ML20100M330

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Annual Rept,1984
ML20100M330
Person / Time
Site: Peach Bottom  
Issue date: 12/31/1984
From: Joseph Austin, Everett J
PECO ENERGY CO., (FORMERLY PHILADELPHIA ELECTRIC
To:
Shared Package
ML20100M290 List:
References
NUDOCS 8504170463
Download: ML20100M330 (48)


Text

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To OurShareholders: The Company achieved major fuelwas loaded by November 13, . InJanuary,1985,another PUC milestones during 1984. Among the and the unit has been fully tested at investigation began to determine most noteworthy: the low-power level. whether completion of Limerick Unit No. 2 is in the public interest. o Earnings per share amounted to . Effective onJanuary 25,1985, the $2.70, up 30 cents or 13% from PUC approved an electric base rate We are grateful to all the men and 1983. increase of $150 million per year to women of the Company for another recover the costs of Salem Unit No. job welldone this year. We also ex-o The dividend rate on common 2, coupled with a fuelcharge tend our gratitude to the many share-stock wasincreased 4%, effective in decrease of $101 million per year holders who have remainedloyalto hhrch. For the year, the dividend to reflect its anticipated savings. the Company during these recent payment increased 8 cents to $2.20 difficult years. per share. . A gas rate increase of $39 million per year became effective in April, o Electric sales to retail customers' 1984. aided by the improving economy, increased by 3%. Gas sales increased . hiajor pipe replacements on Peach James L Everett 8% and steam sales were up 4%. Bottom Unit No. 2 neared Chairman of the Board c mpletion. and Chic [ Executive Officer o The Limerick Revolving Credit / Term Loan Agreement was signed . Construction expenditures on April 6,providing up to $800 exceeded $1 billion for the second million to complete Unit No.1 year in a row. at Limerick. . OnJanuary 3,1985,a Bucks o The construction of Limerick Unit CountyJudge ordered Bucks County John H. Austin,Jr. President No. I was completed. and the Neshaminy Water Resources cfOpnadng@ca an Authority to complete the Point o The Company received a low-Pleasant Water Project which is de-powerlicense for Limerick Unit signed to provide supplemental cool-No. I from the Nuclear Regulatory ng water for Limerick. Opponents Commission (NRC)on October 26, have filed exceptions to theJudge's decision which is subject to appeal when it becomes effective. . In February,1984, the Company suspended construction of Limerick Unit No. 2 in response to a PUC Order. 3

FinancialResults HigherEarnings its output was above last year and con-tnbuted to the total sales improvement. rose from $fer share of common stock Earnings The Salem Unit No. 2 contract with 40 to $2.70 per share in rse} Central expired on December fi } 84'f natural [ 1984, an increase of 13%. Common stock eamings totaled $410 million, Sales o s climbed 8% to 70 27% above 1983, while the average billion cubic feet shares outstandmg m. creased 13%. The during the heating season and increased annual dividend pay ment rate on com-sales to commercialand industrial mon stock increased to $2.20 per share, customers. Steam sales increased 4% to 66% of which was not taxable for federal 4.7 billion pounds. income tax purposes. imarcvedSales Results incre sedRevenue. Expenses Total electric sales increased 7% to Total operating revenue increased to $3.0 billion, a 15% mcrease above 1983 6 29.4 billion kilowatthours. Excluding levels. Electric revenue rose $328 mil-the sales of the Company's share of the output of Salem Unit No. 2 toJersey li n, r 16%, benefinng from higher Central Power & Light Company, retail service territory sales (554 million), rate i r ciectric sales increased 3% to 28.0 bil-ncreases ($ 140 million), fuel-related 6 lion kilowatthours, as all major sales cat. revenue ($104 million), and sales of e egories showed improvement over 1983 Salem Unit No. 2 output toJersey Cen- [ .. 1 levels. Although Salem Unit Na. 2 was tral ($36 million). Gas revenue was up $46 million and steam revenue mcreased 6" available for only limited service in 1984 N '. due to maintenance outages, the sale of $11 million from last year. E Operating and mamtenance expenses i before depreciation and taxes were up 6 higher fuel expenses.primarily due t 14% to $1.9 billion, E Electric fueland interchange costs charged to operations increased 18% in 1984, while $115 mil-lion of fuel and interchange costs were deferred for recovery in future years. The j total of deferred fuel costs at year-end 9l amounted to $230 million with recovery of approximately $100 million of these costs pending a PUC investigation of the a f Company's Energy Cost Rate. g a r N V Operating and maintenance expenses. i. \\, h excluding fuel, were up 15% to $773 i i g million due to scrubbing system M,, W e 3 expenses at Eddystone and Cromby s ee. stations, higher operating costs at f a 4 // w Salem,and increased labor costs. ^ ~ Construction Expenditures Plant and equ ment expenditures amounted to $1.[' 6 billion in 1984. Ap j proximately 76% of these construction e pA r q.. ^- funds were spent at Limerick and related transmission facilities. In 1985, the NNTEsN[$r$8[sSe$tNtN/NNNNbr'ng Company estimates construction outlays a reWeiing and p pe remxement cutage of $766 milh.on. 1984 Financing Program in 1984, the Company raised $864 million in new capital and bank borrow-ings for its construction program and I other needs as summarized in the table on page 5. 4 l

