EXC 10-K Annual Report Dec. 31, 2017 | Alphaminr
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EXC 10-K Fiscal year ended Dec. 31, 2017

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EXELON CORP
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. Selected Financial DataItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions and Director IndependenceItem 14. Principal Accounting Fees and ServicesPart IVItem 15. Exhibits, Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

4-49 Senior Note Indenture, dated as of April 1, 2004, between Atlantic City Electric Company and The Bank of New York Mellon, as trustee (File No. 001-03559, Form 8-K dated April 6, 2004, Exhibit 4.2) 4-50 Indenture, dated as of December19, 2002 between Atlantic City Electric Transition Funding LLC and The Bank of New York Mellon, as trustee (File No. 333-59558, Form 8-K dated December 23, 2002, Exhibit 4.1) 4-51 2002-1 Series Supplement, dated as of December19, 2002 between Atlantic City Electric Transition Funding LLC and The Bank of New York Mellon, as trustee (File No. 333-59558, Form 8-K dated December 23, 2002, Exhibit 4.2) 4-52 2003-1 Series Supplement, dated as of December23, 2003 between Atlantic City Electric Transition Funding LLC and The Bank of New York Mellon, as trustee (File No. 333-59558, Form 8-K dated December 23, 2003, Exhibit 4.2) 4-53 Indenture, dated September 6, 2002, between Pepco Holdings, Inc. and The Bank of New York Mellon, as trustee (File No. 333-100478, Registration Statement on Form S-3 dated October 10, 2002, Exhibit 4.03) 4-54 Corporate Commercial Paper Master Note (File No. 001-31403, Form 10-K dated February 24, 2012, Exhibit 4.13) 4-55 Pepco Holdings, Inc. Certificate of Series A Non-Voting Non-Convertible Preferred Stock (File No. 001-31403, Form 8-k dated April 30, 2014, Exhibit 3.1) 4-56 Form of 2.400% notes due 2026 (File No. 001-01910, Form 8-K dated August 18, 2016, Exhibit4.1) 4-57 Form of 3.500% notes due 2046 (File No. 001-01910, Form 8-K dated August 18, 2016, Exhibit4.2) 4-58 Form of Exelon Generation Company, LLC 2.950% senior notes due 2020 (FileNo.333-85496,Form8-Kdated March10, 2017, Exhibit 4.1) 4-59 Form of Exelon Generation Company, LLC 3.400% notes due 2022 (FileNo.333-85496,Form8-Kdated March10, 2017, Exhibit 4.2) 4-60 Second Supplemental Indenture, dated April3, 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 June17, 2014 (FileNo.001-16169,Form8-K dated April4, 2017, Exhibit 4.3) 4-61 Form of Exelon Corporation 3.497% junior subordinated notes due 2022 (FileNo.001-16169,Form8-Kdated April4, 2017, Exhibit 4.4) 4-62 Form of First Mortgage Bond, 4.15% Series due March 15, 2043 (File No. 001-01072, Form 8-K dated May 22, 2017, Exhibit 4.3) 4-63 BGE Form of 3.750% notes due 2047 (File No. 001-01910, Form 8-K dated August 24, 2017, Exhibit 4.1) 10-1 Facility Credit Agreement, dated as of February6, 2014, among ExGen Renewables I Holding, LLC and Barclays Bank PLC (File No. 333-85496, Form 8-K dated February12, 2014, Exhibit10.1). 10-1-1 Credit Agreement, dated as of September 18, 2014, among ExGen Texas Power, LLC,ExGen Texas Power Holdings, LLC, Wolf Hollow I Power, LLC, Colorado Bend I Power, LLC, Laporte Power, LLC, Handley Power, LLC and Mountain Creek Power, LLC, the lenders party thereto from time to time, Bank of America, N.A., as administrative agent and collateral agent, and Wilmington Trust, National Association, as depositary agent. (File No. 1-16169, Form 8-K dated September 18, 2014, Exhibit 10.1). 10-2 Exelon Corporation Non-Employee Directors Deferred Stock Unit Plan (As Amended and Restated Effective January 1, 2011). * (File No. 001-16169, 2010 Form10-K, Exhibit 10.1). 10-3 Form of Exelon Corporation Unfunded Deferred Compensation Plan for Directors (as amended and restated Effective March 12, 2012). * (File No.1-16169, 2015 Form 10-K, Exhibit 10-3) 10-5 Form of Restricted Stock Award Agreement under the Exelon Corporation Long-Term Incentive Plan* (File No. 1-16169, 2001 Form 10-K, Exhibit 10-6-1). 10-6 Forms of Transferable Stock Option Award Agreement under the Exelon Corporation Long-Term Incentive Plan* (File No. 1-16169, 2001 Form 10-K, Exhibit 10-6-2). 10-7 Forms of Stock Option Award Agreement under the Exelon Corporation Long-Term Incentive Plan* (File No. 1-16169, 2001 Form 10-K, Exhibit 10-6-3). 