This combined MD&A is separately filed by Public Service Enterprise Group
Incorporated (PSEG), Public Service Electric and Gas Company (PSE&G) and PSEG
Power LLC (PSEG Power). Information contained herein relating to any individual
company is filed by such company on its own behalf. PSE&G and PSEG Power each
make representations only as to itself and make no representations whatsoever as
to any other company.
PSEG's business consists of two reportable segments, our principal direct wholly
owned subsidiaries, which are:
•      PSE&G-which is a public utility engaged principally in the transmission of

electricity and distribution of electricity and natural gas in certain

areas of New Jersey. PSE&G is subject to regulation by the New Jersey

Board of Public Utilities (BPU) and the Federal Energy Regulatory

Commission (FERC). PSE&G also invests in regulated solar generation

projects and energy efficiency and related programs in New Jersey, which

are regulated by the BPU, and

PSEG Power-which is a multi-regional energy supply company that integrates

the operations of its merchant nuclear and fossil generating assets with

its power marketing businesses and fuel supply functions through

competitive energy sales in well-developed energy markets primarily in the

Northeast and Mid-Atlantic United States through its principal direct

wholly owned subsidiaries. In addition, PSEG Power owns and operates solar


       generation in various states. PSEG Power's subsidiaries are subject to
       regulation by FERC, the Nuclear Regulatory Commission (NRC), the
       Environmental Protection Agency (EPA) and the states in which they
       operate.


PSEG's other direct wholly owned subsidiaries are: PSEG Long Island LLC (PSEG
LI), which operates the Long Island Power Authority's (LIPA) transmission and
distribution (T&D) system under an Operations Services Agreement; PSEG Energy
Holdings L.L.C. (Energy Holdings), which primarily has investments in leveraged
leases; and PSEG Services Corporation (Services), which provides certain
management, administrative and general services to PSEG and its subsidiaries at
cost.
Our business discussion in Part I, Item 1. Business of our 2019 Annual Report on
10-K (Form 10-K) provides a review of the regions and markets where we operate
and compete, as well as our strategy for conducting our businesses within these
markets, focusing on operational excellence, financial strength and making
disciplined investments. Our risk factor discussion in Part I, Item 1A. Risk
Factors of Form 10-K provides information about factors that could have a
material adverse impact on our businesses. The following supplements that
discussion and the discussion included in the Executive Overview of 2019 and
Future Outlook provided in Item 7 in our Form 10-K by describing significant
events and business developments that have occurred during 2020 and changes to
the key factors that we expect may drive our future performance. The following
discussion refers to the Condensed Consolidated Financial Statements
(Statements) and the Related Notes to Condensed Consolidated Financial
Statements (Notes). This discussion should be read in conjunction with such
Statements, Notes and the Form 10-K.

EXECUTIVE OVERVIEW OF 2020 AND FUTURE OUTLOOK
Our business plan is designed to achieve growth while managing the risks
associated with regulatory changes, fluctuating commodity prices and changes in
customer demand. Over the past few years, our investments have altered our
business mix to reflect a higher percentage of earnings contribution by PSE&G.
PSE&G, PSEG Power and PSEG LI are providing essential services during the
ongoing coronavirus (COVID-19) pandemic. We have implemented a comprehensive set
of enhanced safety actions to help protect our employees, customers and
communities, and we will continue to closely monitor developments and adjust as
needed to ensure that we continue to provide reliable service while protecting
the safety and health of our workforce and the communities we serve. We continue
to be guided by the recommendations of health authorities at the federal, state
and local levels. Employees who can perform their job duties remotely are doing
so. Those employees who must report to a work site are wearing personal
protective equipment and practicing physical distancing measures. Extensive
cleaning protocols are also in place. We have suspended nonessential work
activities, while continuing to respond to customer outages and requests for
emergency service as well as infrastructure maintenance and upgrades that have
been deemed essential. The ongoing coronavirus pandemic has not had a material
impact on our results of operations, financial condition or cash flows for the
quarter ended March 31, 2020. However, the potential future impact of the
pandemic and the associated economic impacts, which could extend beyond the
duration of the pandemic, will depend on a number of factors outside of our
control, including the duration and severity of the outbreak as well as
third-party actions taken to contain its spread and mitigate its public health
effects. While we currently cannot estimate the potential

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impact to our results of operations, financial condition and cash flows, this
MD&A includes a discussion of potential effects of a prolonged outbreak.
PSE&G
At PSE&G, our focus is on enhancing reliability and resiliency of our T&D
system, meeting customer expectations and supporting public policy objectives by
investing capital in T&D infrastructure and clean energy programs. For the
five-year period ending December 31, 2024, PSE&G expects to invest between $11.5
billion to $15 billion, resulting in an expected compound annual rate base
growth of 6.5% to 8%. These ranges are driven by certain unapproved investment
programs, including the Clean Energy Future (CEF) program and incremental
reliability and resiliency investments anticipated in the 2024 timeframe that we
intend to seek approval for under the third phase of existing infrastructure
programs. See below for a description of the CEF program.
In 2019, we commenced our BPU-approved Gas System Modernization Program II (GSMP
II), an expanded, five-year program to invest $1.9 billion beginning in 2019 to
replace approximately 875 miles of cast iron and unprotected steel mains in
addition to other improvements to the gas system. Approximately $1.6 billion
will be recovered through periodic rate roll-ins, with the remaining $300
million to be recovered through a future base rate proceeding. As part of the
settlement approved by the BPU, PSE&G agreed to file for a base rate proceeding
no later than December 2023, to maintain a base level of gas distribution
capital expenditures of $155 million per year and to achieve certain leakage
reduction targets.
Also in 2019, the BPU approved our Energy Strong II Program (ES II), an $842
million program to harden, modernize and improve the resiliency of our electric
and gas distribution systems. This program began in the fourth quarter of 2019
and is expected to be completed by the end of 2023. Approximately $692 million
of the program will be recovered through periodic rate recovery filings, with
the balance to be recovered in our next distribution base rate case.
In October 2018, we filed our proposed CEF program with the BPU, a six-year
estimated $3.5 billion investment covering four programs; (i) an Energy
Efficiency (EE) program totaling $2.5 billion of investment designed to achieve
energy efficiency targets required under New Jersey's Clean Energy law; (ii) an
Electric Vehicle (EV) infrastructure program; (iii) an Energy Storage (ES)
program, which was submitted to the BPU together with the EV infrastructure
program in a single filing; and (iv) an Energy Cloud (EC) program which will
include installing approximately two million electric smart meters and
associated infrastructure. The BPU is reviewing the CEF-EE program concurrently
with its efforts to complete a stakeholder process to define key terms and
policy parameters regarding returns, amortization and lost revenue recovery
related to implementing energy efficiency programs statewide. Additionally, the
State released its Energy Master Plan (EMP) in January 2020, which is supportive
of energy efficiency but gives the BPU discretion in implementation between
state-and utility-operated programs. The EMP is also supportive of EVs, ES, and
advanced metering infrastructure (AMI). In February 2020, PSE&G reached an
agreement with parties in the CEF-EE matter which was approved by the BPU to (a)
extend several existing EE programs for six months, with an additional $111
million investment over the course of the programs, and (b) extend the timeline
for review of the CEF-EE filing through September 2020. The BPU has issued
procedural schedules for the CEF-EC and CEF-EV/ES investment programs, both
providing for evidentiary hearings in the fourth quarter of 2020. In April 2020,
the New Jersey Division of Rate Counsel filed a motion to dismiss the electric
vehicles portion of PSE&G's proposed CEF-EV/ES filing on regulatory and
statutory grounds; PSE&G intends to oppose Rate Counsel's motion. In April 2020,
PSE&G filed with the BPU an update of its CEF-EC petition to revise certain
assumptions, including an updated deployment schedule based on the procedural
schedule.
We also continue to invest in transmission infrastructure in order to (i)
maintain and enhance system integrity and grid reliability, grid security and
safety, (ii) address an aging transmission infrastructure, (iii) leverage
technology to improve the operation of the system, (iv) reduce transmission
constraints, (v) meet growing demand and (vi) meet environmental requirements
and standards set by various regulatory bodies. Our planned capital spending for
transmission in 2020-2022 is $2.8 billion.
As noted above, PSE&G has been deemed by the State of New Jersey to provide
essential services during the ongoing coronavirus pandemic. Our capital
programs, including GSMP II, ES II and our transmission infrastructure
investments, have not been materially impacted to date. However, a prolonged
outbreak and the associated economic impacts, which could extend beyond the
duration of the pandemic, could impact our ability to obtain necessary permits
and approvals and could lead to shortages of necessary materials, supplies and
labor. In addition, a determination by any state or federal regulatory authority
that one or all of our projects is non-essential could require us to temporarily
halt work. Any delay in our planned capital program could impact our operational
performance and could materially impact our results of operations and financial
condition through decreased cost recovery.
Further, the ongoing coronavirus pandemic has led many state and federal
agencies to implement remote working protocols and divert resources to address
the pandemic which, if prolonged, could impact regulatory agencies' ability to
review proposed programs and delay the timing of approvals for matters subject
to regulatory approval, including our CEF program that is currently before the
BPU.

