issued August 18, 2016 by Baltimore Gas and Electric Company	File No. 001-01910, Form 8-K dated August 18, 2016, Exhibit 4.2

4-10	Form of 3.750% Note due 2047 issued August 24, 2017 by Baltimore Gas and Electric Company	File No. 001-01910, Form 8-K dated August 24, 2017, Exhibit 4.1

4-11	Form of 4.550% Note due 2052 issued June 6, 2022 by Baltimore Gas and Electric Company	File No. 001-01910, Form 8-K dated June 6, 2022, Exhibit 4.2

4-12	Form of 5.400% Note due 2053 issued May 10, 2023 by Baltimore Gas and Electric	File No. 001-01910, Form 8-K dated May 10, 2023, Exhibit 4.2

4-13	Indenture, dated as of September 1, 2019, between Baltimore Gas and Electric Company and U.S. Bank N.A., as trustee	File No. 001-01910, Form 8-K dated September 12, 2019, Exhibit 4.1

Commonwealth Edison Company


Exhibit No.	Description	Location
4-14	Mortgage of Commonwealth Edison Company to Illinois Merchants Trust Company, Trustee (BNY Mellon Trust Company of Illinois, as current successor Trustee), dated July 1, 1923, as supplemented and amended by Supplemental Indenture thereto dated August 1, 1944	Registration No. 2-60201, Form S-7, Exhibit 2-1(a)

4-1 4 -1	Supplemental Indenture to Commonwealth Edison Company Mortgage dated as of January 13, 2003	File No. 001-01839, Form 8-K dated February 13, 2003, Exhibit 4.4

4-1 4 -2	Supplemental Indenture to Commonwealth Edison Company Mortgage dated as of February 22, 2006	File No. 001-01839, Form 8-K dated March 6, 2006, Exhibit 4.1


Exhibit No.	Description	Location
4-1 4 -3	Supplemental Indenture to Commonwealth Edison Company Mortgage dated as of March 1, 2007	File No. 001-01839, Form 8-K dated March 23, 2007, Exhibit 4.1

4-1 4 -4	Supplemental Indenture to Commonwealth Edison Company Mortgage dated as of December 20, 2007	File No. 001-01839, Form 8-K dated January 16, 2008, Exhibit 4.1

4-1 4 -5	Supplemental Indenture to Commonwealth Edison Company Mortgage dated as of September 17, 2012	File No. 001-01839, Form 8-K dated October 1, 2012, Exhibit 4.1

4-1 4 -6	Supplemental Indenture to Commonwealth Edison Company Mortgage dated as of August 1, 2013	File No. 001-01839, Form 8-K dated August 19, 2013, Exhibit 4.1

4-1 4 -7	Supplemental Indenture to Commonwealth Edison Company Mortgage dated as of January 2, 2014	File No. 001-01839, Form 8-K dated January 10, 2014, Exhibit 4.1

4-1 4 -8	Supplemental Indenture to Commonwealth Edison Company Mortgage dated as of October 28, 2014	File No. 001-01839, Form 8-K dated November 10, 2014, Exhibit 4.1

4-1 4 -9	Supplemental Indenture to Commonwealth Edison Company Mortgage dated as of February 18, 2015	File No. 001-01839, Form 8-K dated March 2, 2015, Exhibit 4.1

4-1 4 -10	Supplemental Indenture to Commonwealth Edison Company Mortgage dated as of November 4, 2015	File No. 001-01839, Form 8-K dated November 19, 2015, Exhibit 4.1

4-1 4 -11	Supplemental Indenture to Commonwealth Edison Company Mortgage dated as of June 15, 2016	File No. 001-01839, Form 8-K dated June 27, 2016, Exhibit 4.1

4-1 4 -12	Supplemental Indenture to Commonwealth Edison Company Mortgage dated as of August 9, 2017	File No. 001-01839, Form 8-K dated August 23, 2017, Exhibit 4.1

4-1 4 -13	Supplemental Indenture to Commonwealth Edison Company Mortgage dated as of February 6, 2018	File No. 001-01839, Form 8-K dated February 20, 2018, Exhibit 4.1

4-1 4 -14	Supplemental Indenture to Commonwealth Edison Company Mortgage dated as of July 26, 2018	File No. 001-01839, Form 8-K dated August 14, 2018, Exhibit 4.1

4-1 4 -15	Supplemental Indenture to Commonwealth Edison Company Mortgage dated as of February 7, 2019	File No. 001-01839, Form 8-K dated February 19, 2019, Exhibit 4.1