RegulatoryProceedmgs } ffC""""~"V* '-~ ~ ~ " " ' " ' ~ " " " " A $49 million net electric rate increase was approved by the Pennsyhania Pub-htilhons of Dollars lic Utihty Commission (PUC) effective Apphcanon Date Effecuve Date Annual Revenue January 25,1985. The increase consists gi,ctnc_Pennsylvanu- - - - - - - - - - - - 4/27/84 t/25/85 $149 6 of a base rate mcrease of $150 million 4.3 5/2/84 8/13 4 _ _ _ _ i which is partially offset by a $ 101 mil-Electnc-htaryland_ _ _ _ _ _ _ _ _ _ _ _ _ lion reduction in the Company's electric Gas 7/29/83 4'27/84 39 4 Energy Cost Rate to reflect anticipated steam 7/29 83 1/1/84 2.6 fuelsavings from the Salem Unit No. 2 nuclear reactor. Output from Unit No. 2 had previously been sold toJersey Cen-tral Power & l.ight Company under a contract which expired on December 31, l 1984.The PUC has now permitted the ppd y gl e.a ,ggq emmm - =- m 77 P unit s costs to be recovered from our A e - r-retail customers and the Company has _ mgxOf - - um agreed to guarantee that the unit will hionth hhlhons of Dollars produce at least $116 million of fuel sav-February smking Fund Debentures-14%% 5enes due 2009 $150.0 1985 to ht rch ,1 86 The a to ed' htarch Preferred Stock-14 625% _500.000 shares @ $100 _ _ ______ 50.0 amount was 59% of the $253 ufiflion Apnl Common Stock-6,000.000 shares @ $12.875 77.3 base rate increase originally requested in Auhust/ Commen stock-1.000,000 shares continuous offenng-11.9 April,1984. A gas rate increase of $39 ptember Average price $11.937 million was approved effective Apnl 27. September Pollunon Control Bonds (vanable tax-exempt @ 6.00-6 85%) 8.7 1984 which represented 97% of the ct bu Common stock-4.000.000 shares @ $13 00 52 0 amount requested. 20 0 November htortgage Bonds-13.05% private placement _ _ _ _ _ _ _ _ __ Limerick Credil Ag/ cement November! Common Stock-612.900 shares continuous offenng-90 December Average pnce $14 719 in htarch, the PUC gave ap royal for the Company's 5800 million flevohirg Decemba htortgage Bonds-14 0% pnvate placement 80.0 Credit / Term Loan Agreement with a December Depusitary Preferred Stock-14.15%--5.000.000 shares G $10 50 0 group of 26 banks headed by Citibenk. December Pollution Control Notes (vanable tax-exempt 6 6 00-6.50%) 240 0 u d to nEec sts ecemba Albed higO Regeneration Facthty 56.5 at with the completion of 1.imerick Unit No.1 January-Common Stock Purchase Plans: Daemba Dividend Remvestment, Employee. PAY 50P-7.879.000 shares 105.9 and common plant,as wellas certain suspension costs associated with Unit sub-Total $911.3 No. 2. At year-end, the Company had $800 milhon limerick Credit Agreement-Borrowmgs outstandmg at Dec. 31 400.0 borrowings of $400 million outstanding Reduction m Domestic Revolver Borrowmgs (200.0) under the agreement and had issued $240 million of tax-exempt securities for sub-Total $1.111.3 Limerick expenditures, leaving $ 150 Reduction in Short-Term Debt (247.5) million available for borrowing under Total $863 8 the agreement m 1985. 5