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PSE&G has experienced a reduction in demand from its commercial and industrial
(C&I) customers and adverse changes to residential, C&I payment patterns, which
would be expected to continue during a prolonged coronavirus pandemic. In
addition, PSE&G has informed both its residential customers and state regulators
that all non-safety related service disconnections for non-payment will be
temporarily suspended. Further, the implementation of actions to protect
customers and employees, including physical distancing, mandatory personal
protective equipment, and realignment of work crews, may have an adverse impact
on operations and maintenance costs. While the impact on our results of
operations, financial condition and cash flows for the quarter ended March 31,
2020 have not been material, a prolonged coronavirus pandemic and the associated
economic impacts, which could extend beyond the duration of the pandemic, could
materially impact cash from operations, accounts receivable and bad debt
expense. PSE&G's electric distribution bad debt expense is recoverable through
its Societal Benefits Clause (SBC) mechanism. Gas distribution bad debt expense
in excess of what is included in base rates could adversely impact PSE&G's
utility results from operations.
PSEG Power
At PSEG Power, we strive to improve performance and manage costs in order to
optimize cash flow generation from our fleet in light of low wholesale power and
gas prices, environmental considerations and competitive market forces that
reward efficiency and reliability. PSEG Power continues to move its fleet toward
improved efficiency and believes that its recently completed investment program
enhances its competitive position with the addition of efficient, clean,
reliable combined cycle gas turbine capacity. In the first three months of 2020,
our natural gas and nuclear units generated 5.1 and 8.0 terawatt hours and
operated at a capacity factor of 44.9% and 94.9%, respectively. Our commitments
for load, such as basic generation service (BGS) in New Jersey and other
bilateral supply contracts, are backed by this generation or may be combined
with the use of physical commodity purchases and financial instruments from the
market to optimize the economic efficiency of serving our obligations. PSEG
Power's hedging practices and ability to capitalize on market opportunities help
it to balance some of the volatility of the merchant power business. More than
70% of PSEG Power's expected gross margin in 2020 relates to hedging of our
energy margin, our expected revenues from the capacity market mechanisms, Zero
Emission Certificate (ZEC) revenues that commenced in April 2019 and certain
ancillary service payments such as reactive power.
As discussed further below under "Wholesale Power Market Design," FERC issued an
order establishing new rules for PJM's capacity market, extending the PJM
Minimum Offer Price Rule (MOPR) to include both new and existing resources that
receive or are entitled to receive certain out-of-market payments, with certain
exemptions. PSEG Power's New Jersey nuclear plants that receive ZEC payments
will be subject to the new MOPR. In addition, as a result of FERC's finding that
default procurement auctions such as BGS can also confer subsidies, it is
possible that other PSEG units could be subject to the MOPR. Based on PJM's
March 2020 compliance filings, if PJM's proposals for nuclear unit floor prices
are accepted by FERC, the floor prices are not expected to prevent the nuclear
units receiving ZECs, as well as PSEG Power's Peach Bottom units if the MOPR
applies to it as a result of payments from BGS auctions, from clearing in the
next Reliability Pricing Model (RPM) auction. Further, if any gas-fired units
are deemed to be subject to the MOPR, they are also not expected to be affected.
However, FERC has not yet acted on this filing and the impact in future RPM
auctions may differ.
PSEG Power completed its 1,800 MW combined cycle gas turbine construction
program with the addition of the Keys Energy Center (Keys) in Maryland and
Sewaren 7 in New Jersey in 2018 and Bridgeport Harbor Station Unit 5 (BH5) in
Connecticut in 2019. These additions to our fleet expanded our geographic
diversity, adjusted our fuel mix and enhanced the environmental profile and
overall efficiency of PSEG Power's generation fleet.
In the first quarter of 2020, as a result of the ongoing coronavirus pandemic,
PSEG Power has seen a decrease in aggregate wholesale electric demand. An
extended outbreak could have a material adverse impact on future results of
operations and cash flows.
PSEG Power has also implemented protocols to ensure the safety and health of
employees at its generation facilities and contractors working at the facilities
during planned outages. A prolonged unavailability of employees and contractors
due to the ongoing coronavirus pandemic could materially and adversely impact
our ability to operate our generation facilities, which would have a material
impact on our business, results of operations and cash flows.
Operational Excellence
We emphasize operational performance while developing opportunities in both our
competitive and regulated businesses. Flexibility in our generating fleet has
allowed us to take advantage of opportunities in a rapidly evolving market as we
remain diligent in managing costs. In the first three months of 2020, our
•      utility continued its efforts to control costs while maintaining strong
       operational performance and has implemented protocols to ensure that we
       are providing essential services to our customers during the ongoing
       coronavirus pandemic in a safe and reliable manner, and

• efficient combined cycle gas units benefited our capacity factor across

the natural gas fleet and were readily available to operate when needed,


       all while diligently adhering to our cost control programs.



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Financial Strength
Our financial strength is predicated on a solid balance sheet, positive
operating cash flow and reasonable risk-adjusted returns on increased
investment. Our financial position remained strong during the first three months
of 2020 as we
• maintained sufficient liquidity,


• maintained solid investment grade credit ratings, and

• increased our indicative annual dividend for 2020 to $1.96 per share.




