UNITED STATES




UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 23, 2018 Date of Report (Date of earliest event reported)

	Commission File Number	Exact Name of Registrant as Specified in Its Charter; State of Incorporation; Address of Principal Executive Offices; and Telephone Number	IRS Employer Identification Number
	001-03559	ATLANTIC CITY ELECTRIC COMPANY		21-0398280
		(a New Jersey Corporation) 500 North Wakefield Drive Newark, Delaware 19702 (202) 872-2000

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

November 4, 2016

Date of Report (Date of earliest event reported)

Commission File Number	Exact Name of Registrant as Specified in Its Charter; State of Incorporation; Address ofPrincipal Executive Offices; and Telephone Number	IRS EmployerIdentification Number
1-16169	EXELON CORPORATION (a Pennsylvania corporation) 10 South Dearborn Street P.O. Box 805379 Chicago, Illinois 60680-5379 (800) 483-3220	23-2990190
333-85496	EXELON GENERATION COMPANY, LLC (a Pennsylvania limited liability company) 300 Exelon Way Kennett Square, Pennsylvania 19348-2473 (610) 765-5959	23-3064219
1-1839	COMMONWEALTH EDISON COMPANY (an Illinois corporation) 440 South LaSalle Street Chicago, Illinois 60605-1028 (312) 394-4321	36-0938600
000-16844	PECO ENERGY COMPANY (a Pennsylvania corporation) P.O. Box 8699 2301 Market Street Philadelphia, Pennsylvania 19101-8699 (215) 841-4000	23-0970240
1-1910	BALTIMORE GAS AND ELECTRIC COMPANY (a Maryland corporation) 2 Center Plaza 110 West Fayette Street Baltimore, Maryland 21201 (410) 234-5000	52-0280210
001-31403	PEPCO HOLDINGS LLC (a Delaware limited liability company) 701 Ninth Street, N.W. Washington, D.C. 20068 (202)872-2000	52-2297449
001-01072	POTOMAC ELECTRIC POWER COMPANY (a District of Columbia and Virginia corporation) 701 Ninth Street, N.W. Washington, D.C. 20068 (202)872-2000	53-0127880
001-01405	DELMARVA POWER & LIGHT COMPANY (a Delaware and Virginia corporation) 500 North Wakefield Drive, 2nd Floor Newark, DE 19702 (202)872-2000	51-0084283
001-03559	ATLANTIC CITY ELECTRIC COMPANY (a New Jersey corporation) 500 North Wakefield Drive, 2nd Floor Newark, DE 19702 (202)872-2000	21-0398280

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:



☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)



☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)



☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))



☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

~~Section 7~~Indicate –by ~~Regulation~~check FDmark whether any of the registrants are emerging growth companies as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

~~Item~~Emerging ~~7.01.~~growth ~~Regulation~~company ~~FD Disclosure.~~☐

~~On November 7-8,~~If ~~2016,~~an ~~Exelon~~emerging ~~Corporation~~growth ~~(Exelon) will participate in the Edison Electric Institute (EEI) conference. During the conference~~company, ~~Exelon~~indicate ~~will~~by ~~re-affirm~~check ~~its~~mark ~~2016~~if ~~adjusted~~any ~~(non-GAAP) operating earnings guidance range~~ of ~~$2.55—$2.75~~ ~~per share, as disclosed in its third quarter 2016 earnings release and~~ the ~~slides~~registrants ~~for its earnings call, as furnished to the SEC in the Current Report on Form 8-K on October 26, 2016. The materials Exelon will discuss at the conference~~ have ~~been~~elected ~~previously~~not ~~furnished~~ to ~~the~~use ~~SEC in either that 8-K or in~~ the ~~8-K~~extended ~~furnished~~transition onperiod ~~August 10,~~for ~~2016~~complying with ~~the~~any ~~materials~~new ~~for~~or ~~Exelon’s~~revised ~~Analyst~~financial ~~Day~~accounting ~~presentation.~~standards ~~The~~provided ~~slides~~pursuant ~~for~~to ~~the~~Section ~~EEI~~13(a) ~~conference~~of ~~have been posted on Exelon’s website, www.exeloncorp.com, on~~ the ~~Investor~~Exchange ~~Relations page~~Act. ☐