4-1 4 -16	Supplemental Indenture to Commonwealth Edison Company Mortgage dated as of October 29, 2019	File No. 001-01839, Form 8-K dated November 12, 2019, Exhibit 4.1

4-1 4 -17	Supplemental Indenture to Commonwealth Edison Company Mortgage dated as of February 10, 2020	File No. 001-01839, Form 8-K dated February 25, 2020, Exhibit 4.1


Exhibit No.	Description	Location
4-1 4 -18	Supplemental Indenture to Commonwealth Edison Company Mortgage dated as of February 16, 2021	File No. 001-01839, Form 8-K dated March 9, 2021, Exhibit 4.1

4-1 4 -19	Supplemental Indenture to Commonwealth Edison Company Mortgage dated as of August 2, 2021	File No. 001-01839, Form 8-K dated August 12, 2021, Exhibit 4.1

4-1 4 -20	Supplemental Indenture to Commonwealth Edison Company Mortgage dated as of February 23, 2022	File No. 001-01839, Form 8-K/A dated March 15, 2022, Exhibit 4.1

4-1 4 -21	Supplemental Indenture to Commonwealth Edison Company Mortgage dated as of December 21, 2022	File No. 001-01839, Form 8-K dated January 10, 2023, Exhibit 4.1

4-15	Instrument of Resignation, Appointment and Acceptance dated as of February 20, 2002, under the provisions of the Mortgage of Commonwealth Edison Company dated July 1, 1923, and Indentures Supplemental thereto, regarding corporate trustee	File No. 001-01839, Form 10-K dated April 1, 2002, Exhibit 4.4.2

4-16	Instrument dated as of January 31, 1996, under the provisions of the Mortgage of Commonwealth Edison Company dated July 1, 1923 and Indentures Supplemental thereto, regarding individual	File No. 001-01839, Form 10-K dated March 29, 1996, Exhibit 4.29

4-17	Description of ComEd Securities	File No. 001-16169, Form 10-K dated February 11, 2020, Exhibit 4.65

PECO Energy Company


Exhibit No.	Description	Location
4-18	First and Refunding Mortgage dated May 1, 1923 between The Counties Gas and Electric Company (predecessor to PECO Energy Company) and Fidelity Trust Company, Trustee (U.S. Bank N.A., as current successor trustee)	Registration No. 2-2281, Exhibit B-1(a)

4-18-1	Supplemental Indenture to PECO Energy Company’s First and Refunding Mortgage dated as of December 1, 1941	Registration No. 2-4863, Exhibit B-1(h)(a)

4-1 8 -2	Supplemental Indenture to PECO Energy Company’s First and Refunding Mortgage dated as of April 15, 2004	File No. 000-16844, Form 10-Q dated September 30, 2004, Exhibit 4-1-1

4-1 8 -3	Supplemental Indenture to PECO Energy Company’s First and Refunding Mortgage dated as of September 15, 2006	File No. 000-16844, Form 8-K dated September 25, 2006, Exhibit 4.1

4-1 8 -4	Supplemental Indenture to PECO Energy Company’s First and Refunding Mortgage dated as of March 1, 2007	File No. 000-16844, Form 8-K dated March 19, 2007, Exhibit 4.1


Exhibit No.	Description	Location
4-1 8 -5	Supplemental Indenture to PECO Energy Company’s First and Refunding Mortgage dated as of September 1, 2012	File No. 000-16844, Form 8-K dated September 17, 2012, Exhibit 4.1

4-1 8 -6	Supplemental Indenture to PECO Energy Company’s First and Refunding Mortgage dated as of September 1, 2014	File No. 000-16844, Form 8-K dated September 15, 2014, Exhibit 4.1

4-1 8 -7	Supplemental Indenture to PECO Energy Company’s First and Refunding Mortgage dated as of September 15, 2015	File No. 000-16844, Form 8-K dated October 5, 2015, Exhibit 4.1

4-1 8 -8	Supplemental Indenture to PECO Energy Company’s First and Refunding Mortgage dated as of September 1, 2017	File No. 000-16844, Form 8-K dated September 18, 2017, Exhibit 4.1

4-1 8 -9	Supplemental Indenture to PECO Energy Company’s First and Refunding Mortgage dated as of February 1, 2018	File No. 000-16844, Form 8-K dated February 23, 2018, Exhibit 4.1

4-1 8 -10	Supplemental Indenture to PECO Energy Company’s First and Refunding Mortgage dated as of September 1, 2018	File No. 000-16844, Form 8-K dated September 11, 2018, Exhibit 4.1