In March 2020, PSEG entered into a $300 million, 364-day term loan agreement and
in April 2020 it entered into two 364-day term loan agreements for $200 million
and $300 million. These term loans provide an additional source of liquidity for
our operations as we continue to monitor the impact of the ongoing coronavirus
pandemic on the volatility and availability of the capital and commercial paper
markets.
We expect to be able to fund our planned capital requirements, as described in
Liquidity and Capital Resources, and the impacts of the Tax Cuts and Jobs Act of
2017 (Tax Act) without the issuance of new equity.
Financial Results
The results for PSEG, PSE&G and PSEG Power for the three months ended March 31,
2020 and 2019 are presented as follows:

                                         Three Months Ended
                                             March 31,
  Earnings (Losses)                       2020          2019
                                              Millions
  PSE&G                               $     440       $   403
  PSEG Power                                 13           296
  Other (A)                                  (5 )           1
  PSEG Net Income                     $     448       $   700

  PSEG Net Income Per Share (Diluted) $    0.88       $  1.38

(A) Other includes after-tax activities at the parent company, PSEG LI, and

Energy Holdings as well as intercompany eliminations.

PSEG Power's results above include the Nuclear Decommissioning Trust (NDT) Fund
activity and the impacts of non-trading commodity mark-to-market (MTM) activity,
which consist of the financial impact from positions with future delivery dates.
The variances in our Net Income attributable to changes related to the NDT Fund
and MTM are shown in the following table:

                                        Three Months Ended
                                             March 31,
                                          2020           2019
                                        Millions, after tax
  NDT Fund Income (Expense) (A) (B)  $       (135 )     $  76
  Non-Trading MTM Gains (Losses) (C) $         77       $  76

(A) NDT Fund Income (Expense) includes gains and losses on NDT securities

which are recorded in Net Gains (Losses) on Trust Investments. See Item 1.

Note 9. Trust Investments for additional information. NDT Fund Income

(Expense) also includes interest and dividend income and other costs

related to the NDT Fund recorded in Other Income (Deductions), interest

accretion expense on PSEG Power's nuclear Asset Retirement Obligation


       (ARO) recorded in Operation and Maintenance (O&M) Expense and the
       depreciation related to the ARO asset recorded in Depreciation and
       Amortization (D&A) Expense.


(B)    Net of tax (expense) benefit of $84 million and $(51) million for the
       three months ended March 31, 2020 and 2019, respectively.

(C) Net of tax (expense) benefit of $(30) million for each of the three months


       ended March 31, 2020 and 2019, respectively.



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Our $252 million decrease in Net Income for the three months ended March 31,
2020 was driven primarily by
•      net losses in 2020 as compared to net gains on equity securities in the

NDT Fund at PSEG Power,

• generally lower volumes of electricity and gas sold at lower average

prices, reduced capacity revenues and a lower of cost or market (LOCOM)

adjustment of oil inventory at PSEG Power,

• partially offset by higher earnings due to investments in T&D programs at

PSE&G, and

• ZEC revenues that started in April 2019 and a net decrease in the volume

and average prices of gas purchases and generation fuels.




The greater emphasis on capital spending in recent years for projects on which
we receive contemporaneous returns at PSE&G has yielded strong results, which
when combined with the cash flow generated by PSEG Power, has allowed us to meet
customer needs and address market conditions and investor expectations,
reflecting our long-term approach to managing our company. We continue our focus
on operational excellence, financial strength and disciplined investment. These
guiding principles have provided the base from which we have been able to
execute our strategic initiatives.
Disciplined Investment
We utilize rigorous criteria and consider a number of external factors,
including the economic impact of the ongoing coronavirus pandemic, when
determining how and when to efficiently deploy capital. We principally explore
opportunities for investment in areas that complement our existing business and
provide reasonable risk-adjusted returns. In the first three months of 2020, we
•      made additional investments in T&D infrastructure projects on time and on

budget,

• continued to execute our Energy Efficiency and other existing BPU-approved

utility programs, and

• continued to evaluate a potential investment in offshore wind.




Regulatory, Legislative and Other Developments
In our pursuit of operational excellence, financial strength and disciplined
investment, we closely monitor and engage with stakeholders on significant
regulatory and legislative developments. Transmission planning rules and
wholesale power market design are of particular importance to our results and we
continue to advocate for policies and rules that promote fair and efficient
electricity markets. For additional information about regulatory, legislative
and other developments that may affect us, see Part I, Item 1.
Business-Regulatory Issues in our Form 10-K and Item 5. Other Information in
this Quarterly Report on Form 10-Q.
Transmission Rate Proceedings and Return on Equity
In March 2020, FERC issued a Notice of Proposed Rulemaking (NOPR) proposing to
revise its electric transmission incentive policy to encourage the development
of infrastructure needed to ensure grid reliability and reduce congestion to
lower the cost of power for consumers. The NOPR proposes to shift the focus in
granting incentives from an approach based on the risks and challenges faced by
a project to an approach based on economic and reliability benefits to
consumers. The NOPR proposes to retain several existing incentives, increase the
50 basis point adder for Regional Transmission Organization (RTO) participation
to 100 basis points and provide incentives for transmission technologies that
enhance reliability, efficiency and capacity.
In November 2019, FERC issued an order establishing a new Return on Equity (ROE)
policy for reviewing existing transmission ROEs. FERC applied the methodology
outlined in the new policy to two complaints filed against the Midcontinent
Independent System Operator (MISO) transmission owners and found that the MISO
transmission owners' ROE was unjust and unreasonable and directed that the ROE
be lowered. Other ROE complaints have been pending before FERC regarding the ISO
New England Inc. Transmission Owners and utilities in other jurisdictions. In
parallel to these proceedings, over the past few years, several companies have
negotiated settlements that have resulted in reduced ROEs. We continue to
analyze the potential impact of these methodologies and cannot predict the
outcome of ongoing ROE proceedings. In addition, the New Jersey EMP anticipates
the BPU will increasingly engage in transmission ROE and cost allocation
proceedings at FERC to address costs to New Jersey ratepayers. We continue to
work with the BPU on these matters. An adverse change to PSE&G's base
transmission ROE or ROE incentives could be material.
Wholesale Power Market Design
In December 2019, FERC issued an order establishing new rules for PJM's capacity
market, extending the PJM Minimum Offer Price Rule (MOPR) to include both new
and existing resources that receive or are entitled to receive certain
out-of-market payments, with certain exemptions.
PSEG Power's New Jersey nuclear plants that receive ZEC payments will be subject
to the new MOPR. In addition, as a result of FERC's finding that default
procurement auctions such as basic generation service can also confer subsidies,
it is possible