10-8 Unicom Corporation Deferred Compensation Unit Plan, as amended *(File Nos. 1-11375 and 1-1839, 1995 Form 10-K, Exhibit 10-12). 10-9 Amendment Number One to the Unicom Corporation Deferred Compensation Unit Plan, as amended January1, 2008 * (File No. 001-16169, 2008 Form 10-K, Exhibit 10.16). 10-10 Unicom Corporation Retirement Plan for Directors, as amended *(Registration Statement No. 333-49780, Form S-8, Exhibit 4-12). 10-11 Commonwealth Edison Company Retirement Plan for Directors, as amended *(Registration Statement No. 333-49780, Form S-8, Exhibit 4-13). 10-12 Exelon Corporation Supplemental Management Retirement Plan (As Amended and Restated Effective January 1, 2009) * (File No. 001-16169, 2008 Form 10-K, Exhibit10.19). 10-13 PECO Energy Company Supplemental Pension Benefit Plan (As Amended and Restated Effective January 1, 2009) (File No. 000-16844, 2008 Form 10-K, Exhibit 10.20). 10-14 Exelon Corporation Annual Incentive Plan for Senior Executives (As Amended Effective January 1, 2014 * (File No. 1-16169, Exelon Proxy Statement dated April 1, 2014, Appendix A). 10-15 Form of change in control employment agreement for senior executives effective January 1, 2009 * (File No. 001-16169. 2008 Form 10-K, Exhibit 10.23). 10-16 Form of change in control employment agreement (amended and restated as of January1, 2009) * (File No. 001-16169, 2008 Form 10-K, Exhibit 10.24). 10-18 Exelon Corporation 2006 Long-Term Incentive Plan (Registration Statement No.333-122704, Form S-4, Joint Proxy Statement-Prospectus pursuant to Rule424(b)(3) filed June 3, 2005, Annex H). 10-19 Form of Stock Option Grant Instrument under the Exelon Corporation 2006 Long-Term Incentive Plan (File No. 1-16169, Form 8-K filed January 27, 2006, Exhibit 99.2). 10-20 Exelon Corporation Employee Stock Purchase Plan for Unincorporated Subsidiaries (Registration Statement No. 333-122704, Form S-4, Joint Proxy Statement-Prospectus pursuant to Rule 424(b)(3) filed June 3, 2005, Annex I). 10-21 Exelon Corporation Senior Management Severance Plan (As Amended and Restated Effective April 1, 2013).* (File No. 001-16169, 2013 Form 10-K, Exhibit 10.21). 10-21-1 Exelon Corporation Senior Management Severance Plan (As Amended and Restated Effective November 1, 2015) * (File No.1-16169, 2015 Form 10-K, Exhibit 10-21-1) 10-22 Form of Separation Agreement under Exelon Corporation Senior Management Severance Plan (As Amended and Restated Effective November 1, 2015) * Filed herewith. 10-23 Facility Credit Agreement, dated as of November4, 2010, among Exelon Generation Company, LLC and UBS AG, Stamford Branch (File No. 333-85496, Form 8-K dated February22, 2011, Exhibit No. 10-1). 10-24 Exelon Corporation Executive Death Benefits Plan dated as of January 1, 2003 * (File No.1-16169, 2006 Form 10-K, Exhibit 10-52). 10-25 First Amendment to Exelon Corporation Executive Death Benefits Plan, Effective January1, 2006 * (File No. 1-16169, 2006 Form 10-K, Exhibit 10-53). 10-26 Amendment Number One to the Exelon Corporation 2006 Long-Term Incentive Plan, Effective December4, 2006 (File No. 1-16169, 2006 Form 10-K, Exhibit 10-54). 10-27 Amendment Number Two to the Exelon Corporation 2006 Long-Term Incentive Plan (As Amended and Restated Effective January 28, 2002), Effective December 4, 2006 (File No. 1-16169, 2006 Form 10-K, Exhibit 10-55). 10-28 Exelon Corporation Deferred Compensation Plan (As Amended and Restated Effective January 1, 2005) (File No. 1-16169, 2006 Form 10-K, Exhibit 10-56). 10-29 Exelon Corporation Stock Deferral Plan (As Amended and Restated Effective January 1, 2005) (File No. 1-16169, 2006 Form 10-K, Exhibit 10-57). 10-30 Commonwealth Edison Company Long-Term Incentive Plan, Effective January1, 2007 (File No. 1-16169, March 31, 2007 Form 10-Q, Exhibit 10-1). 10-31 Amendment Number One to the Exelon Corporation Stock Deferral Plan (As Amended and Restated Effective January1, 2005) (File No. 1-16169, June 30, 2007 Form 10-Q, Exhibit 10-3). 10-32 Restricted stock unit award agreement (File 1-16169, Form 8-K dated August 31, 2007, Exhibit 99.1). 