4-1 8 -11	Supplemental Indenture to PECO Energy Company’s First and Refunding Mortgage dated as of August 15, 2019	File No. 000-16844, Form 8-K dated September 10, 2019, Exhibit 4.1

4-1 8 -12	Supplemental Indenture to PECO Energy Company’s First and Refunding Mortgage dated as of June 1, 2020	File No. 000-16844, Form 8-K dated June 8, 2020, Exhibit 4.1

4-1 8 -13	Supplemental Indenture to PECO Energy Company’s First and Refunding Mortgage dated as of February 15, 2021	File No. 000-16844, Form 8-K dated March 8, 2021, Exhibit 4.1

4-1 8 -14	Supplemental Indenture to PECO Energy Company’s First and Refunding Mortgage dated as of September 1, 2021	File No. 000-16844, Form 8-K dated September 14, 2021, Exhibit 4.1

4-1 8 -15	Supplemental Indenture to PECO Energy Company’s First and Refunding Mortgage dated as of May 1, 2022	File No. 000-16844, Form 8-K dated May 24, 2022, Exhibit 4.1

4-1 8 -16	Supplemental Indenture to PECO Energy Company’s First and Refunding Mortgage dated as of August 1, 2022	File No. 000-16844, Form 8-K dated August 23, 2022, Exhibit 4.1

4-1 8 -17	Supplemental Indenture to PECO Energy Company's First and Refunding Mortgage dated as of June 1, 2023	File No. 001-16844, Form 8-K dated June 23, 2023, Exhibit 4.1

4-19	Indenture to Subordinated Debt Securities dated as of June 24, 2003 between PECO Energy Company, as Issuer, and U.S. Bank N.A., as Trustee	File No. 000-16844, Form 10-Q dated July 30, 2003, Exhibit 4.1


Exhibit No.	Description	Location
4-20	Preferred Securities Guarantee Agreement between PECO Energy Company, as Guarantor, and U.S. Bank N.A., as Trustee, dated as of June 24, 2003	File No. 000-16844, Form 10-Q dated July 30, 2003, Exhibit 4.2

4-21	PECO Energy Capital Trust IV Amended and Restated Declaration of Trust among PECO Energy Company, as Sponsor, U.S. Bank Trust N.A., as Delaware Trustee and Property Trustee, and J. Barry Mitchell, George R. Shicora and Charles S. Walls as Administrative Trustees dated as of June 24, 2003	File No. 000-16844, Form 10-Q dated July 30, 2003, Exhibit 4.3

4-22	Description of PECO Securities	File No. 001-16169, Form 10-K dated February 11, 2020, Exhibit 4.64

Atlantic City Electric Company


Exhibit No.	Description	Location
4-23	Mortgage and Deed of Trust, dated January 15, 1937, between Atlantic City Electric Company and The Bank of New York Mellon (formerly Irving Trust Company), as trustee	2-66280, Registration Statement dated December 21, 1979, Exhibit 2(a)(a)

4-23-1	Supplemental Indenture to Atlantic City Electric Company Mortgage dated as of June 1, 1949	2-66280, Registration Statement dated December 21, 1979, Exhibit 2(b)(a)

4-23-2	Supplemental Indenture to Atlantic City Electric Company Mortgage dated as of March 1, 1991	Form 10-K dated March 28, 1991, Exhibit 4(d)(1)(a)

4-2 3 -3	Supplemental Indenture to Atlantic City Electric Company Mortgage dated as of April 1, 2004	File No. 001-03559, Form 8-K dated April 6, 2004, Exhibit 4.3

4-2 3 -4	Supplemental Indenture to Atlantic City Electric Company Mortgage dated as of March 8, 2006	File No. 001-03559, Form 8-K dated March 17, 2006, Exhibit 4

4-2 3 -5	Supplemental Indenture to Atlantic City Electric Company Mortgage dated as of March 29, 2011	File No. 001-03559, Form 8-K dated April 1, 2011, Exhibit 4.2

4-2 3 -6	Supplemental Indenture to Atlantic City Electric Company Mortgage dated as of August 18, 2014	File No. 001-03559, Form 8-K dated August 19, 2014, Exhibit 4.2

4-2 3 -7	Supplemental Indenture to Atlantic City Electric Company Mortgage dated as of December 1, 2015	File No. 001-03559, Form 8-K dated December 2, 2015, Exhibit 4.2 (included as Exhibit A to Exhibit 1.1).