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that other PSEG units could be subject to the MOPR. Based on PJM's March 2020
compliance filings, if PJM's proposals for nuclear unit floor prices are
accepted by FERC, the floor prices are not expected to prevent the nuclear units
receiving ZECs, as well as PSEG Power's Peach Bottom units if the MOPR applies
to it as a result of payments from BGS auctions, from clearing in the next RPM
auction. Further, if any gas-fired units are deemed to be subject to the MOPR,
they are also not expected to be affected. However, FERC has not yet acted on
this filing and the impact on future RPM auctions may differ.
States that have clean energy programs designed to achieve public policy goals
that support such resources as solar, offshore wind and nuclear, are not
prevented from pursuing those programs by the expanded MOPR and could choose to
utilize the existing fixed resource requirement (FRR) approach authorized under
the PJM tariff. Subsidized units that cannot clear in a RPM capacity auction
because of the expanded MOPR could still count as capacity resources to a load
serving entity using the FRR approach. In a March 2020 order, the BPU initiated
an investigation to examine whether New Jersey can achieve its long-term clean
energy and environmental objectives under the current resource adequacy
procurement paradigm and potential alternatives. One of the areas of inquiry
concerns the potential creation of FRR service areas within New Jersey. See Part
II, Item 5. Other Information.
We cannot predict what impact these rules or any measures taken by the BPU will
have on the capacity market or our generating stations. In addition, we cannot
predict whether there will be challenges to the FERC order and, if so, the
impact of such challenges on the MOPR and other capacity market rules.
In January 2020, New Jersey rejoined the Regional Greenhouse Gas Initiative
(RGGI). As a result, generating plants operating in New Jersey, including those
owned by PSEG Power, that emit carbon dioxide (CO2) emissions will be required
to procure credits for each ton they emit. In response to RGGI, PJM initiated a
process in 2019 to investigate the development of a carbon pricing mechanism
that may mitigate the environmental and financial distortions that could occur
when emissions "leak" from non-participating states to the RGGI states. If the
process leads to a market solution, it could have a material impact on the value
of PSEG Power's generating fleet.
Environmental Regulation
We are subject to liability under environmental laws for the costs of
remediating environmental contamination of property now or formerly owned by us
and of property contaminated by hazardous substances that we generated. In
particular, the historic operations of PSEG companies and the operations of
numerous other companies along the Passaic and Hackensack Rivers are alleged by
Federal and State agencies to have discharged substantial contamination into the
Passaic River/Newark Bay Complex in violation of various statutes. We are also
currently involved in a number of proceedings relating to sites where other
hazardous substances may have been discharged and may be subject to additional
proceedings in the future, and the costs of any such remediation efforts could
be material.
For further information regarding the matters described above, as well as other
matters that may impact our financial condition and results of operations, see
Item 1. Note 11. Commitments and Contingent Liabilities.
Nuclear
In April 2019, PSEG Power's Salem 1, Salem 2 and Hope Creek nuclear plants were
awarded ZECs by the BPU. Pursuant to a process established by the BPU, ZECs are
purchased from selected nuclear plants and recovered through a non-bypassable
distribution charge in the amount of $0.004 per kilowatt-hour used (which is
equivalent to approximately $10 per megawatt hour generated in payments to
selected nuclear plants (ZEC payment)). These nuclear plants are expected to
receive ZEC revenue for approximately three years, through May 2022, and will be
obligated to maintain operations during that period, subject to exceptions
specified in the ZEC legislation. PSEG Power has and will continue to recognize
revenue monthly as the nuclear plants generate electricity and satisfy their
performance obligations. The ZEC payment may be adjusted by the BPU (a) at any
time to offset environmental or fuel diversity payments that a selected nuclear
plant may receive from another source or (b) at certain times specified in the
ZEC legislation if the BPU determines that the purposes of the ZEC legislation
can be achieved through a reduced charge that will nonetheless be sufficient to
achieve the state's air quality and other environmental objectives by preventing
the retirement of nuclear plants. The BPU's decision awarding ZECs has been
appealed by the New Jersey Division of Rate Counsel. PSEG cannot predict the
outcome of this matter. The BPU is expected to issue an order in May 2020
outlining the process for applying for ZECs for the next three-year eligibility
period and is expected to issue a decision regarding any ZEC applications and
any change in the amount of future ZEC payments by April 2021. PSEG Power is not
aware of any changes that would materially affect its ability to establish
eligibility to be awarded ZECs under the application requirements that resulted
in the award of ZECs to Salem 1, Salem 2 and Hope Creek in April 2019. However,
PSEG Power cannot predict whether the BPU will change the application
requirements or whether other plants besides Salem 1, Salem 2 and Hope Creek
will apply for ZECs in the future. In the event that (i) the ZEC program is
overturned or otherwise materially adversely modified through legal process,
(ii) the terms and conditions of the subsequent period under the ZEC program,
including the amount of ZEC payments that may be awarded, materially differ from
those of the current ZEC period, or (iii) any of the Salem 1, Salem 2 and Hope
Creek plants is not awarded ZEC payments by the BPU and does not otherwise
experience a material financial change, PSEG Power will take all necessary steps
to retire all of these plants subsequent to the