10-34 Form of Exelon Corporation 2011 Long-Term Incentive Plan, as amended effective December 18, 2014. * (File No.1-16169, 2015 Form 10-K, Exhibit 10-34) 10-34-1 Form of Exelon Corporation Long-Term Incentive Program, as amended and restated as of January 1, 2014. * (File No.1-16169, 2015 Form 10-K, Exhibit 10-34-1) 10-34-2 Form of Exelon Corporation Long-Term Incentive Program, as amended and restated as of January 1, 2015. * (File No.1-16169, 2015 Form 10-K, Exhibit 10-34-2) 10-34-3 Amendment Number Two to the Exelon Corporation 2011 Long-Term Incentive Plan (As Amended and Restated Effective January 21, 2014), Effective October 26, 2015. * (File No.1-16169, 2015 Form 10-K, Exhibit 10-34-3) 10-35 Form of Change in Control Employment Agreement Effective February 10, 2011. * (File 1-16169, 2010 Form10-K, Exhibit10-44). 10-36 Credit Agreement for $500,000,000 dated as of March 23, 2011 between Exelon Corporation and Various Financial Institutions (File No. 001-16169, Form 8-K dated March 23, 2011, Exhibit No. 99.1). 10-37 Credit Agreement for $5,300,000,000 dated as of March 23, 2011 between Exelon Generation Company, LLC and Various Financial Institutions (File No. 333-85496, Form8-K dated March 23, 2011, Exhibit No. 99.2). 10-38 Credit Agreement for $600,000,000 dated as of March 23, 2011 between PECO Energy Company and Various Financial Institutions (File No. 000-16844, Form 8-K dated March23, 2011, Exhibit No. 99.3). 10-39 Credit Agreement dated as of March 28, 2012 among Commonwealth Edison Company, Various Financial Institutions, as Lenders, and JP Morgan Chase Bank, N.A., as Administrative Agent (File No. 001-01839, Form 8-K dated March 28, 2012, ExhibitNo.99-1). 10-40 Amendment No. 3 to Credit Agreement dated as of March 23, 2011 among Exelon Corporation, as Borrower, the various financial institutions named therein, as Lenders, and JPMorgan Chase Bank, N.A., as Administrative Agent (File No. 001-16169, Form8-K dated August 10, 2013, Exhibit No. 99-1). 10-41 Amendment No. 1 to Credit Agreement dated as of March 28, 2012 among Commonwealth Edison Company, as Borrower, the various financial institutions named therein, as Lenders and JPMorgan Chase Bank, N.A., as Administrative Agent (File No.001-1839, Form 8-K dated August 10, 2013, Exhibit No. 99-2). 10-42 Amendment No. 1 to Credit Agreement, dated as of December 21, 2011, to the Credit Agreement dated as of March 23, 2011, among Exelon Generation Company, LLC, the lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent (File No.001-16169, Form 8-K dated March 14, 2012, Exhibit No. 4-6). 10-43 Constellation Energy Group, Inc. Nonqualified Deferred Compensation Plan, as amended and restated. * (Designated as Exhibit No. 10(b) to the Constellation Annual Report on Form 10-K for the year ended December31, 2008, filed by Constellation Energy Group, Inc., File Nos. 1-12869 and 1-1910). 10-44 Constellation Energy Group, Inc. Deferred Compensation Plan for Non-Employee Directors, as amended and restated. * (Designated as Exhibit No. 10(c) to the Constellation Annual Report on Form 10-K for the year ended December 31, 2008, filed by Constellation Energy Group, Inc., File Nos. 1-12869 and 1-1910). 10-45 Constellation Energy Group, Inc. Benefits Restoration Plan, amended and restated effective June 1, 2010. * (Designated as Exhibit No. 10(b) to the Constellation Quarterly Report on Form 10-Q for the quarter ended June 30, 2010, filed by Constellation Energy Group, Inc., File Nos. 1-12869 and 1-1910). 10-46 Constellation Energy Group, Inc. Supplemental Pension Plan, as amended and restated. * (Designated as Exhibit No. 10(e) to the Constellation Annual Report on Form 10-K for the year ended December 31, 2008, filed by Constellation Energy Group, Inc., File Nos.1-12869 and 1-1910). 10-47 Constellation Energy Group, Inc. Senior Executive Supplemental Plan, as amended and restated. * (Designated as Exhibit No. 10(f) to the Constellation Annual Report on Form10-K for the year ended December 31, 2008, filed by Constellation Energy Group, Inc., File Nos. 1-12869 and 1-1910). 10-48 Executive Annual Incentive Plan of Constellation Energy Group,Inc., as amended and restated. * (Designated as Exhibit No.10(d) to the Quarterly Report on Form10-Q for the quarter ended September30, 2008, filed by Constellation Energy Group, Inc., File Nos.1-12869 and 1-1910). 