4-2 3 -8	Supplemental Indenture to Atlantic City Electric Company Mortgage dated as of October 9, 2018	File No. 001-03559, Form 8-K dated October 16, 2018, Exhibit 4.1

4-2 3 -9	Supplemental Indenture to Atlantic City Electric Company Mortgage dated as of May 2, 2019	File No. 001-03559, Form 8-K dated May 21, 2019, File No. 4.3

4-2 3 -10	Supplemental Indenture to Atlantic City Electric Company Mortgage dated as of June 1, 2020	File No. 001-03559, Form 8-K dated June 9, 2020, Exhibit 4.2

4-2 3 -11	Supplemental Indenture to Atlantic City Electric Company Mortgage dated as of February 15, 2021	File No. 001-03559, Form 8-K dated March 10, 2021, Exhibit 4.1

4-2 3 -12	Supplemental Indenture to Atlantic City Electric Company Mortgage dated as of November 1, 2021	File No. 001-03559, Form 8-K dated November 16, 2021, Exhibit 4.2

4-2 3 -13	Supplemental Indenture to Atlantic City Electric Company Mortgage dated as of February 1, 2022	File No. 001-03559, Form 8-K dated February 15, 2022, Exhibit 4.2

4-2 3 -14	Supplemental Indenture to the Atlantic City Electric Company Mortgage and Deed of Trust, dated as of March 1, 2023	File No. 001-03559, Form 8-K dated March 15, 2023, Exhibit 4.2

4-24	Pollution Control Facilities Loan Agreement, dated as of June 1, 2020, between The Pollution Control Financing Authority of Salem County and Atlantic City Electric	File No. 001-03559, Form 8-K dated June 2, 2020, Exhibit 4.1

Delmarva Power & Light Company


Exhibit No.	Description	Location
4-25	Mortgage and Deed of Trust of Delaware Power & Light Company to The Bank of New York Mellon (ultimate successor to the New York Trust Company), as trustee, dated as of October 1, 1943, and copies of the First through Sixty-Eighth Supplemental Indentures thereto	33-1763, Registration Statement dated November 27, 1985, Exhibit 4-(A)(a)

4-25-1	Supplemental Indenture to Delmarva Power & Light Company Mortgage dated as of October 1, 1993	33-53855, Registration Statement dated January 30, 1995, Exhibit 4-L(a)

4-25-2	Supplemental Indenture to Delmarva Power & Light Company Mortgage dated as of October 1, 1994	33-53855, Registration Statement dated January 30, 1995, Exhibit 4-N(a)

4-25-3	Supplemental Indenture to Delmarva Power & Light Company Mortgage dated as of June 2, 2014	File No. 001-01405, Form 8-K dated June 3, 2014, Exhibit 4.3

4-25-4	Supplemental Indenture to Delmarva Power & Light Company Mortgage dated as of May 4, 2015	File No. 001-01405, Form 8-K dated May 5, 2015, Exhibit 4.2

4-25-5	Supplemental Indenture to Delmarva Power & Light Company Mortgage dated as of December 5, 2016	File No. 001-01405, Form 8-K dated December 12, 2016, Exhibit 4.2

4-25-6	Supplemental Indenture to Delmarva Power & Light Company Mortgage dated as of June 1, 2018	File No. 001-01405, Form 8-K dated June 21, 2018, Exhibit 4.2

4-25-7	Supplemental Indenture to Delmarva Power & Light Company Mortgage dated as of May 2, 2019	File No. 001-01405, Form 8-K dated December 12, 2019, Exhibit 4.2

4-25-8	Supplemental Indenture to Delmarva Power & Light Company Mortgage dated as of January 1, 2020	File No. 001-01405, Form 10-Q dated May 8, 2020, Exhibit 4.4

4-25-9	Supplemental Indenture to Delmarva Power & Light Company Mortgage dated as of June 1, 2020	File No. 001-01405, Form 8-K dated June 9, 2020, Exhibit 4.4

4-25-10	Supplemental Indenture to Delmarva Power & Light Company Mortgage dated as of February 15, 2021	File No. 001-01405, Form 8-K dated March 30, 2021, Exhibit 4.4

4-25-11	Supplemental Indenture to Delmarva Power & Light Company Mortgage dated as of February 1, 2022	File No. 001-01405, Form 8-K dated February 15, 2022, Exhibit 4.4


Exhibit No.	Description	Location
4-25-12	Supplemental Indenture to Delmarva Power & Light Company Mortgage dated as of January 1, 2022	File No. 001-01405, Form 10-Q dated May 9, 2022, Exhibit 4.1

4-25-13	Supplemental Indenture to the Delmarva Power & Light Company Mortgage and Deed of Trust, dated as of March 1, 2023	File No. 001-01405, Form 8-K dated March 15, 2023, Exhibit 4.4