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initial ZEC period at or prior to a scheduled refueling outage. Alternatively,
if all of the Salem 1, Salem 2 and Hope Creek plants are selected to continue to
receive ZEC payments but the financial condition of the plants is materially
adversely impacted by changes in commodity prices, FERC's changes to the
capacity market construct (absent sufficient capacity revenues provided under a
program approved by the BPU in accordance with a FERC-authorized capacity
mechanism), or, in the case of the Salem nuclear plants, decisions by the EPA
and state environmental regulators regarding the implementation of Section
316(b) of the Clean Water Act and related state regulations, or other factors,
PSEG Power would still take all necessary steps to retire all of these plants.
Retirement of these plants would result in a material adverse impact on PSEG's
and PSEG Power's financial results.
California Solar Facilities
As part of its solar production portfolio, PSEG Power owns and operates two
California-based solar facilities with an aggregate capacity of approximately 30
MW direct current whose output is sold to Pacific Gas and Electric Company
(PG&E) under power purchase agreements (PPAs) with twenty year terms. The net
book value of these solar facilities was approximately $54 million as of
March 31, 2020. In January 2019, PG&E and its parent company PG&E Corporation
filed for Chapter 11 bankruptcy protection; however, they continue to perform
under the current PPAs. PSEG Power cannot predict the ultimate outcome that this
bankruptcy proceeding will have on our ability to collect all of the revenues
from these facilities due under the PPAs; however, any adverse changes to the
terms of PSEG Power's PPAs as a result of this bankruptcy proceeding could
result in the future impairment of these assets in amounts up to their current
net book value.
Offshore Wind
In June 2019, the BPU selected Ørsted US Offshore Wind's Ocean Wind project as
the winning bid in New Jersey's initial solicitation for 1,100 MW of offshore
wind generation. In October 2019, PSEG exercised its option on Ørsted's Ocean
Wind project, resulting in a period of exclusive negotiation for PSEG to
potentially acquire a 25% equity interest in the project, subject to
negotiations toward a joint venture agreement, advanced due diligence and any
required regulatory approvals.
Leveraged Leases
Facilities in our leveraged lease portfolio include the Shawville, Joliet and
Powerton generating facilities. Converted natural gas units such as Shawville
and Joliet may have higher operating costs and fuel consumption, as well as
longer start-up times, compared to newer combined cycle gas units. Powerton is a
coal-fired generating facility in Illinois.
Each of these three facilities may not be as economically competitive as newer
combined cycle gas units and could continue to be adversely impacted by the same
economic conditions experienced by other less efficient natural gas and coal
generation facilities, which could require additional write-downs of the
residual values of Energy Holdings' leveraged lease receivables associated with
these facilities.
Tax Legislation
In March 2020, the federal Coronavirus Aid, Relief, and Economic Security Act
(CARES Act) was enacted. We continue to assess the impact of the tax aspects of
the CARES Act on our results of operations and cash flow. We expect that a
prolonged coronavirus pandemic, the tax provisions of the CARES Act and any
future coronavirus-related federal or state legislation could have a material
impact on our effective tax rate and cash tax position.
For non-regulated businesses, the Tax Act enacted rules that set a cap on the
amount of interest that can be deducted in a given year. Any amount that is
disallowed can be carried forward indefinitely. For 2018 and 2019, the tax
deductibility of a portion of PSEG's and PSEG Power's interest was disallowed
but is expected to be realized in future periods. However, certain aspects of
the law are unclear. Therefore, we recorded taxes based on our interpretation of
the relevant statute. The CARES Act favorably increased the limitation on the
amount of interest that can deducted in 2019 and 2020. While this will not
impact 2019, the increased limitation will allow a portion of the previously
disallowed amounts to reduce PSEG's and PSEG Power's 2020 taxable income.
Amounts recorded under the Tax Act and the CARES Act, such as depreciation and
interest disallowance, are subject to change based on several factors, including
but not limited to, the Internal Revenue Service and state taxing authorities
issuing additional guidance and/or further clarification. Any further guidance
or clarification could impact PSEG's, PSE&G's and PSEG Power's financial
statements. For additional information, see Item 1. Note 16. Income Taxes.
In July 2018, the State of New Jersey made changes to its income tax laws,
including imposing a temporary surtax of 2.5% effective January 1, 2018 and 2019
and 1.5% in 2020 and 2021, as well as requiring corporate taxpayers to file in a
combined reporting group as defined under New Jersey law starting in 2019. Both
provisions include an exemption for public utilities. We believe PSE&G meets the
definition of a public utility and, therefore, will not be impacted by the
temporary surtax or be included in the combined reporting group. There are
certain aspects of the law that are not clear. We anticipate the State of New
Jersey will be issuing clarifying guidance regarding combined reporting rules.
Any further guidance or clarification could impact PSEG's and PSEG Power's
financial statements.

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Future Outlook
For more than a century, our mission has been to provide universal access to an
around-the-clock supply of reliable, affordable power. Building on this mission,
we believe in a future where customers universally use less energy, the energy
they use is cleaner, and its delivery is more reliable and more resilient. In
July 2019, we announced that we expect to cut carbon emissions at PSEG Power's
generation fleet by 80% by 2046, from 2005 levels. We have also announced our
vision of attaining net-zero CO2 emissions by 2050, assuming advances in
technology, public policy and customer behavior.
Our future success will depend on our ability to continue to maintain strong
operational and financial performance in an environment with low gas prices, to
capitalize on or otherwise address regulatory and legislative developments that
impact our business and to respond to the issues and challenges described below.
In order to do this, we must continue to:
•      focus on controlling costs while maintaining safety, reliability and
       customer satisfaction and complying with applicable standards and
       requirements,

• successfully manage our energy obligations and re-contract our open supply

positions in response to changes in prices and demand,

• obtain approval of and execute our utility capital investment program,

including our CEF program and other investments that yield contemporaneous


       and reasonable risk-adjusted returns, while enhancing the resiliency of
       our infrastructure and maintaining the reliability of the service we
       provide to our customers,

• advocate for the continuation of the ZEC program and measures to ensure

the implementation by PJM, FERC and state regulators of market design and

transmission planning rules that continue to promote fair and efficient

electricity markets, including recognition of the cost of emissions,

• engage multiple stakeholders, including regulators, government officials,

customers and investors, and

• successfully operate the LIPA T&D system and manage LIPA's fuel supply and

generation dispatch obligations.




In addition to the risks described elsewhere in this Form 10-Q and in our Form
10-K, for 2020 and beyond, the key issues and challenges we expect our business
to confront include:
•      regulatory and political uncertainty, both with regard to future energy
       policy, design of energy and capacity markets, transmission policy and
       environmental regulation, as well as with respect to the outcome of any
       legal, regulatory or other proceedings,


•      the continuing impact of the ongoing coronavirus pandemic and the

associated economic impact, which could extend beyond the duration of the

pandemic,

• the continuing impacts of the Tax Act, coronavirus-related tax legislation

and changes in state tax laws, and

• the impact of reductions in demand and lower natural gas and electricity

prices and increasing environmental compliance costs.




We continually assess a broad range of strategic options to maximize long-term
stockholder value. In assessing our options, we consider a wide variety of
factors, including the performance and prospects of our businesses; the views of
investors, regulators, customers and rating agencies; our existing indebtedness
and restrictions it imposes; and tax considerations, among other things.
Strategic options available to us include:
•      the acquisition, construction or disposition of T&D facilities, clean
       energy investments and/or generation projects, including offshore wind
       opportunities,

• the disposition or reorganization of our merchant generation business or

other existing businesses or the acquisition or development of new

businesses,

• the expansion of our geographic footprint, and




•      investments in capital improvements and additions, including the
       installation of environmental upgrades and retrofits, improvements to

system resiliency, modernizing existing infrastructure and participation

in transmission projects through FERC's "open window" solicitation

process.




There can be no assurance, however, that we will successfully develop and
execute any of the strategic options noted above, or any additional options we
may consider in the future. The execution of any such strategic plan may not
have the expected benefits or may have unexpected adverse consequences.


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RESULTS OF OPERATIONS
PSEG
Our results of operations are primarily comprised of the results of operations
of our principal operating subsidiaries, PSE&G and PSEG Power, excluding charges
related to intercompany transactions, which are eliminated in consolidation. For
additional information on intercompany transactions, see Item 1. Note 20.
Related-Party Transactions.

                                                         Three Months Ended            Increase/
                                                             March 31,                 (Decrease)
                                                         2020           2019         2020 vs. 2019
                                                              Millions             Millions       %
  Operating Revenues                                 $    2,781      $  2,980     $    (199 )     (7 )
  Energy Costs                                              906         

1,124 (218 ) (19 )


  Operation and Maintenance                                 754           756            (2 )      -
  Depreciation and Amortization                             324           314            10        3
  Income from Equity Method Investments                       3             2             1       50
  Net Gains (Losses) on Trust Investments                  (221 )         

128 (349 ) N/A


  Other Income (Deductions)                                   4            33           (29 )    (88 )
  Net Non-Operating Pension and OPEB Credits (Costs)         62            33            29       88
  Interest Expense                                          153           133            20       15
  Income Tax (Benefit) Expense                               44           

149 (105 ) (70 )





The following discussions for PSE&G and PSEG Power provide a detailed
explanation of their respective variances.
PSE&G

                                                          Three Months Ended              Increase/
                                                               March 31,                  (Decrease)
                                                           2020            2019         2020 vs. 2019
                                                               Millions               Millions       %
  Operating Revenues                                 $    1,883         $  2,032     $    (149 )     (7 )
  Energy Costs                                              708             

947 (239 ) (25 )


  Operation and Maintenance                                 386              408           (22 )     (5 )
  Depreciation and Amortization                             222              212            10        5
  Net Gains (Losses) on Trust Investments                     -                1            (1 )    N/A
  Other Income (Deductions)                                  27               19             8       42
  Net Non-Operating Pension and OPEB Credits (Costs)         51               30            21       70
  Interest Expense                                           96               87             9       10
  Income Tax Expense (Benefit)                              109               25            84      N/A



Three Months Ended March 31, 2020 as Compared to 2019
Operating Revenues decreased $149 million due to changes in delivery, commodity,
clause and other operating revenues.
Delivery Revenues increased $89 million due primarily to
•      Transmission revenues were $73 million higher due to increased 2020

revenue requirements attributable to higher rate base investment and the

prior year flowback of certain excess deferred taxes that ended at

year-end 2019.

