UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549
                                    FORM 8-K



                                 CURRENT REPORT


                Pursuant to Section 13 or 15(d) of the Securities
                              Exchange Act of 1934


                                  May 17, 2002
                                (Date of earliest
                                 event reported)






Commission File            Name of Registrant; State of Incorporation; Address of       IRS Employer
Number                     Principal Executive Offices; and Telephone Number            Identification Number
---------------------      ---------------------------------------------------------    -------------------------
                                                                                  
1-16169                    EXELON CORPORATION                                           23-2990190
                           (a Pennsylvania corporation)
                           10 South Dearborn Street - 37th Floor
                           P.O. Box 805379
                           Chicago, Illinois 60680-5379
                           (312) 394-7398

1-1839                     COMMONWEALTH EDISON COMPANY                                  36-0938600
                           (an Illinois corporation)
                           10 South Dearborn Street - 37th Floor
                           P.O. Box 805379
                           Chicago, Illinois 60680-5379
                           (312) 394-4321







Item 5. Other Events

On May 17, 2002 Exelon Corporation issued a press release regarding
Commonwealth Edison's resolution of a FERC reporting issue with Illinois
Regulators, which is attached as exhibit 99.

The press release included as exhibit 99 contains certain forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of
1995. These statements are based on management's current expectations and are
subject to uncertainty and changes in circumstances. Actual results may vary
materially from the expectations contained herein. The forward-looking
statements herein include statements about future financial and operating
results of Exelon. Economic, business, competitive and/or regulatory factors
affecting Exelon's businesses generally could cause actual results to differ
materially from those described herein. For a discussion of the factors that
could cause actual results to differ materially, please see Exelon's filings
with the Securities and Exchange Commission, particularly those discussed in
"Management's Discussion and Analysis of Financial Condition and Results of
Operations-- Outlook" in Exelon's 2001 Annual Report. Readers are cautioned not
to place undue reliance on these forward-looking statements, which speak only as
of the date of this press release. Exelon does not undertake any obligation to
publicly release any revisions to these forward-looking statements to reflect
events or circumstances after the date of this report.



                                   SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.




                            EXELON CORPORATION
                            COMMONWEALTH EDISON COMPANY


                            /S/  Ruth Ann Gillis
                            -----------------------------------
                            Ruth Ann Gillis
                            Senior Vice President and Chief Financial Officer
                            Exelon Corporation


May 22, 2002