CommercialDevelopmenIs w ha h help customers manage their hills are as important a part of PE programs increased busmess atuvity had a as those promoung off-peak uses of posinve ef fett on electne and gas sales in electncity and gas 1984 Total clettne sales enluding sales One markenn program which re-to Jerses tentral mcreased 3% to 28 0 ceives great emp asis is the Company's bilhon kilowanhours summer weather heat pump promonon The heat ump that v as much cooler than the hot of fers customers the most cost-et ecove summer of 198 3 held down the increase-way to heat their homes while providing particularly m residennal sales whith prdfitable of f-peak sales to help improve y mue ised only I w T he commercial load factor Dunng 1984. 6.579 newiv 4 settor had tne b: gest mcrease in sales. built hymg units installed electnc heat .y t hmbmg nearly A above,1983 levels pumps for space heanng and air condi-7 ( older weather dunng...m & :nng t. season and the addinon of approx'~ nonmg. hnnh'mg the toial heat pumps installed on t e system to an esumated J7 mately 5 300 new gas heat ( ustomers 44.000 units 46 helped total gas sales to increase 8% to N 70 bdhon cubic fcet >a f he Company's markenng philosophy 1 can he summan:ed m this objecnve Recognizing the need to mamtain a j Encoura healthy economic chmate m this scruce apphanc'ge the use of high-efficiency es and equipment and the ' terntory. the Company contmually re-M.) 'A mstallanon of energy-conserving ma. views rate structures to assure that they ,y tenals w hich benefit both the Company are meetmg the needs of customers and. 9 and its customers Proposed markenng at the same ame. contnbunng to the d programs must meet the test of bemg financial strength of the Company Two cost-elfecove to ratepayers and share. recent examples of successful innova- " if holders Energy conservanon programs ttons mclude a new clause that enables 9 4 n f ll 5 \\ M.4,4,4 M.;-%-C . w n,.. w. e

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3. ,s ?- s' l industrial customers who use substantial are in the design stage, including a 60-amounts of off-peak power to purchase story s scraper, the highest ever built in 4 equivalent amounts of on-peak power at Fhilade hia, and twin 40-story towers e a lower cost and a rate provision which to be bu t in center city by the IBM allows large customers who curtail their Corp. In the suburban area, new offices demand upon request to receive a credit are being built in every part of the for that curtailed load, thus reducing territory. N their price per kilowatthour. 6 Another rate innovation is the Conscrvation Programs y Company's Emplo ment and Economic PE has a number of specialized ene conservation [offgrams in addition to ke-v- Recovery Rider (E 2) which was estab- .'I

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.I ing customers to add em yees to their specialized rates. Over 14.200 home en-0et j payrolland to expand m e Company s ergy audits have been completed, more ?p semce terntory and to encourage new than one-half of all energy audits in ~4 n manufacturing customers to locate in Pennsyhania. Surveys have shown that our semce terntory. To date,126 cus-more than 93% of the audited customers tomers are receivmg benefits. Approxi-rate the audit as an excellent value. 4 5 j mately 6,500 obs have been added t r in mid-October, the Com any began

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~ M the payrolls o customers qualifying for a weatheri:ation program cafled the E R and approximately $127 milh. 2 2 onin hten-up Low Cost Conservation TifC) program for needy PE heating capital mvestment have been made by (T these customers. customers utilizing community-based i 3 organizations as PE contractors. A total Area DevelopmenI of 120 houses were weatherized in 1984 i i Philadelphia Electric Company has and an additional 4,000 houses are been one of the region's most active sup-pbnned for 1985. In the suburban area porters of area development. Using the our T1.C program is being coordinated theme,"We Know the Territory l'on with a larger scale insulation program of radio and in print advertising, PEis the state government.