• Electric distribution revenues decreased $9 million due primarily to an $8


       million decrease attributable to lower sales volumes.



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• Gas distribution revenues increased $15 million due primarily to a $56

million increase in Weather Normalization Charges and a $14 million

increase from the Gas System Modernization Program I (GSMP I) and GSMP II.

These increases were partially offset by a $54 million reduction due to

lower volumes.

• Gas revenues further increased by $10 million due to a reduction in the


       flowback to customers of excess deferred tax liabilities and tax
       repair-related accumulated deferred income tax benefits resulting from
       rate reductions, which is offset in Income Tax Expense.


Commodity Revenues decreased $290 million as a result of lower Gas and Electric
revenues. The changes in Commodity revenues for both gas and electric are
entirely offset by the changes in Energy Costs. PSE&G earns no margin on the
provision of basic gas supply service (BGSS) and BGS to retail customers.
•      Gas commodity revenues decreased $162 million due primarily to lower BGSS
       sales volumes of $94 million and lower BGSS prices of $68 million.

• Electric commodity revenues decreased $128 million due primarily to $96

million in lower BGS sales volumes and $34 million in lower BGS prices.




Clause Revenues decreased $2 million due primarily to lower SBC revenues of $10
million and a $2 million decrease in Margin Adjustment Clause (MAC) revenues.
These decreases were partially offset by a $10 million reduction in Tax
Adjustment Credit (TAC) deferrals. The changes in the SBC and MAC revenues and
TAC deferral amounts are entirely offset by changes in the amortization of
Regulatory Assets and Regulatory Liabilities and related costs in O&M, D&A and
Interest Expenses. PSE&G does not earn margin on SBC and MAC revenues or on TAC
deferrals.
Other Operating Revenues increased by $54 million due primarily to $38 million
in ZEC revenues billed since mid-April 2019 and a $14 million increase in SREC
revenues. See Item 1. Note 11. Commitments and Contingent Liabilities. The
changes in these revenues are entirely offset by changes to Energy Costs.
Operating Expenses
Energy Costs decreased $239 million. This is entirely offset by changes in
Commodity Revenues and Other Operating Revenues.
Operation and Maintenance decreased $22 million due primarily to a net $12
million decrease in clause and renewable-related expenditures, a $3 million
decrease in injuries and damages, a $2 million decrease in distribution
corrective maintenance expenditures, a $2 million reduction in seasonal storm
costs and a $1 million decrease in transmission-related expenditures.
Depreciation and Amortization increased $10 million due primarily to an increase
related to additional plant in service.
Other Income (Deductions) increased $8 million due primarily to an increase in
the allowance for funds used during construction (AFUDC).
Net Non-Operating Pension and OPEB Credits (Costs) increased $21 million due
primarily to an $11 million increase in the long-term expected return on plan
assets, an $8 million decrease in interest cost and a $3 million decrease in the
amortization of the net unrecognized loss, partially offset by a $1 million
decrease in the amortization of prior service credit.
Interest Expense increased $9 million due primarily to a $7 million increase
from net debt issuances in 2019 and a $4 million increase from net debt
issuances in January 2020.These increases were partially offset by a decrease of
$2 million due to a reduction in short-term borrowings.
Income Tax Expense increased $84 million due primarily to higher pre-tax income
and the reduction in the 2020 flowback of PSE&G's excess deferred income tax
liabilities, as PSE&G refunded all FERC approved, transmission-related excess
deferred income taxes that are not subject to the normalization rules in 2019.


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PSEG Power

                                                         Three Months Ended            Increase/
                                                             March 31,                 (Decrease)
                                                         2020           2019         2020 vs. 2019
                                                              Millions             Millions       %
  Operating Revenues                                 $    1,220      $  1,416     $    (196 )    (14 )
  Energy Costs                                              676           

786 (110 ) (14 )


  Operation and Maintenance                                 241           235             6        3
  Depreciation and Amortization                              94            94             -        -
  Income from Equity Method Investments                       3             2             1       50
  Net Gains (Losses) on Trust Investments                  (220 )         

126 (346 ) N/A


  Other Income (Deductions)                                 (23 )          13           (36 )    N/A
  Net Non-Operating Pension and OPEB Credits (Costs)          8             3             5      N/A
  Interest Expense                                           34            25             9       36
  Income Tax Expense (Benefit)                              (70 )         

124 (194 ) N/A





Three Months Ended March 31, 2020 as Compared to 2019
Operating Revenues decreased $196 million due primarily to changes in generation
and gas supply revenues.
Gas Supply Revenues decreased $131 million due primarily to
•      a decrease of $123 million in sales under the BGSS contract, of which $90

million was due to lower volumes sold and $33 million was due to lower

average sales prices, and

• a net decrease of $4 million related to sales to third parties, of which

$34 million was due to lower average sales prices, partially offset by an

increase of $30 million due to higher volumes sold.

Generation Revenues decreased $65 million due primarily to • a net decrease of $113 million due primarily to lower average realized

prices in the PJM and New York (NY) regions coupled with lower volumes


       sold in the PJM region, primarily due to the sale of PSEG Power's
       ownership interests in the Keystone and Conemaugh generation plants. This
       was partially offset by higher volumes of electricity sold in the New
       England (NE) region, primarily due to the commencement of commercial
       operations of BH5 in June 2019,


•      a net decrease of $34 million in capacity revenues due primarily to
       decreases in auction prices in the PJM region, partially offset by the
       commencement of commercial operations of BH5, and

• a decrease of $31 million in electricity sold under our BGS contracts due

to lower volumes and lower prices,

• partially offset by a net increase of $67 million due to higher MTM gains

in 2020 as compared to 2019. Of this amount, there was a $133 million


       increase due to changes in forward prices this year as compared to last
       year, partially offset by a $66 million decrease due to less gains on
       positions reclassified to realized upon settlement, and

$51 million due to ZEC revenues that started in mid-April 2019.