10-49 Constellation Energy Group, Inc. Executive Supplemental Benefits Plan, as amended and restated. * (Designated as Exhibit No. 10(a) to the Constellation Quarterly Report on Form 10-Q for the quarter ended June 30, 2008, filed by Constellation Energy Group, Inc., File Nos. 1-12869 and 1-1910). 10-50 Constellation Energy Group, Inc. 1995 Long-Term Incentive Plan, as amended and restated. * (Designated as Exhibit No. 10(b) to the Constellation Quarterly Report on Form 10-Q for the quarter ended September 30, 2004, filed by Constellation Energy Group, Inc., File Nos. 1-12869 and 1-1910). 10-51 Constellation Energy Group, Inc. Executive Long-Term Incentive Plan, as amended and restated. * (Designated as Exhibit 10(b) to the Constellation Quarterly Report on Form10-Q for the quarter ended June 30, 2011, filed by Constellation Energy Group, Inc., File Nos. 1-12869 and 1-1910). 10-52 Constellation Energy Group, Inc. 2002 Senior Management Long-Term Incentive Plan, as amended and restated. * (Designated as Exhibit 10(a) to the Constellation Quarterly Report on Form 10-Q for the quarter ended June 30, 2011, filed by Constellation Energy Group, Inc., File Nos. 1-12869 and 1-1910). 10-53 Constellation Energy Group, Inc. Management Long-Term Incentive Plan, as amended and restated. * (Designated as Exhibit 10(d) to the Constellation Quarterly Report on Form 10-Q for the quarter ended September 30, 2006, filed by Constellation Energy Group, Inc., File Nos. 1-12869 and 1-1910). 10-54 Constellation Energy Group,Inc. Amended and Restated 2007 Long-Term Incentive Plan. * (Designated as Exhibit No.10.1 to the Current Report on Form8-K dated June4, 2010, filed by Constellation Energy Group, Inc., File No.1-12869). 10-55 Form of Grant Agreement for Stock Units with Sales Restriction. * (Designated as ExhibitNo. 10(x) to the Annual Report on Form 10-K for the year ended December31, 2010, filed by Constellation Energy Group, Inc., File Nos. 1-12869 and 1-1910). 10-56 Rate Stabilization Property Servicing Agreement dated as of June 29, 2007 by and between RSB BondCo LLC and Baltimore Gas and Electric Company, as servicer (Designated as Exhibit 10.2 to the Current Report on Form 8-K dated July 5, 2007, filed by Baltimore Gas and Electric Company, File No. 1-1910). 10-57 Administration Agreement dated as of June 29, 2007 by and between RSB BondCo LLC and Baltimore Gas and Electric Company, as administrator (Designated as Exhibit 10.3 to the Current Report on Form 8-K dated July 5, 2007, filed by Baltimore Gas and Electric Company, File No. 1-1910). 10-58 Second Amended and Restated Operating Agreement, dated as of November 6, 2009, by and among Constellation Energy Nuclear Group, LLC, Constellation Nuclear, LLC, CE Nuclear, LLC, EDF Development Inc., and for certain limited purposes, E.D.F. International S.A. and Constellation Energy Group, Inc. (Designated as Exhibit No. 10.1 to the Current Report on Form 8-K dated November 12, 2009, filed by Constellation Energy Group, Inc., File No. 1-12869). 10-59 Amendment No. 1 to the Second Amended and Restated Operating Agreement of Constellation Energy Nuclear Group, LLC, by and among Constellation Nuclear, LLC, CE Nuclear, LLC, EDF Inc. (formerly known as EDF Development, Inc.), and E.D.F. International S.A. (Designated as Exhibit No. 10(s) to the Annual Report on Form 10-K for the year ended December 31, 2010, filed by Constellation Energy Group, Inc., File Nos. 1-12869 and 1-1910). 10-60 Amendment No. 2 to the Second Amended and Restated Operating Agreement of Constellation Energy Nuclear Group, LLC, by and among Constellation Nuclear, LLC, CE Nuclear, LLC, EDF Inc. (formerly known as EDF Development, Inc.), and E.D.F. International S.A. (Designated as Exhibit No. 10(t) to the Annual Report on Form 10-K for the year ended December 31, 2010, filed by Constellation Energy Group, Inc., File Nos.1-12869 and 1-1910). 10-61 Amendment No. 3 to the Second Amended and Restated Operating Agreement of Constellation Energy Nuclear Group, LLC, by and among Constellation Nuclear, LLC, CE Nuclear, LLC, EDF Inc. (formerly known as EDF Development, Inc.), and E.D.F. International S.A. (Designated as Exhibit No. 10.1 to the Current Report on Form 8-K dated November 3, 2010, filed by Constellation Energy Group, Inc., File No. 1-12869). 