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l playing an important role in the promo-With the Company's participation in tion of the amenities and advantages of Philadelphia School District's Save En-Southeastern Pennsyhania. ergy Campaign, the Philadelphia School With the continuing growth in the na. System was able to save 53.3 million in /4 t tional economy, there is a resurgence of 170 schools of which $ 1.9 million was in i < I economic development activity through-electric and steam costs. e out our entire area. During the year the The Company actively cooperates c j Company participated in the successful with customers and developers inter-location of 41 new plants which brought ested in installing private generation ( 1,600 newjobs to the area. Also, new facilities. PE offers a fair rate when pur-sites and buildings were found for 56 chasing any energy available from these Ce w W A, SZ y,l' ", * ' > other expanding companies which facilities. The Company is currently ne-Q i resulted in the retention of over 3,500 gotiating with Scott Paper Company for uA jobs.TheE R playedanimportantpart ma.4, _m 2 2 in gaining and retainmga number of W Y Em ( these companies. mg; sA%."L' l In the commercialsector of the econ-J e l omy,we are benefiting from an excep-tionally strong office-space market. The l pace of office construction is gaining 1 momentum throughout the entire terri-i tory with construction in downtown Philadelphia continuing at a remarkable pace. Several large office buildings are under construction and several others j t 4 7 I

ElectricOperations the purchase of energy from their pro-During 1984, hydro generation posed 50-megawatt cogeneration facility. records were set at Conowingo Station, A. E. Staley Manufacturing Company is mine-mouth coal generation for the year constructing a 10-megawatt facility to be at Conemaugh Station was at an all-time on-line by 1986. Several small, natural. high, the flue gas scrubbers continued to gas-fired cogeneration systems are on-perform successfully at Eddystone and line and several are under consideration. Cromby Stations, and major overhauls at The Company is currently in discussion Peach Bottom and Muddy Run were with several potential des elopers of undertaken. waste-to-energy facilities in the area. A 15% higher than normal rainfallin i Approximately 110 megawatts of the Susquehanna River watershed cogeneration are now in service and the caused sustained high river flows and Company forecasts approximately 240 enabled Conowingo station to set all-megawatts of additional cogeneration time monthly hydroelectric generation and small power production over the records for the months ofJuly and next ten years. August, exceeding the prior records by 10% and 28%, respectively. In addition, customerAssistance the output for the year was the highest since 1979 and the fifth highest in the in the area of customerassistance history of the station. Estimated fuel Fhiladel hia Electric,coobratinbwith savmgs to PE's customers amounted to the Philadelphia Gas Wor and e $94 milli n as a result of the energy Philadelphia Water and Sewer Depart-Produced b the Conowingo Station. ment, started the Utility Emergen Thejoint y owned Ke stoneand Services Fund (UESF)in 1983 to Ip Conemaugh mme-mout, coal-fired needy customers in the Philadel hia area units in Western Pennsyh ania achieved meet their utility payments. Phibdelphia a number of producnon milestones dur-m -L Electric and the other utilities match ing the year which followed an excep-contnbutions dollar for dollar. Since its u n he r m

3. The high level of Performance i@s directly attnbutable inception, the UESF has aided over 3,900 Philadelphia Electric Company ng usimpmvementprogramin.

ciud(mg prudent capital mvestment m customers. .j a station uporading. Both stations receive coal directTy from underground mines . / contiguous to the plant sites. PE owns

e twenty-one percent of these stations.