Operating Expenses
Energy Costs represent the cost of generation, which includes fuel costs for
generation as well as purchased energy in the market, and gas purchases to meet
PSEG Power's obligation under its BGSS contract with PSE&G. Energy Costs
decreased $110 million due to
Gas costs decreased $100 million due mainly to
•      a decrease of $98 million related to sales under the BGSS contract, of
       which $76 million was due to lower volumes and $22 million was due to
       lower average gas costs, and


•      a net decrease of $2 million related to sales to third parties, of which
       $29 million was due to a decrease in the average cost of gas largely
       offset by an increase of $27 million in volumes sold.



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Generation costs decreased $10 million due primarily to • a net decrease of $85 million in fuel costs reflecting lower prices of gas

in the PJM and NY regions coupled with the utilization of lower volumes of

coal in the PJM region, primarily due to the sale of PSEG Power's

ownership interests in Keystone and Conemaugh generation plants, and lower

volumes of gas in the PJM region. This was partially offset by utilization


       of higher volumes of gas in the NE region due to the commencement of
       commercial operations at BH5 in June 2019, and


•      a net decrease of $6 million due primarily to decreases in energy

purchased in the NE region due to BH5 beginning commercial operations,

• partially offset by a net increase of $62 million due to MTM losses in

2020 as compared to MTM gains in 2019. Of this amount, there was a $48

million increase due to changes in forward prices this year as compared to

last year coupled with a $14 million increase due to losses on positions

reclassified to realized upon settlement in 2020 as compared to gains in

2019, and

• a $20 million increase due to a LOCOM adjustment on oil inventory caused

by a decrease in oil demand and pricing.




Operation and Maintenance increased $6 million due primarily to outage costs at
our nuclear plants.
Net Gains (Losses) on Trust Investments decreased $346 million due primarily to
a $320 million decrease resulting from net unrealized losses in 2020 as compared
to net unrealized gains in 2019 on equity investments in the NDT Fund and a $22
million decrease in net realized gains on NDT Fund investments attributable to
market volatility associated with the ongoing coronavirus pandemic.
Other Income (Deductions) decreased $36 million primarily due to greater
purchases of NOLs under New Jersey's Technology Tax Benefit Transfer Program.
Net Non-Operating Pension and OPEB Credits (Costs) increased $5 million due to a
$2 million increase in the expected return on plan assets, a $2 million decrease
in interest cost and a $1 million decrease in the amortization of the net
unrecognized loss.
Interest Expense increased $9 million due primarily to lower capitalized
interest as a result of BH5 being place into service.
Income Tax Expense decreased $194 million due primarily to lower pre-tax income,
including lower pre-tax income from the NDT qualified fund, which is subject to
an additional trust tax, and the benefit from the 2019 NOLs purchased under the
New Jersey Technology Tax Benefit Transfer Program in 2020.

LIQUIDITY AND CAPITAL RESOURCES
The following discussion of our liquidity and capital resources is on a
consolidated basis, noting the uses and contributions, where material, of our
two direct major operating subsidiaries.
Operating Cash Flows
We continue to expect our operating cash flows combined with cash on hand and
financing activities to be sufficient to fund capital expenditures and
shareholder dividend payments.
For the three months ended March 31, 2020, our operating cash flow decreased $65
million as compared to the same period in 2019. The net decrease was primarily
due to the net changes from our subsidiaries as discussed below.
Given the current economic challenges, PSE&G has informed both our residential
customers and state regulators that all non-safety related service
disconnections for non-payment will be temporarily suspended. In addition, the
current economic conditions have adversely impacted C&I customer payment
patterns. While the negative impact on customer payment patterns, including
reduced cash inflow and higher Accounts Receivable aging and associated
increasing bad debt expense did not have a material impact on our cash flows for
the quarter ended March 31, 2020, a prolonged adverse change to customer payment
patterns due to the ongoing coronavirus pandemic could materially and adversely
impact our cash flows from operations.
PSE&G
PSE&G's operating cash flow increased $115 million from $520 million to $635
million for the three months ended March 31, 2020, as compared to the same
period in 2019, due primarily to an increase of $139 million related to accounts
receivable resulting primarily from higher outstanding billings in 2019, higher
earnings in 2020 and $63 million in decreased payments to third party BGS
suppliers in 2020 due to lower demand. These increases were partially offset by
a decrease of $149 million in regulatory deferrals due to lower sales volumes
attributable to a milder winter weather and BGSS credits awarded to customers in
2020, as well as tax payments in 2020 as compared to tax refunds in 2019.

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PSEG Power
PSEG Power's operating cash flow decreased $242 million from $726 million to
$484 million for the three months ended March 31, 2020, as compared to the same
period in 2019, due to a $135 million reduction related to counterparty cash
collateral posting requirements, lower earnings, and an $87 million decrease in
the usage of fuels, materials and supplies, partially offset by tax refunds in
2020 as compared to tax payments in 2019.
Short-Term Liquidity
PSEG meets its short-term liquidity requirements, as well as those of PSEG
Power, primarily with cash and through the issuance of commercial paper and,
from time to time, short-term loans. PSE&G maintains its own separate commercial
paper program to meet its short-term liquidity requirements. Each commercial
paper program is fully back-stopped by its own separate credit facilities.
We continually monitor our liquidity and seek to add capacity as needed to meet
our liquidity requirements. Each of our credit facilities is restricted as to
availability and use to the specific companies as listed below; however, if
necessary, the PSEG facilities can also be used to support our subsidiaries'
liquidity needs.
In March 2020, PSEG entered into a $300 million, 364-day term loan agreement and
in April 2020 it entered into two 364-day term loan agreements for $200 million
and $300 million. These term loans provide an additional source of liquidity for
our operations as we continue to monitor the impact of the ongoing coronavirus
pandemic on the volatility and availability of the capital and commercial paper
markets. These term loans are not included in the credit facility amounts
presented in the table below.
Our total credit facilities and available liquidity as of March 31, 2020 were as
follows:

                            As of March 31, 2020
                       Total                 Available
  Company/Facility    Facility     Usage     Liquidity
                                  Millions
  PSEG               $   1,500    $  806    $       694
  PSE&G                    600        17            583
  PSEG Power             2,100       154          1,946
  Total              $   4,200    $  977    $     3,223



As of March 31, 2020, our credit facility capacity was in excess of our
projected maximum liquidity requirements over our 12 month planning horizon as
we continue to monitor the impact and volatility of the ongoing coronavirus
pandemic on cash flows and capital market conditions. Our maximum liquidity
requirements are based on stress scenarios that incorporate changes in commodity
prices and the potential impact of PSEG Power losing its investment grade credit
rating from S&P or Moody's, which would represent a three level downgrade from
its current S&P or Moody's ratings. In the event of a deterioration of PSEG
Power's credit rating, certain of PSEG Power's agreements allow the counterparty
to demand further performance assurance. The potential additional collateral
that we would be required to post under these agreements if PSEG Power were to
lose its investment grade credit rating was approximately $916 million and $974
million as of March 31, 2020 and December 31, 2019, respectively.
For additional information, see Item 1. Note 12. Debt and Credit Facilities.
Long-Term Debt Financing
During the next twelve months,
• PSEG has a $700 million floating rate term loan maturing in November 2020, and


•      PSE&G has $250 million of 3.50% Medium-Term Notes (MTN), Series G,
       maturing in August 2020, $9 million of 7.04% MTN, Series A, maturing in

November 2020 and $300 million of 1.90% MTN, Series K, maturing in March

2021.