4-26	Gas Facilities Loan Agreement, dated as of July 1, 2020, between The Delaware Economic Development Authority and Delmarva Power & Light Company	File No. 001-01405, Form 8-K dated July 1, 2020, Exhibit 4.1

Potomac Electric Power Company


Exhibit No.	Description	Location
4-27	Mortgage and Deed of Trust, dated July 1, 1936, of Potomac Electric Power Company to The Bank of New York Mellon as successor trustee, securing First Mortgage Bonds of Potomac Electric Power Company, and Supplemental Indenture dated July 1, 1936	File No. 2-2232, Registration Statement dated June 19, 1936, Exhibit B-4(a)

4-27-1	Supplemental Indenture to Potomac Electric Power Company Mortgage dated as of December 10, 1939	8-K dated January 3, 1940, Exhibit B(a)

4-2 7 -2	Supplemental Indenture to Potomac Electric Power Company Mortgage dated as of March 16, 2004	File No. 001-01072, Form 8-K dated March 23, 2004, Exhibit 4.3

4-2 7 -3	Supplemental Indenture to Potomac Electric Power Company Mortgage dated as of May 24, 2005	File No. 001-01072, Form 8-K dated May 26, 2005, Exhibit 4.2

4-2 7 -4	Supplemental Indenture to Potomac Electric Power Company Mortgage dated as of November 13, 2007	File No. 001-01072, Form 8-K dated November 15, 2007, Exhibit 4.2

4-2 7 -5	Supplemental Indenture to Potomac Electric Power Company Mortgage dated as of March 24, 2008	File No. 001-01072, Form 8-K dated March 28, 2008, Exhibit 4.1

4-2 7 -6	Supplemental Indenture to Potomac Electric Power Company Mortgage dated as of December 3, 2008	File No. 001-01072, Form 8-K dated December 8, 2008, Exhibit 4.2

4-27-7	Supplemental Indenture to Potomac Electric Power Company Mortgage dated as of March 11, 2013	File No. 001-01072, Form 8-K dated March 12, 2013, Exhibit 4.2

4-27-8	Supplemental Indenture to Potomac Electric Power Company Mortgage dated as of November 14, 2013	File No. 001-01072, Form 8-K dated November 15, 2013, Exhibit 4.2

4-27-9	Supplemental Indenture to Potomac Electric Power Company Mortgage dated as of March 11, 2014	File No. 001-01072, Form 8-K dated March 12, 2014, Exhibit 4.2


Exhibit No.	Description	Location
4-27-10	Supplemental Indenture to Potomac Electric Power Company Mortgage dated as of March 9, 2015	File No. 001-01072, Form 8-K dated March 10, 2015, Exhibit 4.3

4-27-11	Supplemental Indenture to Potomac Electric Power Company Mortgage dated as of May 15, 2017	File No. 001-01072, Form 8-K dated May 22, 2017, Exhibit 4.2

4-27-12	Supplemental Indenture to Potomac Electric Power Company Mortgage dated as of June 1, 2018	File No. 001-01072, Form 8-K dated June 21, 2018, Exhibit 4.2

4-27-13	Supplemental Indenture to Potomac Electric Power Company Mortgage dated as of May 2, 2019	File No. 001-01072, Form 8-K dated June 13, 2019, Exhibit 4.2

4-27-14	Supplemental Indenture to Potomac Electric Power Company Mortgage dated as of February 12, 2020	File No. 001-01072, Form 8-K dated February 25, 2020, Exhibit 4.2

4-27-15	Supplemental Indenture to Potomac Electric Power Company Mortgage dated as of February 15, 2021	File No. 001-01072, Form 8-K dated March 30, 2021, Exhibit 4.4

4-27-16	Supplemental Indenture to Potomac Electric Power Company Mortgage dated as of March 1, 2022	File No. 001-01072, Form 8-K dated March 24, 2022, Exhibit 4.2

4-27-17	Supplemental Indenture to the Potomac Electric Power Company Mortgage and Deed of Trust, dated as of March 1, 2023	File No. 001-01072, Form 8-K dated March 15, 2023, Exhibit 4.6

4-28	Exempt Facilities Loan Agreement dated as of June 1, 2019 between the Maryland Economic Development Corporation and Potomac Electric Power Company	File No. 001-01072, Form 8-K dated June 27, 2019, Exhibit 4.1