The magnesium oxide scrubbers, d which were placed in commercial opera-i tion at Eddystone and Cromby Stations l \\ Q in 1983 to remove sulfur dioxide from \\h the units' flue gas, completed their t second year of successful operation. In 1984 the scrubbers were available for full operation 97% of the time they g were required. w m. Peach Bottom Unit No. 2 was shut -e down in April for refueling and the replaccment of portions of the reactor piping system. The stainless steel piping had developed a number of tinycracks at welds on its internal surfaces. This is a generic problem in boiling water reac-tors such as Peach Bottom built during the 1960's and 1970's. The cracks were discovered in 1983 during the routine weld inspection program required of P Ping used in nuclear systems. Approx-i 4enu vsr. m sem nuem M:sJ g,, a meict m scv ver Swt 7m. cc cmws imately 1,000 feet of pipmg of up to 28' rewnmW e %n.w mm he in diameter is being replaced with an im-I'/y',"'Q"t""'#'"P Proved nuclear-grade piping. The unit is P expected to return to service in the sec-ond quarter of 1985. Total project cost is an estimated $70 million. Muddy Run pumped-storage, hydro-electric plant provides peak load capac-8 ~ .--,e e

5 rr I ,f pf, .my (4 , gpgw.s, w sgrrr m, -esg: '+,, c w, +,z#: n.,e g m r x-ybh N r + e M M 4 ,+ s? 4 _. ..:s a.. c

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OtherDevelopments PL is turfentl) m5ta[hnd a prototype a piombmg market for this f uel may luel tell under a program funded hs cWI In the f uture As a motor f uel. n is the Gas Researth Insuture and the t' 5 enuronmentally safe and compenovely Department of I nergy I he f uel tell is an pnted In order to tapaah:c on this po-alternante method ol'generanng elet-tennal the ( ompant ha3 undertaken the tncity whu h is compat t. sdent. and does markenng of natural gas for vehales on a not pollute the environment m anv wav hmned basis The Company has three This unn wdl produce 40 kW of e{curh natural gas reluchng stanons avadable to itv and heat 1or customer use w nh an et-support the natural cas vehicles A fixed letnve ef hciency of 80% at f ull capacar locanon stanon at the Plymouth Service 1 he fuel tell uses natural gas and is de-Butiding s capable of tuchng 35 vehnles signed for unattended. automanc oper-per dav and there are two smail portable anon 1he total tost of the elettnorv stanons u hhh can he moved to produced by the fuel tell n currently sig-tostomers propernes for short-term " M,1 nihcantly higher than f rom convennonal de monst ranons k However. the Company expec ts sou rt es this devhe could become a usef ul energs ]gj opnon withm 5 to 10 years PointPleasantProject p . -g: In August. the Company entered into M a new long-term nutlear fuel ennchment t,nder an agreement between the W tontract w ah the U 5 Department of to pany. the Neshammv Water Re-3% Energ Under the more flexible term' y (DOE) sources Authontv < NWRAt and Bucks a s of the new ktyear contratt. the Coun-for the construt non and opera-g Compans will pay a lower fince for """ "I I"". I * '* "**" fV '" *" P P F * " P ~ W I %d the seruce of ennthing un itv-owned N uranium At todav~s nces. tfic contrau pkwntal cmbng wata Mr the Lunenck Generating Stanon construcnon of the N value is esumated to e 521 bdhon.a proleu facihnes was begun by NM RA m savings of 52 30 milhon f rom preuous t E contr'aus with DOE Januarv.198 3 but stopped early in 1984 Interest in om ressed natural gas The ComPanv and the water authon- ~ powered schides us been growing and nes of North Penn and N, orth Wales V Townships. w ho also expect to receive ... f t... c - - water irom the project. commenced pro-

e V '. e %g. t *f < c. l :y. m..x ceedmgs agamst NWRA and the County g;.sg 7

-. 7..gu n.,.U1e @P- ..p,, r - - 5 g.W c C [.! 3 r.y - q;7.y; -.S. g-in the Court of Common Pleas of Butks ... {o g 1. 1,3 / m~ ;,.4 "# S y a. y./N 'N j{. Y -g.]J ;- County to require complenon and oper-c anon of the facihnes In Januarv.1985 y.;. &' - ,. n m ~ -w, T19 fg%g y.- g +

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f f. the Court ordered the resumption of l '. - Ng.y y. O. construcnon and the impler"entanon el D. : ...,.: L

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contractual provisions for the supp!y el ( p u 8 : ' n )( ,l c. f. - ~ i. j S -7 water for Limenck Exce nons to the

