<PAGE>
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
Date of Report (Date of earliest event reported): January 14, 1998
Commission Registrant; State of Incorporation; IRS Employer
File Number Address; and Telephone Number Identification No.
- ------------ ----------------------------------- ------------------
1-11375 UNICOM CORPORATION 36-3961038
(an Illinois corporation)
37th Floor, 10 South Dearborn Street
Post Office Box A-3005
Chicago, Illinois 60690-3005
312/394-7399
1-1839 COMMONWEALTH EDISON COMPANY 36-0938600
(an Illinois corporation)
37th Floor, 10 South Dearborn Street
Post Office Box 767
Chicago, Illinois 60690-0767
312/394-4321
<PAGE>
Item 5. OTHER EVENTS.
Cessation of Nuclear Generation Operations at Zion Station
On January 14, 1998, the Boards of Directors of Commonwealth
Edison Company (ComEd) and Unicom Corporation authorized the
permanent cessation of nuclear generation operations and retirement
of facilities at ComEd's 2,080 megawatt nuclear generating station
located in Zion, Illinois. As explained below, such retirement is
expected to result in an after-tax charge to net income of
approximately $515 million ($2.38 per Unicom common share). The
station was originally placed in service in the early 1970's. Zion
Unit 2 has been out of service since September 1996 and Zion Unit 1
has been out of service since February 1997.
The decision to close Zion Station is a result of an ongoing
analysis which ComEd has been performing regarding the economic value
of its generating assets in light of the expected changes in the
manner in which electric energy is marketed and sold. On December
16, 1997, legislation was passed into law in Illinois providing for
a phased introduction of price-based competition into the supply of
electric energy in Illinois under a less regulated structure. The
consideration of changes in the electric supply market prompted the
analysis, and the passage of legislation in Illinois has provided a
clearer basis for evaluating the costs and benefits of alternative
courses of action. In reaching the decision to cease nuclear
generation operations at Zion Station, the Boards also considered the
significant uncertainty associated with continued operation of the
station due to the degradation of the steam generators, and the
expected operating costs associated with continued station operation.
Notwithstanding the closure of the station as a nuclear
generating facility, a portion of the station will continue to be
used to provide voltage support in the transmission system that
serves ComEd's northern region. Such support will require capital
expenditures at the station as well as upgrades to the transmission
system at various points in order to improve the ability to import
and transport power through the system.
The closure of Zion enables ComEd to focus its attention on
ComEd's other generating facilities and plan for electric reliability
this summer. In addition to the previously described steps to
reinforce the transmission system, ComEd expects to purchase
generating capacity from third parties and is working to increase the
availability of owned generating capacity. LaSalle Units 1 and 2 and
Quad Cities Units 1 and 2 currently are not operating. ComEd is
developing an integrated schedule for restarting the units at LaSalle
Station. It currently is expected that LaSalle Unit 1 will restart
in the third quarter of 1998 and LaSalle Unit 2 is expected to
restart approximately six months later. Both units at Quad Cities
<PAGE>
are expected to return to service in the Spring of 1998. The additional
costs of purchasing power could adversely affect Unicom and ComEd's
results of operations for 1998.
ComEd's fourth quarter 1997 financial results will reflect an
after-tax charge of approximately $400 million representing the
undepreciated costs of Zion Station (excluding the portion which will
remain in use to provide voltage support), materials and supplies
inventories, and nuclear fuel inventories. In addition, a provision
for future expenses related to Zion Station, as required by generally
accepted accounting principles for costs associated with the
retirement of assets, will result in an estimated reduction to net
income of $115 million in the fourth quarter of 1997.
ComEd presently estimates that decommissioning costs for Zion
Station will total $936 million ($1998), including the costs to
maintain the plant in a secured mode until decommissioning is
completed. ComEd will record a liability of $936 million for the
decommissioning obligation in the fourth quarter of 1997.
Approximately $356 million has been recovered through rates to meet
this obligation. A regulatory asset of $580 million will
be recorded representing the unrecovered portion of the liability as
of December 31, 1997. ComEd's revenues include an annual provision
to recover the estimated costs of decommissioning. The deregulation
legislation recently enacted in Illinois provides for continued
recovery of decommissioning costs through a separate rider. These
collections are deposited in external trusts maintained solely for
the purpose of ensuring that adequate funds are available for the
ultimate decommissioning of the related nuclear generating plants.
Based on preliminary studies, ComEd currently plans to maintain Zion
Station in a SAFSTOR, or secured, mode while continuing to make
annual contributions to its external decommissioning trusts. Under
this approach, decommissioning would commence in 2014.
Formation of a Regional Independent System Operator
ComEd has joined with eight Midwestern utilities in the formation of
a regional Independent System Operator (Midwest ISO). The Midwest
ISO is a key element in accommodating the deregulation of the
electric industry and will promote enhanced reliability of the
transmission system, equal access to the transmission system and
increased competition. The Midwest ISO will establish an
independent body that will ultimately take over direction of the
management of the transmission system for the utilities involved.
ComEd will retain ownership of its transmission lines. The formation
of Midwest ISO is subject to receipt of Federal Energy Regulatory
Commission approval.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrants have duly caused this report to be signed on
their behalf by the undersigned thereunto duly authorized.
UNICOM CORPORATION
(Registrant)
Date: January 14, 1998 By: John C. Bukovski
------------------------
John C. Bukovski
Senior Vice President
COMMONWEALTH EDISON COMPANY
(Registrant)
Date: January 14, 1998 By: John C. Bukovski
------------------------
John C. Bukovski
Senior Vice President