(10) Material Contracts

Exelon Corporation


Exhibit No.	Description	Location
10-1	Transition Services Agreement, dated January 31, 2022, between Exelon Corporation and Constellation Energy Corporation	File No. 001-16169, Form 8K dated February 2, 2022, Exhibit 10.1

10-2	Tax Matters Agreement, dated January 31, 2022, between Exelon Corporation and Constellation Energy Corporation	File No. 001-16169, Form 8K dated February 2, 2022, Exhibit 10.2

10-3	Employee Matters Agreement, dated January 31, 2022, between Exelon Corporation and Constellation Energy Corporation	File No. 001-16169, Form 8K dated February 2, 2022, Exhibit 10.3

10-4	Credit Agreement for $900,000,000 dated February 1, 2022, between Exelon Corporation and various financial institutions	File No. 001-16169, Form 10-K dated February 25, 2022, Exhibit 10.40


Exhibit No.	Description	Location
10-5	Exelon Corporation Non-Employee Directors’ Deferred Stock Unit Plan (As Amended and Restated Effective April 28, 2020)	File No. 001-16169, Form 10-Q dated August 4, 2020, Exhibit 10.1

10-6	Form of Exelon Corporation Unfunded Deferred Compensation Plan for Directors (as amended and restated Effective March 12, 2012) *	File No. 001-16169, Form 10-K dated February 13, 2015, Exhibit 10.3

10-7	Exelon Corporation Supplemental Management Retirement Plan (As Amended and Restated Effective January 1, 2009) *	File No. 001-16169, Form 10-K dated February 6, 2009, Exhibit 10.19

10-8	Exelon Corporation Annual Incentive Plan for Senior Executives (As Amended Effective January 1, 2014) *	File No. 001-16169, Proxy Statement dated April 1, 2014, Appendix A

10-9	Exelon Corporation Employee Stock Purchase Plan, as amended and restated effective September 25, 2019	File No. 001-16169, Form 10-Q dated October 31, 2019, Exhibit 10.3

10-10	Exelon Corporation Employee Stock Purchase Plan for Unincorporated Subsidiaries, as amended and restated effective September 25, 2019	File No. 001-16169, Form 10-Q dated October 31, 2019, Exhibit 10.4

10-11	Exelon Corporation 2020 Long-Term Incentive Plan (Effective April 28, 2020)	File No. 001-16169, Proxy Statement dated March 18, 2020, Appendix A

10-12	Exelon Corporation 2020 Long-Term Incentive Plan Prospectus, dated May 27, 2020	File No. 001-16169, Form 10-Q dated August 4, 2020, Exhibit 10.3

10-13	Form of Restricted Stock Unit Award Notice and Agreement under the Exelon Corporation 2020 Long-Term Incentive Plan	File No. 001-16169, Form 10-Q dated August 4, 2020, Exhibit 10.4

10-14	Form of Performance Share Award Notice and Agreement under the Exelon Corporation 2020 Long-Term Incentive Plan	File No. 001-16169, Form 10-Q dated August 4, 2020, Exhibit 10.5

10-15	Exelon Corporation Senior Management Severance Plan	File No. 001-16169, Form 10-K dated February 11, 2020, Exhibit 10.13

10-15-1	Exelon Corporation Senior Management Severance Plan as Amended and Restated effective February 1, 2024	Filed herewith.

10-16	Form of Separation Agreement under Exelon Corporation Senior Management Severance Plan (As Amended and Restated Effective January 1, 2020)	File No. 001-16169, Form 10-K dated February 11, 2020, Exhibit 10.21


Exhibit No.	Description	Location
10-17	Exelon Corporation Executive Death Benefits Plan dated as of January 1, 2003 *	File No. 001-16169, Form 10-K dated February 13, 2007, Exhibit 10.52

10-17-1	First Amendment to Exelon Corporation Executive Death Benefits Plan, Effective January 1, 2006 *	File No. 001-16169, Form 10-K dated February 13, 2007, Exhibit 10.53

10-18	Exelon Corporation Deferred Compensation Plan (As Amended and Restated Effective January 1, 2005)	File No. 001-16169, Form 10-K dated February 13, 2007, Exhibit 10.56

10-19	Exelon Corporation Stock Deferral Plan (As Amended and Restated Effective September 25, 2019)	File No. 001-16169, Form 10-Q dated October 31, 2019, Exhibit 10.5

10-20	Form of Exelon Corporation Change in Control Agreement	File No. 001-16169, Form 10-Q dated October 26, 2016, Exhibit 10.1

10-21	Letter Agreement, dated June 4, 2020, between Exelon Corporation and William A. Von Hoene, Jr.	File No. 001-16169, Form 10-K dated February 24, 2021, Exhibit 10.74

10-22	2023 Amendment to Certain Plans of Exelon Corporation	Filed herewith.