10-62 Termination Agreement dated as of November 3, 2010, by and among EDF Inc. (formerly known as EDF Development, Inc.), E.D.F. International S.A., and Constellation Energy Group, Inc. (Designated as Exhibit No. 10.2 to the Current Report on Form 8-K dated November 3, 2010, filed by Constellation Energy Group, Inc., File No. 1-12869). 10-63 Settlement Agreement between EDF Inc., Exelon Corporation, Exelon Energy Delivery Company, LLC, Constellation Energy Group, Inc. and Baltimore Gas and Electric Company dated January 16, 2012. (Designated as Exhibit No. 10.1 to the Current Report on Form 8-K dated January 19, 2012, File Nos. 1-12869 and 1-1910). 10-71 Commitment Letter for $7.221 Billion Senior Unsecured Bridge Facility, dated April 29, 2014 (File No. 001-16169, Form 8-K dated April 30, 2014, Exhibit No. 10.1). 10-71-1 364-Day Bridge Term Loan Agreement, dated as of May 30, 2014, among Exelon Corporation, as Borrower, the various financial institutions named therein, as Lenders, and Barclays Bank PLC, as Administrative Agent (File No. 001-16169, Form 8-K dated April 30, 2014, Exhibit No. 10.1). 10-71-2 Amendment No. 4 to Credit Agreement, dated May 30, 2014, among Exelon Corporation, as Borrower, the financial institutions signatory therein, as Lenders and JPMorgan Chase Bank, N.A., as Administrative Agent. (File No. 001-16169, Form 8-K dated June 4, 2014, Exhibit 10.2). 10-71-3 Amendment No. 4 to Credit Agreement, dated May 30, 2014, among Exelon Generation Company, LLC, as Borrower, the financial institutions signatory therein, as Lenders and JPMorgan Chase Bank, N.A., as Administrative Agent. (File No. 001-16169, Form 8-K dated June 4, 2014, Exhibit 10.3). 10-71-4 Amendment No. 3 to Credit Agreement, dated May 30, 2014, among PECO Energy Company, as Borrower, the financial institutions signatory therein, as Lenders and JPMorgan Chase Bank, N.A., as Administrative Agent. (File No. 001-16169, Form 8-K dated June 4, 2014, Exhibit 10.4). 10-71-5 Amendment No. 2 to Credit Agreement, dated as of May 30, 2014, among Baltimore Gas and Electric Company, as Borrower, the financial institutions signatory therein, as Lenders and The Royal Bank of Scotland plc, as Administrative Agent. (File No. 001-16169, Form 8-K dated June 4, 2014, Exhibit 10.5). 10-72-1 Confirmation of Base Issuer Forward Transaction, dated June11, 2014, between Exelon Corporation and Barclays Capital, Inc., acting as Agent for Barclays Bank PLC (File No. 001-16169, Form 8-K dated June 17, 2014, Exhibit 10.1). 10-72-2 Confirmation of Base Issuer Forward Transaction, dated June11, 2014, between Exelon Corporation and Goldman Sachs & Co. (File No. 001-16169, Form 8-K dated June 17, 2014, Exhibit 10.2). 10-72-3 Confirmation of Additional Issuer Forward Transaction, dated June13, 2014, between Exelon Corporation and Barclays Capital, Inc., acting as Agent for Barclays Bank PLC (File No. 001-16169, Form 8-K dated June 17, 2014, Exhibit 10.3). 10-72-4 Confirmation of Additional Issuer Forward Transaction, dated June13, 2014, between Exelon Corporation and Goldman Sachs & Co. (File No. 001-16169, Form 8-K dated June 17, 2014, Exhibit 10.4). 10-73 Bondable Transition Property Sale Agreement, dated as of December 19, 2002, between ACE Funding and ACE (File No. 333-59558, Form 8-K dated December 23, 2002, Exhibit 10.1) 10-74 Bondable Transition Property Servicing Agreement, dated as of December 19, 2002, between ACE Funding and ACE (File No. 333-59558, Form 8-K dated December 23, 2002, Exhibit 10.2) 10-75 Purchase Agreement, dated as of April 20, 2010, by and among Pepco Holdings, Inc., Conectiv, LLC, Conectiv Energy Holding Company, LLC and New Development Holdings, LLC (File No. 001-31403, Form 8-K dated July 8, 2010, Exhibit 2.1) 10-76 Purchase Agreement, dated March 9, 2015, among Potomac Electric Power Company and BNY Mellon Capital Markets, LLC, Morgan Stanley & Co. LLC, and RBS Securities Inc., as representatives of the several underwriters named therein (File No. 001-01072, Form 8-K dated March 10, 2015, Exhibit 1.1) 10-77 Purchase Agreement, May4, 2015, among Delmarva Power & Light Company and J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, and Scotia Capital (USA) Inc., as representatives of the several