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PECO Energy Company
Execution - Excellence - Exelon
Corbin A. McNeill, Jr.
The DLJ Electric Power Conference
June 12, 2000
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[LOGO OF PECO ENERGY] [LOGO OF UNICOM]
Important Notice
The following communications contain 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 naturally
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 and the proposed merger involving PECO Energy Company and Unicom
Corporation. The following factors, among others, could cause actual results to
differ materially from those described herein: inability to obtain, or meet
conditions imposed for, governmental approvals for the merger; failure of the
PECO Energy Company or Unicom Corporation stockholders to approve the merger;
the risk that the PECO Energy Company and Unicom Corporation businesses will not
be integrated successfully; and other economic, business, competitive and/or
regulatory factors affecting PECO Energy Company's and Unicom's business
generally. More detailed information about those factors is set forth in the
joint proxy statement/prospectus regarding the proposed merger. PECO Energy
Company and Unicom Corporation are under no obligation to (and expressly
disclaim any such obligation to) update or alter their forward-looking
statements whether as a result of new information, future events or otherwise.
Investors and security holders are urged to read the joint proxy
statement/prospectus regarding the business combination transaction referenced
in the foregoing information because it contains important information. The
joint proxy statement/prospectus has been filed with the Securities and Exchange
Commission by PECO Energy Company and Unicom Corporation. Investors and security
holders may obtain a free copy of the joint statement/prospectus and other
documents filed by PECO Energy Company and Unicom Corporation with the
Commission at the Commission's web site at www.sec.gov. The joint proxy
statement/prospectus and these other documents may also be obtained for free
from PECO Energy Company or from Unicom Corporation.
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[LOGO OF PECO ENERGY] [LOGO OF UNICOM]
Agenda
PECO Energy - Execution Excellence
Status of Merger
Business Segments - Emphasis on Execution:
Generation and Power Marketing
Energy Delivery
Enterprises
Wrap-up and Q&A
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[LOGO OF PECO ENERGY] [LOGO OF UNICOM]
PECO Energy Company
Execution Scorecard
PECO Energy's Strategic Objectives:
Build competitive generation portfolio
improve efficiency of existing fleet
disciplined acquisitions
Develop profitable ventures portfolio
telecommunications
infrastructure services
Optimize profitability of the distribution
business in a competitive environment
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[LOGO OF PECO ENERGY] [LOGO OF UNICOM]
PECO Energy Company
Generation and Power Marketing
Y-T-D Nuclear Capacity Factor at 94.5%
AmerGen Assets 99.6% Capacity Factor
Power Team's wholesale performance:
Wholesale volumes are up 10% vs. '99
Gross margin flat vs. '99
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[LOGO OF PECO ENERGY] [LOGO OF UNICOM]
PECO Energy Company
Generation and Power Marketing
AmerGen's Completed Acquisitions (2 GW)
Clinton
TMI
AmerGen Acquisitions in process (3 GW):
Oyster Creek: 2Q 2000
Vermont Yankee: - 3Q 2000
Nine Mile Point: - 3Q Auction
Other Portfolio Additions - (4 GW)
Tenaska, Texas - July 2000
Tenaska, Georgia - 2Q 2001
Cogentrix, Oklahoma - 1Q 2002
Peach Bottom, Pennsylvania - 2Q 2000
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[LOGO OF PECO ENERGY] [LOGO OF UNICOM]
PECO Energy Company
Ventures Portfolio
Exelon Infrastructure Services
Wave 1&2 acquisitions complete
Annual revenues of $720 M (run-rate)
Expect additional acquisitions
Exelon Communications - ahead of plan
AT&T Wireless - accumulating customers
PECO Adelphia - expanding the network
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[LOGO OF PECO ENERGY] [LOGO OF UNICOM]
PECO Energy Distribution
100% Choice on 1/2/00
$5B (of $5.26B) of stranded costs securitized
82% Customer Rentention as of 5/31/00
Cost controls in line with targets
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[LOGO OF EXELON]
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[LOGO OF PECO ENERGY] [LOGO OF UNICOM]
A Compelling Combination
National power marketing portfolio
Nation's largest low-cost nuclear fleet
Multi-regional distribution platform
Among the largest electric utility customer bases
Enterprises porfolio with proven value
Financial scale and resources to execute
Shareholder-driven management team
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[LOGO OF PECO ENERGY] [LOGO OF UNICOM]
This Combination Delivers
Enhanced competitive advantage
across all three business segments
10% average annual EPS growth
Immediate earnings accretion
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[LOGO OF PECO ENERGY] [LOGO OF UNICOM]
Relentless Execution
an update on the last 9 months
Restructured the merger agreement
Repurchased $1B of stock
Reached merger settlement in PA
Gained approval from FERC and completed DOJ review
Aggressive integration schedule on track
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[LOGO OF PECO ENERGY] [LOGO OF UNICOM]
Approval Milestones
FERC - approval granted without condition
DOJ - review process completed
ICC - merger notice completed; GenCo decision pending
PA PUC - settlement reached; decision pending
Shareholders - vote scheduled June 27, 28
NRC - decision pending; expected June
SEC - decision anticipated September
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[LOGO OF PECO ENERGY] [LOGO OF UNICOM]
Exelon's Business Structure
Exelon Corporation
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|
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| | |
Exelon Exelon Exelon
Generation Energy Delivery Enterprises
---------- --------------- -----------
Power Team ComEd Energy Delivery Infrastructure
Services
Nuclear PECO Energy Delivery Energy Services
Operations
AmerGen PECO Gas Distribution Telecommunications
Fossil/Hydro Energy
Operations
Thermal
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[LOGO OF PECO ENERGY] [LOGO OF UNICOM]
Foundation for Growth
[Slide contains a bar graph depicting actual earnings before special items for
1998 and 1999 and IBES projected earnings for 2000 for PECO and Unicom and
projected earnings growth for Exelon for 2000 (pro forma annualized), 2001, 2002
and 2003. The Exelon graph indicates a 10% growth for 2001 to 2003.