*Item *1.01 Entry *into *a *Material Definitive Agreement

~~This~~On ~~combined~~May ~~Current Report on Form 8-K is being furnished separately by Exelon~~23, ~~Exelon Generation Company~~2018, ~~LLC,~~Atlantic ~~Commonwealth~~City ~~Edison~~Electric Company, ~~PECO~~(ACE) ~~Energy Company,~~entered ~~Baltimore~~into ~~Gas~~two ~~and~~term ~~Electric~~loan ~~Company,~~agreements ~~Pepco~~in ~~Holdings~~the ~~LLC~~aggregate ~~(PHI),~~amount ~~Potomac~~of ~~Electric Power Company~~$125 million, ~~Delmarva~~which ~~Power &~~expire ~~Light~~on ~~Company~~May 22, ~~and Atlantic City Electric Company (Registrants)~~2019. Pursuant ~~Information contained herein relating~~ to ~~any~~the ~~individual Registrant~~term ~~has~~loan ~~been~~agreements, ~~furnished~~loans bymade ~~such~~thereunder ~~Registrant~~bear oninterest ~~its~~at ~~own~~a ~~behalf.~~variable Norate ~~Registrant~~equal ~~makes~~to ~~any~~LIBOR ~~representation~~plus as0.55% toand ~~information~~all ~~relating~~indebtedness tothereunder ~~any~~is ~~other Registrant~~unsecured.

~~This~~The ~~report~~description ~~contains certain forward-looking statements within the meaning~~ of the ~~Private~~loan ~~Securities~~agreements ~~Litigation~~referred ~~Reform~~to ~~Act~~above ofis ~~1995,~~not ~~that~~complete ~~are subject to risks~~ and ~~uncertainties.~~is ~~The~~qualified ~~factors~~in ~~that~~its ~~could~~entirety ~~cause~~by ~~actual~~reference ~~results~~ to ~~differ~~each ~~materially~~of ~~from~~ the ~~forward-looking statements made by Registrants include those factors discussed herein~~agreements, ascopies ~~well as the items discussed in (1) Exelon’s 2015 Annual Report on Form 10-K in (a) ITEM 1A. Risk Factors, (b) ITEM 7. Management’s Discussion and Analysis~~ of ~~Financial~~which ~~Condition~~are ~~and~~attached ~~Results~~as ofexhibits ~~Operations and (c) ITEM 8~~99.1 ~~Financial Statements~~ and ~~Supplementary Data: Note 23; (2) PHI’s 2015 Annual Report on Form 10-K in (a) ITEM 1A~~99. Risk Factors, (b) ITEM 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations and (c) ITEM 8. Financial Statements and Supplementary Data: Note 16; (3) Exelon’s Third Quarter 2016 Quarterly Report on Form 10-Q in (a) Part II, Other Information, ITEM 1A. Risk Factors; (b) Part 1, Financial Information, ITEM 2~~. Management’s Discussion and Analysis of Financial Condition and Results of Operations and (c) Part I~~, ~~Financial Information~~respectively, ~~ITEM 1.~~which ~~Financial~~are ~~Statements:~~incorporated ~~Note~~herein ~~18 and (4) other factors discussed in filings with the SEC~~ by ~~the Registrants~~reference. Readers are cautioned not to place undue reliance on these forward-looking statements, which apply only as of the date of this 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 report.

~~SIGNATURES~~Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

~~Pursuant~~The toinformation ~~the~~set ~~requirements~~forth ofin ~~the~~Item ~~Securities~~1.01 ~~Exchange~~is ~~Act~~incorporated ofby ~~1934,~~reference ~~each~~to ~~Registrant has duly caused~~ this ~~report~~item ~~to be signed on its behalf by the undersigned hereunto duly authorized~~2. 03.