underwriters named therein (File No. 001-01405, Form 8-K dated May 5, 2015, Exhibit 1.1) 10-78 Bond Purchase Agreement, dated December1, 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) 10-79 $300,000,000 Term Loan Agreement by and among PHI, The Bank of Nova Scotia, as Administrative Agent, and the lenders party thereto, dated July30, 2015 (File No. 001-31403, Form 8-K dated July 30, 2015, Exhibit 10) 10-80 First Amendment to Term Loan Agreement, dated as of October 29, 2015, by and among PHI, The Bank of Nova Scotia, as Administrative Agent, and the lenders party thereto (File No. 001-31403, Form 8-K dated October 29, 2015, Exhibit 10.2) 10-81 $500,000,000 Term Loan Agreement by and among PHI, The Bank of Nova Scotia, as Administrative Agent, and the lenders party thereto, dated January13, 2016 (File No. 001-31403, Form 8-K dated January 14, 2016, Exhibit 10) 10-82 Second Amended and Restated Credit Agreement, dated as of August 1, 2011, by and among Pepco Holdings, Inc., Potomac Electric Power Company, Delmarva Power & Light Company and Atlantic City Electric Company, the lenders party thereto, Wells Fargo Bank, National Association, as agent, issuer and swingline lender, Bank of America, N.A., as syndication agent and issuer, The Royal Bank of Scotland plc and Citicorp USA, Inc., as co-documentation agents, Wells Fargo Securities, LLC and Merrill Lynch, Pierce, Fenner and Smith Incorporated, as active joint lead arrangers and joint book runners, and Citigroup Global Markets Inc. and RBS Securities, Inc. as passive joint lead arrangers and joint book runners (File No. 001-31403, Form 10-Q dated August 3, 2011, Exhibit 10.1) 10-82-1 First Amendment, dated as of August 2, 2012, to Second Amended and Restated Credit Agreement, dated as of August 1, 2011, by and among Pepco Holdings, Inc., Potomac Electric Power Company, Delmarva Power & Light Company and Atlantic City Electric Company, the various financial institutions party thereto, Wells Fargo Bank, National Association, as agent, issuer of letters of credit and swingline lender, Bank of America, N.A., as syndication agent and issuer of letters of credit, and The Royal Bank of Scotland plc and Citibank, N.A., as co-documentation agents (File No. 001-31403, Form 10-K dated March 1, 2013, Exhibit 10.25.1) 10-82-2 Amendment and Consent to Second Amended and Restated Credit Agreement, dated as of May 20, 2014, by and among Pepco Holdings, Inc., Potomac Electric Power Company, Delmarva Power & Light Company and Atlantic City Electric Company, the various financial institutions from time to time party thereto, Bank of America, N.A. and Wells Fargo Bank, National Association (File No. 001-31403, Form 8-K dated May 20, 2014, Exhibit 10.1) 10-82-3 Third Amendment to Second Amended and Restated Credit Agreement, dated as of May 1, 2015, by and among Pepco Holdings, Inc., Potomac Electric Power Company, Delmarva Power & Light Company and Atlantic City Electric Company, the various financial institutions from time to time party thereto, Bank of America, N.A. and Wells Fargo Bank, National Association (File No. 001-31403, Form 8-K dated May 1, 2015, Exhibit 10.1) 10-82-4 Consent, dated as of October29, 2015, by and among Pepco Holdings, Inc., Potomac Electric Power Company, Delmarva Power & Light Company and Atlantic City Electric Company, the various financial institutions from time to time party thereto, Bank of America, N.A. and Wells Fargo Bank, National Association (File No. 001-31403, Form 8-K dated October 29, 2015, Exhibit 10.1) 10-83 Asset Purchase and Sale Agreement for Generating Plants and Related Assets, dated as of June 7, 2000, by and between Pepco and Southern Energy, Inc. (File No. 001-01072, Form 8-K dated June 13, 2000, Exhibit 10) 10-83-1 Amendment No. 1 to the Asset Purchase and Sale Agreement for Generating Plants and Related Assets, dated September 18, 2000, by and between Potomac Electric Power Company and Southern Energy, Inc. (File No. 001-01072, Form 8-K dated December 19, 2000, Exhibit 10.2) 10-83-2 Amendment No. 1 to the Asset Purchase and Sale Agreement for Generating Plants and Related Assets, dated December 19, 2000, by and between Potomac Electric Power Company and Southern Energy, Inc. (File No. 001-01072, Form 8-K dated