Item 2.05 Costs Associated with Exit or Disposal Activities



On August 27, 2020, Exelon Generation Company, LLC (Generation) announced that
it intends to permanently cease generation operations at Byron Generating
Station (Byron) in September 2021 and at Dresden Generating Station (Dresden) in
November 2021. The current Nuclear Regulatory Commission (NRC) licenses for
Byron Units 1 and 2 expire in 2044 and 2046, respectively, and the licenses for
Dresden Units 2 and 3 expire in 2029 and 2031, respectively. A copy of the press
release is attached hereto as Exhibit 99.1.

The primary factors contributing to the deteriorating economic value of Byron
and Dresden include significant declines in plant revenues due to prolonged
periods of low wholesale power prices, market rules that allow fossil fuel
plants to underbid clean resources in the PJM capacity auction, and the absence
of federal or state policies that place a value on nuclear energy for its
ability to produce electricity without carbon or air pollution while
contributing to grid reliability and resiliency. All of these factors contribute
to deteriorating economic value and losses for the foreseeable future.

As a result of the decision to early retire Byron and Dresden, Exelon
Corporation (Exelon) and Generation will recognize certain one-time charges in
2020 ranging from an estimated $200 million to $300 million related to materials
and supplies inventory reserve adjustments, employee-related costs, and
construction work-in-progress impairments, among other items. Exelon and
Generation also could recognize additional one-time charges in 2021 not expected
to exceed $50 million. These one-time charges will be excluded from Exelon's and
Generation's Adjusted (non-GAAP) Operating Earnings. Estimated total cash
expenditures related to the one-time charges primarily for employee-related
costs are expected to range from less than $25 million in 2020, $25 million to
$50 million in 2021, and $50 million to $100 million thereafter.

In addition to these one-time charges, there will be ongoing annual financial
impacts stemming from shortening the expected economic useful lives of Byron and
Dresden primarily related to accelerated depreciation of plant assets (including
any asset retirement costs (ARC)), accelerated amortization of nuclear fuel, and
changes in asset retirement obligation (ARO) accretion expense associated with
the changes in decommissioning timing and cost assumptions to reflect an earlier
retirement date. The following table summarizes the estimated annual amount and
timing of expected incremental non-cash expense items expected to be incurred as
a result of the intended early retirement, which will also be excluded from
Exelon's and Generation's Adjusted (non-GAAP) Operating Earnings.
(in millions)                                                            2020                          2021
Income statement expenses (pre-tax):
Depreciation and Amortization
Accelerated depreciation(a)                                          $875 to $950                $2,075 to $2,200
Accelerated nuclear fuel amortization                                 $50 to $75                   $175 to $200
Operating and Maintenance
Decreased ARO accretion                                             Less than ($25)               Less than ($25)
Contractual offset for ARO accretion and ARC                       ($325) to ($400)              ($775) to ($900)
depreciation(b)



_________

(a) Includes the accelerated depreciation of plant assets including any ARC.

(b) Based on the regulatory agreement with the Illinois Commerce Commission for the former

Commonwealth Edison Company (ComEd) units, decommissioning-related activities are offset

within Exelon's and Generation's Consolidated Statements of Operations and Comprehensive

Income and the offset results in an equal adjustment to the noncurrent affiliate

payable/receivable between Generation and ComEd and the regulatory liabilities recognized

at ComEd. Should the expected value of the NDT fund for any former ComEd unit fall below

the amount of the expected decommissioning obligation for that unit, the accounting to

offset decommissioning-related activities at Generation for that unit would be discontinued

and the decommissioning-related activities would be recognized in Exelon's and Generation's

Consolidated Statements of Operations and Comprehensive Income, the adverse impact of which


        could be material.



Upon retirement, Dresden will have adequate funding assurance, however, due to
the earlier commencement of decommissioning activities and a shorter time period
over which the nuclear decommissioning trust fund (NDTF) investments could
appreciate in value, Byron may no longer meet the NRC minimum funding
requirements and, as a result, the NRC may require additional financial
assurance including possibly a parental guarantee from Exelon. However, the
amount of any required financial assurance would ultimately be dependent on the
decommissioning approach adopted at Byron, the associated level of costs, and
the decommissioning trust fund investment performance going forward. Within no
later than two years after shutting down a plant, Generation must submit a

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post-shutdown decommissioning activities report to the NRC that includes the
planned option for decommissioning the site. Considering the different
approaches to decommissioning available to Generation, the most likely estimates
currently anticipated could require financial assurance for radiological
decommissioning at Byron of up to $325 million.

Upon issuance of any required financial guarantees, each site would be able to
utilize the respective NDTFs for radiological decommissioning costs, which
represent the majority of the total expected decommissioning costs. However,
under the regulations, the NRC must approve an exemption in order for Generation
to utilize the NDTFs to pay for non-radiological decommissioning costs (i.e.
spent fuel management and site restoration costs, if applicable). If a unit does
not receive this exemption, those costs would be borne by Generation without
reimbursement from or access to the NDT funds. Accordingly, based on current
projections of the most likely decommissioning approach, it is expected that
Dresden would not require supplemental cash from Generation, but some portion of
the Byron spent fuel management costs would need to be funded through
supplemental cash from Generation. While the ultimate amounts may vary and could
be offset by reimbursement of certain spent fuel management costs under the
United States Department of Energy settlement agreement, decommissioning for
Byron may require supplemental cash from Generation of up to $175 million, net
of taxes, over a period of 10 years after permanent shutdown.

Item 9.01. Financial Statements and Exhibits




(d) Exhibits.
Exhibit No.              Description
  99.1                     Press release
101                      Cover Page Interactive Data File - the cover page XBRL tags are embedded
                         within the Inline XBRL document.
104                      The cover page from this Current Report on Form

8-K, formatted as Inline


                         XBRL.



                                   * * * * *
This combined Current Report on Form 8-K is being furnished separately by Exelon
Corporation and Exelon Generation Company, LLC (collectively, the Registrants).
Information contained herein relating to any individual Registrant has been
furnished by such Registrant on its own behalf. No Registrant makes any
representation as to information relating to any other Registrant.

This report contains certain forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995 that are subject to risks
and uncertainties. The factors that could cause actual results to differ
materially from the forward-looking statements made by the Registrants include
those factors discussed herein, as well as the items discussed in (1) the
Registrants' 2019 Annual Report on Form 10-K in (a) Part I, ITEM 1A. Risk
Factors, (b) Part II, ITEM 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations and (c) Part II, ITEM 8. Financial
Statements and Supplementary Data: Note 18, Commitments and Contingencies; (2)
the Registrants' Second Quarter 2020 Quarterly Report on Form 10-Q in (a) Part
II, ITEM 1A. Risk Factors; (b) Part I, ITEM 2. Management's Discussion and
Analysis of Financial Condition and Results of Operations and (c) Part I, ITEM
1. Financial Statements: Note 14, Commitments and Contingencies; and (3) other
factors discussed in filings with the Securities and Exchange Commission by the
Registrants.

Investors are cautioned not to place undue reliance on these forward-looking
statements, whether written or oral, which apply only as of the date of this
Current Report. None of the Registrants undertakes any obligation to publicly
release any revision to its forward-looking statements to reflect events or
circumstances after the date of this Current Report.

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