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,7 .y .c appealed following a rulmg on the ys-,,. m . p p., .U. 3i f i < excepnons. .e'h ~ 4 ].q.. ]. 5 f(p .% ' ~? The Point Pleasant project will not he 4 .2 -, i..- 4 7. A. -'J,

~

avadable in 1985 when needed for Lim- [)f 6. ?je. ; ( ! - ~s . -f;f 7 f, " - enck L: nit No 1.and an mtenm supplv "., f ?.cz < 4 g-. f. ' V.c, % - = f ' ;". 7s c/ l~.1, f~ of supplemental coolme water will be ' l Mg.jt. - -g ..3 ,I j,, j' needed on a temporarv nasis The /g.)1 v %... <' (.. y Company will pursue possible sources to J.. di4 ' / ~: f. i provide water on an intenm basis untd '...s" .Q v:. C- ) = ..A }A. b y .?~.>~. . y the Point Pleasant project is completed T (,.,. ~ (....-. "+. ...'.3 / ..u.1.y q< w. %Q 4 l'..-

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LimerickDevelopments . c.i. ie r t ( Dunng 1984, Limerick passed two major milestones. First, Umt No 1 con-struction and pre-operanonal testing was completed and, after almost 16 years of planning and construction, was turned over to the Electric Production Depart-I ment for operation. And second, the yq, Company received a low-power hcense for the unit from the Nuclear Regulatory J. !S yv Commission (NRCL { 4n I "~~ ~ I F Less than 12 hours after receipt of the license, the first of 764 fuel bundles had ~ been loaded into the umt's boilmg-water i reactor.11y late November the head had e been placed on the reactor. In December, the reactor reached cnt-icahty-the state at which the nuclear reaction is self-sustainmg--and power ascension and low-power testing up to the five percent level continued through. outJanuary, Licensing hearings on the _ w 'N m emerb'ency evacuation plans were com-N l plete in January, except for the possi- \\ bihty of heanngs on the emergency response plans for a correctional insti-tute m the Company's service area The Company estimates that the cathest date + for beginning commercial operation is

p7

.~g- - - m~m "--" -m-"- i the third quarter of 1985, assuming an m@Hb;saMaEGim,mam_ i M s anm interim source of suEE emental water is l January The Company informed the Pennsvivanu Pubhc Unhty Commission (PUChhat it had decided i available by hiay,1985. If an intenm to accept the ' UCs opuon to suspend the tonstruction of bmentk Umt No 2 unal Unit No I P supply of supplemental water is not was m commercul opeauon This revised construttion sc hedule set the date of 1990 for com-available dunng the summer of 1985, mercut operanon of umt No 2. commercialoperation of Unit No 1 february The Pt 'C issued its Order approvmg the above-mennoned plan and further requued justif.sa-could he deld)'ed an additional siX non for compleung Umt No 2 before construcuon resumed on the umt months. At year-end 1984, the Compa-ny's investment amounted to 52.19 bil-Mart h The Nutlear Regulatory Comnussion (NRC) issued its 1983 Systemanc Assessment of bcensee hon for Umt No. I and 5107 billion for Performance 6At P) Report, w hn h assesses design and construttion rfornunce, plat mg common plant. '*'"# '"Eng the top SALP reports issued for 11 nutlear umts un r construtuon Construction of Unit No. 2 remained Apnl any entered into the $800 milhon bmenck Revolvmg Credit Agreement wnh a The ComSo 16nks to finance the costs of completmg Umt No 1 and common plant suspended in 1984. In July, the PUC or-Iuct rods began ro;p of dered the Company to "show cause" why the completion of Unit No. 2 is in the Mav ruel Jehvenes were com leted A Bucks County Judge ruled that the Company's contract for public interest. The Company s testt-supplemenal water vu de Pomt Pleasant Proicci was a, ihd contract. mony was filed with the PUC in Decem-ber and demonstrated that the capacity July An Emergency Evacuanon Dntl for bmenck mvolvmg Company personnel, govemment offt-cuts and B mu cipahnes was suuessfully conducted rederal and state ethculs gave high etluivalent to Unit No. 2 is needed b},. marks br those who planned and parucipated m the emergency exercise In another matter, I 1990 and that completion of the umt is the PUL directed the Company to show causeNhy the construtuon of Limenck Umt No. 2 is the most economic alternative for the m the pt hhc mterest Also. heanngs were completed by the Atomic Safety and Licensing customer. Hearings began on January 3, Board of he NRC on all contennons relaung to the issuance of a low-power license for Umt No 1. August The Atonuc SafetYand t scensin Uard issued an order authon:mg the issuan of a hcenEfor 1985,and are expected to continue l through hlarch. An Order may be issued opeanon of Umt'No I to 5% ofpower Also, heanngs were completed on the Company's su i by the PUC in the third quarter of 1985. to force completion of the Pomt Neasant Proiect to pronde supplemental coolmg water. As of December 31,1984, the Compa-ny's investment in Unit No. 2 amounted iI,*[njC issued aI w-power h(ense I r Umt No I and the Company immedutely b O"*' I 3 to s792 million. A special pictorial section on Limerick Nosember Fuelloaihng was completed The expected date for commercul operanon of Umt No I was begins on page 12. reused to the third quarter of 1085 at the carbest. mstead of Apnl 1985, assummg an mtenm source of suoplemental water is available by May,1985 } December A number of :ero power tests were completed and imual cnucahty was reached on December