December 19, 2000, Exhibit 10.2) 10-84 First Amendment to Loan Agreement, by and between Pepco Holdings LLC and The Bank of Nova Scotia, as administrative agent and lender, dated March 28, 2016 (File No. 001-31403, Form8-K dated March 28, 2016, Exhibit 10) 10-85 Amendment No. 7 to Credit Agreement, dated as of March 23, 2011, among Exelon Corporation, as Borrower, the various financial institutions named therein, as Lenders, and JPMorgan Chase Bank, N.A., as Administrative Agent (File No. 001-16169, Form 8-K dated May 27, 2016, Exhibit99.1) 10-86 Amendment No. 7 to Credit Agreement, dated as of March 23, 2011, among Exelon Generation Company, LLC, as Borrower, the various financial institutions named therein, as Lenders, and JPMorgan Chase Bank, N.A., as Administrative Agent (File No. 333-85496, Form 8-K dated May27, 2016, Exhibit 99.2) 10-87 Amendment No. 7 to Credit Agreement, dated as of March 23, 2011, among Exelon Generation Company, LLC, as Borrower, the various financial institutions named therein, as Lenders, and JPMorgan Chase Bank, N.A., as Administrative Agent (File No. 333-85496, Form 8-K dated May27, 2016, Exhibit 99.2) 10-88 Amendment No. 6 to Credit Agreement, dated as of March 23, 2011, among PECO Energy Company, as Borrower, the various financial institutions named therein, as Lenders, and JPMorgan Chase Bank, N.A., as Administrative Agent (File No. 000-16844, Form 8-K dated May 27, 2016, Exhibit 99.4) 10-89 Amendment No. 5 to Credit Agreement, dated as of March 23, 2011, among Baltimore Gas and Electric Company, as Borrower, the various financial institutions named therein, as Lenders, and JPMorgan Chase Bank, N.A., as Administrative Agent (File No. 001-01910, Form 8-K dated May27, 2016, Exhibit 99.5) 10-90 Fourth Amendment to Second Amended and Restated Credit Agreement, dated as of August 1, 2011, among Pepco Holdings LLC, Potomac Electric Power Company, Delmarva Power & Light Company and Atlantic City Electric Company, as Borrowers, the various financial institutions named therein, as Lenders, and Wells Fargo Bank, National Association, as Administrative Agent (File No. 001-31403, Form 8-K dated May 27, 2016, Exhibit 99.6) 10-91 2016 Form of Exelon Corporation Change in Control Agreement (File No. 001-16169, Form 10-Q dated October 26, 2016, Exhibit 10.1) 10-92 Execution Version-ZEC Standard Contract by and between the NYSERDA and Nine Mile Point Nuclear Station, LLC dated Nov. 18, 2016 (File No. 001-16169, Form 8-K dated November 18, 2016, Exhibit 10.1) 10-93 Execution Version-ZEC Standard Contract by and between the NYSERDA and R. E. Ginna Nuclear Power Plant, LLC dated Nov. 18, 2016 (File No. 001-16169, Form 8-K dated November 18, 2016, Exhibit 10.2) 10-94 Credit Agreement, dated as of November 28, 2017, as thereafter amended and conformed among ExGen Renewables IV, LLC, ExGen Renewables IV Holding, LLC, Morgan Stanley Senior Funding, Inc. as administrative agent, Wilmington Trust, National Association, as depository bank and collateral agent, and the lenders and other agents party thereto. (Certain portions of this exhibit have been omitted by redacting a portion of text, as indicated by asterisks in the text. This exhibit has been filed separately with the U.S. Securities and Exchange Commission pursuant to a request for confidential treatment.) 12-1 Exelon Corporation Computation of Ratio of Earnings to Fixed Charges and Ratio of Earnings to Fixed Charges and Preferred Stock Dividends. 12-2 Exelon Generation Company, LLC Computation of Ratio of Earnings to Fixed Charges. 12-3 Commonwealth Edison Company Computation of Ratio of Earnings to Fixed Charges. 12-4 PECO Energy Company Computation of Ratio of Earnings to Fixed Charges and Ratio of Earnings to Fixed Charges and Preferred Stock Dividends. 12-5 Baltimore Gas and Electric Company Computation of Ratio of Earnings to Fixed Charges and Ratio of Earnings to Fixed Charges and Preference Stock Dividends. 12-6 Pepco Holdings LLC Computation of Ratio of Earnings to Fixed Charges. 12-7 Potomac Electric Power Company Computation of Ratio of Earnings to Fixed Charges. 12-8 Delmarva Power & Light Company Computation of Ratio of Earnings to Fixed Charges. 12-9 Atlantic City Electric Company Computation of Ratio of Earnings to Fixed Charges. 