<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): December 15, 1999
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
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Item 5. Other Events
On December 15, 1999, Commonwealth Edison Company ("ComEd"), a
subsidiary of Unicom Corporation, completed the sale of its
fossil generating plants to Midwest Generation, the Chicago-based
independent power generating unit of Edison International, for
$4.8 billion in cash.
Upon completion of the sale, power purchase agreements with
Midwest Generation became effective. The power purchase
agreements allow ComEd to purchase all or some of the generating
output of the sold fossil plants for a period of up to five
years. For additional information regarding the power purchase
agreements, see Unicom's Quarterly Report on Form 10-Q for the
quarter ended September 30, 1999, Note 4 of Notes to Financial
Statements.
The press release announcing the completion of the sale of the
fossil plants is attached as Exhibit 99 and incorporated herein
by reference.
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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: December 16, 1999 By: Ruth Ann M. Gillis
------------------------
Ruth Ann M. Gillis
Senior Vice President
COMMONWEALTH EDISON COMPANY
(Registrant)
Date: December 16, 1999 By: Ruth Ann M. Gillis
-------------------------
Ruth Ann M. Gillis
Senior Vice President
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Exhibit Index
Exhibit
Number Description of Exhibit
1. None
2. None
4. None
16. None
17. None
20. None
23. None
24. None
27. None
99. Press release dated December 15, 1999
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NEWS RELEASE <COMED LOGO>
From: Corporate Communications
Bank One Plaza
P.O. Box 767
Chicago, Illinois 60690-0767
www.ucm.com
Contact: Adrienne Levatino FOR IMMEDIATE RELEASE
(312) 394-3003 December 15, 1999
UNICOM COMPLETES SALE OF FOSSIL PLANTS AND PEAKING UNITS
Midwest Generation Assumes Ownership of Unicom's Non-
Nuclear Generation Fleet
CHICAGO- John W. Rowe, chairman and chief executive
officer of Unicom Corporation and Commonwealth Edison Company
("ComEd"), today announced that ComEd has completed the sale of
its six coal-fired generating plants, its Collins Station and
nine peaking unit sites to Midwest Generation, the Chicago-based
independent power generating unit of Edison International.
The $4.8 billion sale will result in a gain of
approximately $1.5 billion after taxes and satisfaction of sales
related obligations. The gain will enable Unicom to improve its
financial structure and fund new investments, Rowe said. First,
the gain will provide recovery of ComEd's nuclear-related
regulatory assets, as allowed under the Illinois Electric Service
Customer Choice and Rate Relief Law of 1997. "This will provide
a more competitive balance sheet as we continue to transition to
an open market for the generation and sale of electricity," he
continued. Second, a portion of the cash proceeds will provide
funding for new projects to improve the reliability of ComEd's
transmission and distribution system.
Additionally, by dividing one of the largest generation
fleets in the Midwest in half, ComEd is helping to develop
further competition in the Illinois energy marketplace, thus
creating a healthy, open electricity market. "Indeed, many
states have required sales like these to jump-start competition,"
noted Rowe. "A buyer of Edison International's caliber, with its
strong track record for reliable performance, demonstrates in the
clearest possible way that the restructuring law is working as
the Illinois legislature intended."
"Our number one priority continues to be providing our
customers with a reliable supply of electricity," said Rowe.
"This sale is a double win because the proceeds will help us fund
the over $1.5 billion in spending we have committed to improve
our transmission and delivery system, while our power purchase
contracts with Midwest Generation will ensure that we still have
access to the electricity produced at the plants they are
purchasing."
--more--
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Unicom Completes Fossil/Peaking Unit Sale
Add One
The sale will produce a one-time income tax benefit for the
state of Illinois of more than $200 million, making this one of
the largest tax gains in Illinois history. ComEd has preserved
an option to execute a like-kind exchange for two of the fossil
stations being sold and thereby defer federal tax liability,
subject to identifying appropriate property and to approval by
the Company's board of directors. ComEd will also contribute
$250 million of the sale proceeds to a newly established
environmental trust fund, of which $25 million is dedicated to
coal research and related projects.
The properties which were sold include the six coal-fired
plants that together have 5645 MW of generating capacity:
Crawford (542MW, Chicago); Fisk (326MW, Chicago); Waukegan
(789MW, Waukegan); Joliet (1358MW, Joliet); Will County (1092MW,
Lockport) and Powerton (1538MW, Pekin). Collins Station, located
in Morris, Illinois, has 2698MW of generating capacity and runs
on natural gas or oil. The peaking units have a combined
capacity of 1429MW, are fueled by either gas or oil and are
located at nine ComEd sites: Chicago (three locations), Waukegan,
Joliet, Lombard, Rockford, Aurora, and Chicago Heights.
# # #
Incorporated in 1994 and based in Chicago, Unicom Corporation
(NYSE:UCM) is a public company dedicated to meeting the energy
needs of residential, commercial, industrial and wholesale
customers. With $7 billion in revenues, Unicom Corporation is the
parent holding company to Commonwealth Edison Company (ComEd),
its principal subsidiary, and Unicom Enterprises, Inc. (UEI),
offering competitive energy-related products and services.
Engaged principally in the production, purchase, transmission,
distribution and sale of electricity to retail and wholesale
customers, ComEd provides service to more than 3.4 million
customers across Northern Illinois, or 70 percent of the state's
population.