Commonwealth Edison Company


Exhibit No.	Description	Location
10-23	Deferred Prosecution Agreement, dated July 17, 2020, between Commonwealth Edison Company and the U.S. Department of Justice and the U.S. Attorney for the Northern District of Illinois	File No. 001-01839, Form 8-K dated July 17, 2020, Exhibit 10.1

10-24	Credit Agreement for $1,000,000,000 dated February 1, 2022, between Commonwealth Edison Company and various financial institutions	File No. 001-01839, Form 10-K dated February 25, 2022, Exhibit 10.42

Baltimore Gas and Electric Company


Exhibit No.			Description									Location
10-25			Credit Agreement for $600,000,000 dated February 1, 2022, between Baltimore Gas and Electric Company and various financial institutions									File No. 001-01910, Form 10-K dated February 25, 2022, Exhibit 10.41

PECO Energy Company


Exhibit No.	Description	Location
10-26	PECO Energy Company Supplemental Pension Benefit Plan (As Amended and Restated Effective January 1, 2009)	File No. 000-16844, Form 10-K dated February 6, 2009, Exhibit 10.20

10-27	Credit Agreement for $600,000,000 dated February 1, 2022, between PECO Energy Company and various financial institutions	File No. 000-16844, Form 10-K dated February 25, 2022, Exhibit 10.43

Atlantic City Electric Company, Potomac Electric Power Company, Delmarva Power & Light Company


Exhibit No.	Description	Location
10-28	Bond Purchase Agreement, dated December 1, 2015, among Atlantic City Electric Company and the purchasers signatory thereto	File No. 001-03559, Form 8-K dated December 2, 2015, Exhibit 1.1

10-29	Credit Agreement for $900,000,000 dated February 1, 2022, between Potomac Electric Power Company, Delmarva Power & Light Company, Atlantic City Electric Company and various financial institutions	File Nos. 001-010172, 001-01405, 001-03559, Form 10-K dated February 25, 2022, Exhibit 10.44

(14) Code of Ethics

Exelon Corporation


Exhibit No.			Description									Location
14-1			Exelon Code of Conduct, as amended December 05, 2023									Filed herewith.

(19) Insider trading policies and procedures

Exelon Corporation


Exhibit No.			Description									Location
19-1			Exelon Insider Trading Policy									Filed herewith.

(97) Policy Relating to Recovery of Erroneously Awarded Compensation

Exelon Corporation


Exhibit No.			Description									Location
97-1			Exelon Financial Restatement Compensation Recoupment Policy									Filed herewith.


Exhibit No.			Description
			Subsidiaries

21-1			Exelon Corporation

21-2			Commonwealth Edison Company

21-3			PECO Energy Company

21-4			Baltimore Gas and Electric Company


Exhibit No.			Description
21-5			Pepco Holdings LLC

21-6			Potomac Electric Power Company

21-7			Delmarva Power & Light Company

21-8			Atlantic City Electric Company

			Consent of Independent Registered Public Accountants

23-1			Exelon Corporation

23-2			Commonwealth Edison Company

23-3			Potomac Electric Power Company

			Power of Attorney (Exelon Corporation)

24-1			Anthony K. Anderson

24-2			Anna Richo

24-3			Calvin G. Butler, Jr.

24-4			W. Paul Bowers

24-5			Marjorie Rodgers Cheshire

24-6			Matthew Rogers

24-7			Linda P. Jojo

24-8			Charisse R. Lillie

24-9			John F. Young

24-10			Brian Segedi

			Power of Attorney (Commonwealth Edison Company)

24-11			Calvin G. Butler, Jr.

24-12			Ricardo Estrada

24-13			Zaldwaynaka Scott

24-14			Smita Shah

24-15			Gil C. Quiniones

			Power of Attorney (PECO Energy Company)

24-16			Nicholas Bertram

24-17			Calvin G. Butler, Jr.

24-18			John S. Grady

24-19			Michael A. Innocenzo

24-20			Sharmaine Matlock-Turner

24-21			Michael Nutter

24-22			Michelle Hong

			Power of Attorney (Baltimore Gas and Electric Company)


Exhibit No.			Description
24-23			Calvin G. Butler, Jr.

24-24			James R. Curtiss

24-25			Carim V. Khouz ami

24-26			Keith Lee

24-27			R achel Garbow Monroe

24-28			B yron Marchant

24-29			Tim Regan

24-30			Amy Seto

2 4-31			Maria Harris Tildon

			Power of Attorney (Pepco Holdings LLC)

24-32			Antoine Allen

24-33			J. Tyler Anthony

24-34			Calvin G. Butler, Jr.