14 Exelon Code of Conduct, as amended March 12, 2012 (File No. 1-16169, Form 8-K dated March 14, 2012, Exhibit No. 14-1). 21-1 Exelon Corporation 21-2 Exelon Generation Company, LLC 21-3 Commonwealth Edison Company 21-4 PECO Energy Company 21-5 Baltimore Gas and Electric Company 21-6 Pepco Holdings LLC 21-7 Potomac Electric Power Company 21-8 Delmarva Power & Light Company 21-9 Atlantic City Electric Company 23-1 Exelon Corporation 23-2 Exelon Generation Company, LLC 23-3 Commonwealth Edison Company 23-4 PECO Energy Company 23-5 Baltimore Gas and Electric Company 23-6 Potomac Electric Power Company 23-7 Delmarva Power & Light Company 23-8 Atlantic City Electric Company 24-1 Anthony K. Anderson 24-2 Ann C. Berzin 24-3 Christopher M. Crane 24-4 Yves C. de Balmann 24-5 Nicholas DeBenedictis 24-6 Nancy L. Gioia 24-7 Linda P. Jojo 24-8 Paul Joskow 24-9 Robert J. Lawless 24-10 Richard W. Mies 24-12 John W. Rogers, Jr. 24-13 Mayo A. Shattuck III 24-14 Stephen D. Steinour 24-15 James W. Compton 24-16 Christopher M. Crane 24-17 A. Steven Crown 24-18 Nicholas DeBenedictis 24-19 Peter V. Fazio, Jr. 24-20 Michael H. Moskow 24-21 Denis P. OBrien 24-22 Anne R. Pramaggiore 24-25 Craig L. Adams 24-26 Christopher M. Crane 24-27 M. Walter DAlessio 24-28 Nicholas DeBenedictis 24-29 Nelson A. Diaz 24-30 Rosemarie B. Greco 24-31 Charisse R. Lillie 24-32 Denis P. OBrien 24-34 Ann C. Berzin 24-35 Calvin G. Butler, Jr. 24-36 Christopher M. Crane 24-37 Michael E. Cryor 24-38 James R. Curtiss 24-39 Joseph Haskins, Jr. 24-40 Denis P. OBrien 24-41 Michael D. Sullivan 24-42 Maria Harris Tildon 24-43 Christopher M. Crane 24-44 Linda Cropp 24-45 Michael E. Cryor 24-46 Ernest Dianastasis 24-47 Debra P. DiLorenzo 24-48 Denis P. OBrien 24-49 David M. Velazquez 24-50 J. Tyler Anthony 24-51 Christopher M. Crane 24-52 Donna J. Kinzel 24-53 Kevin M. McGowan 24-54 Denis P. OBrien 24-55 David M. Velazquez 24-56 Denis P. OBrien 24-57 David M. Velazquez 24-58 David M. Velazquez 31-1 Filed by Christopher M. Crane for Exelon Corporation 31-2 Filed by Jonathan W. Thayer for Exelon Corporation 31-3 Filed by Kenneth W. Cornew for Exelon Generation Company, LLC 31-4 Filed by Bryan P. Wright for Exelon Generation Company, LLC 31-5 Filed by Anne R. Pramaggiore for Commonwealth Edison Company 31-6 Filed by Joseph R. Trpik, Jr. for Commonwealth Edison Company 31-7 Filed by Craig L. Adams for PECO Energy Company 31-8 Filed by Phillip S. Barnett for PECO Energy Company 31-9 Filed by Calvin G. Butler, Jr. for Baltimore Gas and Electric Company 31-10 Filed by David M. Vahos for Baltimore Gas and Electric Company 31-11 Filed by David M. Velazquez for Pepco Holdings LLC 31-12 Filed by Donna J. Kinzel for Pepco Holdings LLC 31-13 Filed by David M. Velazquez for Potomac Electric Power Company 31-14 Filed by Donna J. Kinzel for Potomac Electric Power Company 31-15 Filed by David M. Velazquez for Delmarva Power & Light Company 31-16 Filed by Donna J. Kinzel for Delmarva Power & Light Company 31-17 Filed by David M. Velazquez for Atlantic City Electric Company 31-18 Filed by Donna J. Kinzel for Atlantic City Electric Company 32-1 Filed by Christopher M. Crane for Exelon Corporation 32-2 Filed by Jonathan W. Thayer for Exelon Corporation 32-3 Filed by Kenneth W. Cornew for Exelon Generation Company, LLC 32-4 Filed by Bryan P. Wright for Exelon Generation Company, LLC 32-5 Filed by Anne R. Pramaggiore for Commonwealth Edison Company 32-6 Filed by Joseph R. Trpik, Jr. for Commonwealth Edison Company 32-7 Filed by Craig L. Adams for PECO Energy Company 32-8 Filed by Phillip S. Barnett for PECO Energy Company 32-9 Filed by Calvin G. Butler, Jr. for Baltimore Gas and Electric Company 32-10 Filed by David M. Vahos for Baltimore Gas and Electric Company 32-11 Filed by David M. Velazquez for Pepco Holdings LLC 32-12 Filed by Donna J. Kinzel for Pepco Holdings LLC 32-13 Filed by David M. Velazquez for Potomac Electric Power Company 32-14 Filed by Donna J. Kinzel for Potomac Electric Power Company 32-15 Filed by David M. Velazquez for Delmarva Power & Light Company 32-16 Filed by Donna J. Kinzel for Delmarva Power & Light Company 32-17 Filed by David M. Velazquez for Atlantic City Electric Company 32-18 Filed by Donna J. Kinzel for Atlantic City Electric Company