PSEG, PSEG Power, Energy Holdings, PSEG LI and Services participate in a
corporate money pool, an aggregation of daily cash balances designed to
efficiently manage their respective short-term liquidity needs, which are
accounted for as intercompany loans. In April 2020, PSEG utilized external
sources of liquidity, including the commercial paper markets and term loans, to
repay a loan to PSEG Power through the money pool and PSEG Power used the
proceeds from this loan repayment to redeem its $406 million of 5.13% Senior
Notes at maturity.

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For additional information see Item 1. Note 12. Debt and Credit Facilities.
Guarantor Financial Information
PSEG Power's Senior Notes are fully and unconditionally guaranteed on a joint
and several basis by its subsidiaries, PSEG Fossil LLC, PSEG Nuclear LLC and
PSEG Energy Resources & Trade LLC. Each guarantor subsidiary is a consolidated
subsidiary of PSEG Power.
In March 2020, the United States Securities and Exchange Commission adopted
amendments to the financial disclosure requirements applicable to certain
registered debt offerings. PSEG Power adopted these amendments on March 31,
2020. Accordingly, summarized financial information is being presented, on a
combined basis, only for PSEG Power (parent company) and the guarantors of PSEG
Power's Senior Notes, excluding investments in, and earnings (losses) from,
subsidiaries that are not guarantors. All transactions between PSEG Power
(parent company) and the guarantor subsidiaries are eliminated in the combined
summarized financial information. The required disclosures for the year-to-date
interim period and the most recent fiscal year have been moved outside the Notes
to Condensed Consolidated Financial Statements and are provided in the tables
below.

                            Three Months Ended          Year Ended
                              March 31, 2020        December 31, 2019
                                              Millions
  Operating Revenues (A)      $           1,205    $             4,315
  Operating Income (Loss)     $             209    $               451
  Net Income                  $              22    $               484


(A) Operating Revenues include sales to affiliates of $475 million and $1,463


       million, respectively for the three months ended March 31, 2020 and year
       ended December 31, 2019, respectively.



                                                        As of                   As of
                                                    March 31, 2020        December 31, 2019
                                                                   Millions
  Current Receivables from Subsidiaries and
  Affiliates                                     $            2,773     $             2,456
  Total Current Assets                           $            3,780     $             3,559
  Noncurrent Receivables from Affiliates         $               17     $                17
  Total Noncurrent Assets                        $            6,882     $             7,025

  Current Payables to Subsidiaries and
  Affiliates                                     $              245     $               218
  Total Current Liabilities                      $            1,176     $             1,155
  Noncurrent Payables to Affiliates              $              113     $               115
  Total Noncurrent Liabilities                   $            4,946     $             4,934



Pension and NDT Fund Obligations
As a result of the market downturn due to the ongoing coronavirus pandemic, the
fair market value of assets in our pension trust decreased from $5.9 billion as
of December 31, 2019 to $5.0 billion as of March 31, 2020. Internal Revenue
Service (IRS) minimum funding requirements for pension plans are determined
based on the fund assets and liabilities at the end of a calendar year for the
subsequent calendar year. As a result, the market downturn associated with the
ongoing coronavirus pandemic is not expected to impact our pension contributions
in 2020. In the event of a prolonged economic downturn associated with the
ongoing coronavirus pandemic, our contributions to the pension plans may
increase in future periods to meet IRS minimum funding requirements. PSEG had
accumulated funding credits totaling approximately $600 million, which represent
historical contributions in excess of IRS minimum funding requirements, and
these credits can be applied to offset any future cash contribution obligations.
In addition, the NRC requires a biennial filing of the NDT fund balances against
the decommissioning liability estimate. Any funding shortfalls are required to
be cured prior to the next NRC reporting period. The market downturn associated
with the ongoing coronavirus pandemic is not currently expected to result in any
supplemental required funding of the NDT Fund. To the extent of a prolonged
economic downturn associated with the ongoing coronavirus pandemic, our funding
requirements may increase in future periods to meet NRC minimum funding
requirements.

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Common Stock Dividends
On April 21, 2020, our Board of Directors declared a $0.49 dividend per share of
common stock for the second quarter of 2020. This reflects an indicative annual
dividend rate of $1.96 per share. We expect to continue to pay cash dividends on
our common stock; however, the declaration and payment of future dividends to
holders of our common stock will be at the discretion of the Board of Directors
and will depend upon many factors, including our financial condition, earnings,
capital requirements of our businesses, alternate investment opportunities,
legal requirements, regulatory constraints, industry practice, the impact of the
ongoing coronavirus pandemic on our business and the capital and credit markets
and other factors that the Board of Directors deems relevant. For additional
information related to cash dividends on our common stock, see Item 1. Note 18.
Earnings Per Share (EPS) and Dividends.
Credit Ratings
If the rating agencies lower or withdraw our credit ratings, such revisions may
adversely affect the market price of our securities and serve to materially
increase our cost of capital and limit access to capital. Credit Ratings shown
are for securities that we typically issue. Outlooks are shown for Issuer Credit
Ratings (Moody's) and Corporate Credit Ratings (S&P) and can be Stable,
Negative, or Positive. There is no assurance that the ratings will continue for
any given period of time or that they will not be revised by the rating
agencies, if in their respective judgments, circumstances warrant. Each rating
given by an agency should be evaluated independently of the other agencies'
ratings. The ratings should not be construed as an indication to buy, hold or
sell any security.

                     Moody's (A)   S&P (B)
  PSEG
  Outlook              Stable      Stable
  Senior Notes          Baa1         BBB
  Commercial Paper       P2          A2
  PSE&G
  Outlook              Stable      Stable
  Mortgage Bonds         Aa3          A
  Commercial Paper       P1          A2
  PSEG Power
  Outlook              Stable      Stable
  Senior Notes          Baa1        BBB+



(A)           Moody's ratings range from Aaa (highest) to C (lowest) for
              long-term securities and P1 (highest) to NP (lowest) for short-term
              securities.


(B)           S&P ratings range from AAA (highest) to D (lowest) for long-term
              securities and A1 (highest) to D (lowest) for short-term
              securities.



CAPITAL REQUIREMENTS
We expect that all of our capital requirements over the next three years will
come from a combination of internally generated funds and external debt
financing. There were no material changes to our projected capital expenditures
as compared to amounts disclosed in our Form 10-K. See Executive Overview of
2020 and Future Outlook for additional information.
PSE&G
During the three months ended March 31, 2020, PSE&G made capital expenditures of
$620 million, primarily for T&D system reliability. This does not include
expenditures for cost of removal, net of salvage, of $24 million, which are
included in operating cash flows.
PSEG Power
During the three months ended March 31, 2020, PSEG Power made capital
expenditures of $39 million, excluding $58 million for nuclear fuel, primarily
related to various projects at Fossil and Nuclear.


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ACCOUNTING MATTERS
For information related to recent accounting matters, see Item 1. Note 2. Recent
Accounting Standards.

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