24-35			Debra P. DiLorenzo

24-36			Benjamin Wu

24-37			Linda W. Cropp

24-38			Gayle Littleton

			Power of Attorney (Potomac Electric Power Company)

24-39			J. Tyler Anthony

24-40			Phillip S. Barnett

24-41			Calvin G. Butler, Jr.

24-42			Rodney Oddoye

24-43			Valencia McClure

24-44			Tamla Olivier

24-45			Anne Bancroft

			Power of Attorney (Delmarva Power & Light Company)

24-46			J. Tyler Anthony

24-47			Calvin G. Butler, Jr.

			Power of Attorney (Atlantic City Electric Company)

24-48			J. Tyler Anthony


Certifications Pursuant to Rule 13a-14(a) and 15d-14(a) of the Securities and Exchange Act of 1934 as to the Annual Report on Form 10-K for the year ended December 31, 2023 filed by the following officers for the following registrants:


Exhibit No.			Description
31-1			Filed by Calvin G. Butler, Jr. for Exelon Corporation


Exhibit No.			Description

31-2			Filed by Jeanne M. Jones for Exelon Corporation

31-3			Filed by Gil C. Quiniones for Commonwealth Edison Company

31-4			Filed by Joshua S. Levin for Commonwealth Edison Company

31-5			Filed by Michael A. Innocenzo for PECO Energy Company

31-6			Filed by Marissa Humphrey for PECO Energy Company

31-7			Filed by Carim V. Khouzami for Baltimore Gas and Electric Company

31-8			Filed by David M. Vahos for Baltimore Gas and Electric Company

31-9			Filed by J. Tyler Anthony for Pepco Holdings LLC

31-10			Filed by Phillip S. Barnett for Pepco Holdings LLC

31-11			Filed by J. Tyler Anthony for Potomac Electric Power Company

31-12			Filed by Phillip S. Barnett for Potomac Electric Power Company

31-13			Filed by J. Tyler Anthony for Delmarva Power & Light Company

31-14			Filed by Phillip S. Barnett for Delmarva Power & Light Company

31-15			Filed by J. Tyler Anthony for Atlantic City Electric Company

31-16			Filed by Phillip S. Barnett for Atlantic City Electric Company

Certifications Pursuant to Section 1350 of Chapter 63 of Title 18 United States Code as to the Annual Report on Form 10-K for the year ended December 31, 2023 filed by the following officers for the following registrants:

Exhibit No.			Description
32-1			Filed by Calvin G. Butler, Jr. for Exelon Corporation

32-2			Filed by Jeanne M. Jones for Exelon Corporation

32-3			Filed by Gil C. Quiniones for Commonwealth Edison Company

32-4			Filed by Joshua S . Levin for Commonwealth Edison Company

32-5			Filed by Michael A. Innocenzo for PECO Energy Company

32-6			Filed by Marissa Humphrey for PECO Energy Company

32-7			Filed by Carim V. Khouzami for Baltimore Gas and Electric Company

32-8			Filed by David M. Vahos for Baltimore Gas and Electric Company

32-9			Filed by J. Tyler Anthony for Pepco Holdings LLC

32-10			Filed by Phillip S. Barnett for Pepco Holdings LLC

32-11			Filed by J. Tyler Anthony for Potomac Electric Power Company

32-12			Filed by Phillip S. Barnett for Potomac Electric Power Company

32-13			Filed by J.Tyler Anthony for Delmarva Power & Light Company

32-14			Filed by Phillip S. Barnett for Delmarva Power & Light Company

32-15			Filed by J. Tyler Anthony for Atlantic City Electric Company

32-16			Filed by Phillip S. Barnett for Atlantic City Electric Company


Exhibit No.			Description
101.INS			Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH			Inline XBRL Taxonomy Extension Schema Document.

101.CAL			Inline XBRL Taxonomy Extension Calculation Linkbase Document.

101.DEF			Inline XBRL Taxonomy Extension Definition Linkbase Document.

101.LAB			Inline XBRL Taxonomy Extension Labels Linkbase Document.

101.PRE			Inline XBRL Taxonomy Extension Presentation Linkbase Document.

104			Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

Compensatory plan or arrangements in which directors or officers of the applicable registrant participate and which are not available to all employees.

(a)These filings are not available electronically on the SEC website as they were filed in paper previous to the electronic system that is currently in place.

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