10-Q/APeriod: Q1 FY2003

EXELON CORP Quarterly Report (Amendment) for Q1 Ended Mar 31, 2003

Filed December 15, 2003For Securities:EXC

Summary

This filing is an amendment to Exelon Corporation's (and its subsidiaries ComEd, PECO Energy Company, and Exelon Generation Company, LLC) Quarterly Report on Form 10-Q for the period ended March 31, 2003. The primary purpose of this amendment is to address comments from the SEC regarding Exelon's Registration Statement on Form S-3. Specifically, it clarifies the effectiveness of each registrant's disclosure controls and procedures and acknowledges limitations in applying these controls to unconsolidated entities. Investors should note that this filing focuses on the internal controls and procedures for financial reporting rather than providing new financial performance data. The key takeaway is the confirmation that management has evaluated and found the disclosure controls and procedures to be effective as of March 31, 2003, subject to the inherent limitations of any control system. The filing also details various exhibits and reports on Form 8-K filed during the quarter, providing a look at the company's significant corporate events and disclosures.

Key Highlights

  • 1The filing is an amendment to the Form 10-Q for the quarter ended March 31, 2003, specifically addressing SEC comments on Exelon's S-3 registration statement.
  • 2Management, including principal executive and financial officers, concluded that Exelon's, ComEd's, PECO's, and Generation's disclosure controls and procedures were effective as of March 31, 2003.
  • 3The report acknowledges the inherent limitations of internal control systems, including the possibility of faulty judgment, simple error, or circumvention by individuals.
  • 4It is stated that the registrants' ability to apply disclosure controls and procedures to unconsolidated entities they do not control or manage is more limited than for subsidiaries they do control.
  • 5A comprehensive list of exhibits filed with the original 10-Q is provided, including supplemental indentures and certifications under Sarbanes-Oxley and SEC rules.
  • 6A detailed list of Form 8-K filings made during the quarter ending March 31, 2003, is presented, covering topics such as asset acquisitions, earnings guidance confirmations, debt issuances, and investor presentations.
  • 7The filing includes signatures from key officers of Exelon Corporation, Commonwealth Edison Company, PECO Energy Company, and Exelon Generation Company, LLC, attesting to the accuracy of the report.

Frequently Asked Questions

This filing is an amendment (10-Q/A) to Exelon Corporation's and its subsidiaries' quarterly report (10-Q) for the period ended March 31, 2003. Its primary purpose is to respond to specific comments received from the Securities and Exchange Commission (SEC) during their review of Exelon's Registration Statement on Form S-3. The amendment focuses on clarifying the effectiveness of the registrants' disclosure controls and procedures.

This specific filing (Form 10-Q/A) is primarily focused on controls and procedures and an amendment in response to SEC comments. It does not contain new financial performance data or a discussion of financial results for the quarter. The original Form 10-Q filed on May 2, 2003, would contain that information. This amendment clarifies the effectiveness of internal controls as of March 31, 2003.

Disclosure controls and procedures are designed to ensure that material information relating to the company, including its consolidated subsidiaries, is recorded, processed, summarized, and reported within the time periods specified by the SEC. Their effectiveness is crucial for accurate and timely financial reporting. Management's conclusion that these controls are effective provides reasonable assurance to investors about the reliability of the company's financial disclosures.

The filing explicitly states that internal control systems, including disclosure controls and procedures, have inherent limitations. These limitations mean that not all misstatements may be detected. Examples include the possibility that judgments in decision-making can be faulty, controls might break down due to simple error, or controls could be circumvented by individuals acting alone or in collusion. Therefore, controls can only provide reasonable, not absolute, assurance.