<TABLE>
<CAPTION>
PECO
<S> <C>
1998 $2.66
1999 $3.17
2000 $3.60
Unicom
1998 $2.27
1999 $2.89
2000 $3.25
Exelon
2000(pro forma annualized) $3.70
2001 $4.20
2002 $4.60
2003 $5.10]
</TABLE>
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[LOGO OF PECO ENERGY] [LOGO OF UNICOM]
Exelon Generation
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[LOGO OF PECO ENERGY] [LOGO OF UNICOM]
Exelon Generation Strategy
Drive cost leadership through proven fleet
management model and economies of scale
Grow asset portfolio through long term supply
contracts, acquisitions, and development
Optimize portfolio through balanced
generation mix and geographic presence
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[PECO ENERGY LOGO] [UNICOM LOGO]
Improving Nuclear Fleet Production
. Shorten refueling outages
. Improve material condition
. Implement rigorous operating standards and best-in-class practices
. Every 1% increase in fleet capacity factor:
. 1,225 additional GWh
. $33M margin increase
. $0.06 EPS increase
[Slide contains bar graph depicting the Capacity Factors of approximately 87%
for 1999, approximately 89% for 2000, approximately 90% for 2001, approximately
91% for 2002 and approximately 92% for 2003.]
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[logo of PECO ENERGY] [logo of Unicom]
Nuclear Competitive Advantage
. Current nuclear all-in cost 2.9c/kWh
. Nuclear cost stretch target capitalizes on tangible opportunities
. All-in nuclear cost stretch-target remains below forecasted 2.4c/kWh CCGT
marginal cost
All-in Cost
[Slide contains a bar graph depicting the Current All-in Cost of 2.9 cents per
kWh decreasing to an All-in Cost Target of approximately 2.0 cents per kWh.
There are five elements which are depicted to contribute to the decrease to
achieve the All-in Cost Target. Asset Write-down of approximately 0.4 cents per
kWh, Productivity Improvements of approximately 0.2 cents per kWh, Labor,
Materials and Services and Operating and Maintenance Reduction aggregating
approximately 0.3 cents per kWh.]
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[LOGO OF PECO ENERGY] [LOGO OF UNICOM]
Extracting Additional Value
Asset-Based Power Marketing
Geographic diversity of assets
reduces transmission costs
improves asset utilization
enables market expansion
Diversity of generation mix enhances portfolio of higher
margin, custom products
Minimize supply costs through coordinated dispatch
Complementary skill sets within marketing organizations
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[LOGO OF PECO ENERGY] [LOGO OF UNICOM]
Asset Margin Enhancement
Commodity ==> ==> ==> Premium Product
Price taker ==> ==> ==> Price leader
Lower Margins ==> ==> Higher Margins
Sell in blocks ==> ==> Follow the load
Compete on Cost ==> ==> Compete with
custom products
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[LOGO OF PECO ENERGY] [LOGO OF UNICOM]
Exelon Energy Delivery
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[LOGO OF PECO ENERGY] [LOGO OF UNICOM]
Growing the Delivery Footprint
[The slide contains a graphic image depicting the Continental United States and
contains the following data:]
Chicago Philadelphia
Customers: 3.4M
Sales: 83,500 GWH
Summer Peak: 21 GW Customers: 1.5M
Gas Cust: 400K
Sales: 35,300 GWH
Summer Peak: 8GW
Exelon Energy Delivery
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Customers: 4.9M
Gas Cust: 400K
Sales: 118,800 GWH
Summer Peak: 29 GW
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[LOGO OF PECO ENERGY] [LOGO OF UNICOM]
Exelon Energy Delivery Strategy
Achieve top quartile performance
improve reliability
enhance customer satisfaction and loyalty
Improve financial performance
produce strong cash flows
maintain EPS while amortizing intangible asset
Manage regulatory environment
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[LOGO OF PECO ENERGY] [LOGO OF UNICOM]
Exelon Enterprises
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[LOGO OF PECO ENERGY] [LOGO OF UNICOM]
Exelon Enterprises Strategy
Leverage Enterprises':
physical assets
customer relationships
competencies: energy, energy services,
infrastructure management, telecommunications
to take advantage of industry trends:
outsourcing construction and maintenance
outsourcing energy risk management
rapid growth of voice, video and internet
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[LOGO OF PECO ENERGY] [LOGO OF UNICOM]
Exelon Businesses
Building the Infra-Com Concept
GROWTH National Telecom and Infrastructure
THROUGH Services Businesses
ACQUISITION
National Infrastructure
Services Business
Regional (Phila)
Telecom and
Infrastructure
Services
Businesses
MARKET OPPORTUNITIES
[The slide contains a graph depicting the relationship between acquisition of
telecom and infrastructure services businesses and market opportunities in these
businesses. The graph contains three concentric bands indicating the types of
opportunities that become available as the businesses grow: Regional
(Philadelphia) Telecom and Infrastructure Services Businesses; National
Infrastructure Services Businesses; National Telecom and Infrastructure Services
Businesses.]
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[LOGO OF PECO ENERGY] [LOGO OF UNICOM]
EXELON
will be the most
recognized and
admired utility
services company
in the world.
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[LOGO OF EXELON]