COMMONWEALTH EDISON CO
8-K, 1994-06-24
ELECTRIC SERVICES
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                          SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C. 20549

                                       Form 8-K

                                    CURRENT REPORT

                          Pursuant to Section l3 or l5(d) of
                         the Securities Exchange Act of l934


          Date of Report (Date of
          earliest event reported):   June 24, 1994



                             Commonwealth Edison Company
                (Exact name of registrant as specified in its charter)



              Illinois                1-1839            36-0938600  
          (State or other          (Commission         (IRS Employer
           jurisdiction of          File Number)       Identification No.)
           incorporation)



          37th Floor, 10 South Dearborn Street,
          Post Office Box 767, Chicago, Illinois               60690-0767 
          (Address of principal executive offices)             (Zip Code)



          Registrant's telephone number,
          including area code:                              (312) 394-4321

<PAGE>

                    The purpose of this Current Report is to file a press
          release regarding the Registrant's (Commonwealth Edison Company)
          results of operations for the five months and twelve months ended
          May 31, 1994.


          Item 7.   Financial Statements, Pro Forma Financial          
          -------   Information and Exhibits     
                    -----------------------------------------

                    (c)  Exhibits                         
                         --------

               (99) Press Release dated June 24, 1994 entitled
                    "Commonwealth Edison Company Consolidated Earnings
                    (Unaudited)"  







                                         -2-

<PAGE>

                                      SIGNATURE



                    Pursuant to the requirements of the Securities Exchange
          Act of l934, the registrant has duly caused this report to be
          signed on its behalf by the undersigned thereunto duly
          authorized.


                                        COMMONWEALTH EDISON COMPANY
                                             (Registrant)


                                        By:  /s/ John C. Bukovski              
                                           __________________________
                                             John C. Bukovski
                                             Vice President


          Date:  June 24, 1994









                                         -3-

<PAGE>



                             EXHIBIT INDEX


          EXHIBIT          
          NUMBER         DESCRIPTION OF EXHIBIT    
          ------         ----------------------


             99        Press Release dated June 24, 1994 entitled
                       "Commonwealth Edison Company Consolidated Earnings
                       (Unaudited)"











                                                   Exhibit (99)
                                                   Commonwealth Edison Company
                                                   Form 8-K File No. 1-1839

         News Release

  From:  Communications Services
         Commonwealth Edison Company
         One First National Plaza
         Chicago, IL 60690
                                                      (ComEd Logo)
         Sam Falcona - (312) 394-3004                 FOR IMMEDIATE RELEASE
                                                      FRIDAY, JUNE 24, 1994
<TABLE>
<CAPTION>

              COMMONWEALTH EDISON COMPANY CONSOLIDATED EARNINGS (UNAUDITED)
              -------------------------------------------------------------  
  <S>                                                             <C>                <C>
  TWELVE MONTHS ENDED MAY 31                                       1994 (1)(2)(3)          1993 
  --------------------------                                      ---------------    ---------------                
  Electric Operating Revenues                                     $ 5,278,206,000    $ 6,095,492,000

  Net Income Before Cumulative Effect of Change in Accounting
    for Income Taxes                                              $    20,203,000    $   475,052,000

  Cumulative Effect of Change in Accounting for Income Taxes      $             0    $     9,738,000

  Net Income                                                      $    20,203,000    $   484,790,000

  Net Income (Loss) on Common Stock                               $   (43,878,000)   $   416,291,000

  Earnings (Loss) Per Common Share Before Cumulative Effect of
    Change in Accounting for Income Taxes                         $         (0.21)   $          1.90

  Cumulative Effect of Change in Accounting for Income Taxes      $          0.00    $          0.05

  Earnings (Loss) Per Common Share                                $         (0.21)   $          1.95

  Average Number of Common Shares Outstanding                         213,691,000        213,187,000

  Total Kilowatthour Sales (thousands)                                 86,857,638         79,052,232

  YEAR TO DATE - MAY 31
  ---------------------                      
  Electric Operating Revenues                                     $ 2,413,416,000    $ 2,395,651,000

  Net Income Before Cumulative Effect of Change in Accounting
    for Income Taxes                                              $     4,354,000    $    86,853,000

  Cumulative Effect of Change in Accounting for Income Taxes      $             0    $     9,738,000

  Net Income                                                      $     4,354,000    $    96,591,000

  Net Income (Loss) on Common Stock                               $   (21,533,000)   $    68,733,000

  Earnings (Loss) Per Common Share Before Cumulative Effect of
    Change in Accounting for Income Taxes                         $         (0.10)   $          0.27

  Cumulative Effect of Change in Accounting for Income Taxes      $          0.00    $          0.05

  Earnings (Loss) Per Common Share                                $         (0.10)   $          0.32

  Average Number of Common Shares Outstanding                         213,816,000        213,377,000

  Total Kilowatthour Sales (thousands)                                 33,672,235         34,575,509
</TABLE>

                                  See next page for Notes.

<PAGE>

                        Notes to Financial Statements
                               May 31, 1994

  (1) A settlement related to various proceedings and matters affecting the 
      Company's rates became final on November 4, 1993.  As a result, effective 
      as of November 4, 1993, the Company reduced its rates by approximately 
      $339 million annually and commenced refunding approximately $1.26 billion 
      (including revenue taxes), plus interest at five percent on the unpaid 
      balance, through temporarily reduced rates over an initial refund period 
      scheduled to be twelve months (to be followed by a reconciliation period 
      of no more than five months).  The Company had previously deferred the
      recognition of revenues during 1993 as a result of developments in one of 
      the rate proceedings, which resulted in a  reduction to 1993 net income 
      of approximately $160 million.  The recording of the effects of the 
      settlement in October 1993 reduced the Company's 1993 net income and 
      retained earnings by approximately $292 million or $1.37 per common 
      share, in addition to the effect of the deferred recognition of revenues 
      and after the partially offsetting effect of recording approximately $269 
      million (or $1.26 per common share) in deferred carrying charges, net of 
      income taxes, previously authorized by the Illinois Commerce Commission 
      (ICC).  The deferred recognition of revenues was eliminated in October 
      1993 at the time the provisions for revenue refunds related to the 
      settlement, which reflected those deferred revenues, were recorded.  
      Consistent with such treatment of the deferred recognition of revenues 
      in 1993, the financial statements reflect the reclassification of the 
      deferred recognition of revenues from operating revenues to provisions 
      for revenue refunds.  This reclassification had no effect on net 
      electric operating revenues.

      A second settlement related to proceedings concerning the Company's fuel 
      adjustment clause became final on November 15, 1993.  As a result, 
      effective as of December 2, 1993, the Company commenced paying 
      approximately $108 million (including revenue taxes) to its customers 
      through temporarily reduced collections under its fuel adjustment clause 
      over a twelve-month period.  The Company recorded the effects of that 
      settlement in October 1993, which effects reduced the Company's 1993 net 
      income and retained earnings by approximately $62 million or $0.29 per 
      common share.

  (2) As of May 31, 1994, the Company had recorded $31.3 million related to an 
      early retirement program announced in February 1994, reflecting the 
      employees who elected during March through May of 1994 to take early 
      retirement.  The effects of that recording reduced the Company's net 
      income and retained earnings by approximately $19 million or $0.09 per 
      common share.

  (3) In May 1994, the Company recorded a reduction in the carrying value of 
      its investments in uranium-related properties after completing a review 
      of various alternatives and reassessing the long-term recoverability of 
      those investments.  The effects of the reduction lowered the Company's 
      net income and retained earnings by approximately $33.8 million or $0.16 
      per common share.



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