~~EXELON~~Item ~~CORPORATION /s/ Jonathan W~~9. ~~Thayer Jonathan W. Thayer Senior Executive Vice President and Chief~~ 01 Financial ~~Officer~~Statements ~~Exelon Corporation EXELON GENERATION COMPANY, LLC /s/ Bryan P. Wright Bryan P. Wright Senior Vice President~~ and Chief Financial Officer Exelon Generation Company, LLC COMMONWEALTH EDISON COMPANY /s/ Joseph R. Trpik, Jr. Joseph R. Trpik, Jr. Senior Vice President, Chief Financial Officer and Treasurer Commonwealth Edison Company PECO ENERGY COMPANY /s/ Phillip S. Barnett Phillip S. Barnett Senior Vice President, Chief Financial Officer and Treasurer PECO Energy Company BALTIMORE GAS AND ELECTRIC COMPANY /s/ David M. Vahos David M. Vahos Senior Vice President, Chief Financial Officer and Treasurer Baltimore Gas and Electric Company PEPCO HOLDINGS LLC /s/ Donna J. Kinzel Donna J. Kinzel Senior Vice President, Chief Financial Officer and Treasurer, Pepco Holdings LLCExhibits

POTOMAC ELECTRIC POWER COMPANY /s/ Donna J. Kinzel Donna J. Kinzel Senior Vice President, Chief Financial Officer and Treasurer, Potomac Electric Power Company DELMARVA POWER & LIGHT COMPANY /s/ Donna J. Kinzel Donna J. Kinzel Senior Vice President, Chief Financial Officer and Treasurer, Delmarva Power & Light Company ATLANTIC CITY ELECTRIC COMPANY /s/ Donna J. Kinzel Donna J. Kinzel Senior Vice President, Chief Financial Officer and Treasurer, Atlantic City Electric Company



Exhibit No.	Description
99.1	Credit Agreement, dated as of May 23, 2018, among Atlantic City Electric Company, the various financial institutions named therein as Lenders, and U.S. Bank National Association, as Administrative Agent
99.2	Credit Agreement, dated as of May 23, 2018, among Atlantic City Electric Company, the various financial institutions named therein as Lenders, and PNC Bank, National Association, as Administrative Agent

~~November 4,~~* ~~2016~~* * * *

This Current 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 ACE include those factors discussed herein, as well as the items discussed in (1) ACE’s 2017 Annual Report on Form 10-K in (a) ITEM 1A. Risk Factors, (b) ITEM 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations and (c) ITEM 8. Financial Statements and Supplementary Data: Note 23, Commitments and Contingencies; (2) the ACE’s First Quarter 2018 Quarterly Report on Form 10-Q in (a) Part II, Other Information, ITEM 1A. Risk Factors; (b) Part 1, Financial Information, ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations and (c) Part I, Financial Information, ITEM 1. Financial Statements: Note 17, Commitments and Contingencies; and (3) other factors discussed in filings with the Securities and Exchange Commission by ACE. Readers are cautioned not to place undue reliance on these forward-looking statements, which apply only as of the date of this Current Report. ACE undertakes no obligation to publicly release any revision to its forward-looking statements to reflect events or circumstances after the date of this Current Report.

SIGNATURES

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



	ATLANTIC CITY ELECTRIC COMPANY

	/s/ Donna J. Kinzel
	Donna J. Kinzel
	Senior Vice President, Chief Financial Officer and Treasurer
	Atlantic City Electric Company

May 25, 2018

EXHIBIT INDEX



Exhibit No.	Description
99.1	Credit Agreement, dated as of May 23, 2018, among Atlantic City Electric Company, the various financial institutions named therein as Lenders, and U.S. Bank National Association, as Administrative Agent
99.2	Credit Agreement, dated as of May 23, 2018, among Atlantic City Electric Company, the various financial institutions named therein as Lenders, and PNC Bank, National Association, as Administrative Agent

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