22. T he Company bled direct tesumeny m connecuon wuh the Limenck Umt No. 2 show cause" protcedmas mandated by the PUC. Heanngs are soheduled to conunt.c 1 rom January through March.1985 l

i 11 I 1 I

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.c... Inentin the operation of L' nit No 1 Although n is 3 .'.~...,.n.2 .'. J - b ..&.k e... -'.9.' ?. 4.C% !. nupossi,lc to idenulv eat h emplovec mvob ed w uh ww ~ < u-lamera k. some of the kes people are show n on pages r

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/ 18.10 and 20. as well as'three vue presidents w ho.en e W 4-a s; ..v. < onunumgleadership to the proict t through us vanous , ~ ' :,k n.3 : 4 $ v.M;pc;., stages-Vmt ent s Bos er semor Vu e President for . :1 D..". E Nutlear Pow cr. lohn 5' Kemper. Va c President for En- .W ?c~~ ' 'dhEQ4 - ~M.hq;3f / - { ;.: ; s3 gincenng and Researt h. and shields I. Daltrol1. Vn e ) President for Elcorn Produt non , '..M i j,j:/ *J 4 s L 1.imeru k is the largest. most t osth and complex . p..:c 7 e. f t onstrLRilon pro [et t in the 300-s car histors of the Phil-c. i;. g--. j / ~ [-i. I '., adelphia region It has been more tloselv monnored. ..M,y.

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I ._.,.,t 5..,, s, n. l'q I he priinar s reat tiir t ontainriient and icat tor \\ cssel _.c.,. ,x. '[, '-[ _h..: h)I ( ~ nit No l Were t olupleted in 197D l nit No 2 s fl-3 '..,'3 s,, , ',. ' ~;.~ $ 111a r) ( tilltallinlent alld feat tor s ewel were hnished (Ile , h '- [4 ',.,l??[,*:)r.'- lollow in J car f5 he t oollng tower 5 lor l'ntt Nt' Iand . :l '. ' d* l rut N. ' were c.,sentially < ompleted m luxl and l .' E **^ e.,!.i D,.( ;,.'r, a 1982 r< spct incls '.'. 'r,y... t - Lnnt r a k l'un No I we the 100th reat tor to eteive f-a liiw -{oWeI operating llt ense of go 11110 sen it e in the l l'nliell 5tates alld ilpproAlmatels the looth in the world I here are t urrentiv in nutlear reat tors under t onstIllt tion in the l'nited states and 116 m the world l he Limellt k plant represents the very latest in ret h-Hologs, tralning and salet) til the world. intludmg modlIlt allons rnade as a resillt ol the au ident at Oll l nli No I f ln 1982, the Pennss l\\ania Pllh!It l'Illlis ( ommission ordered the ( ompany to suspend or t antell' nit No 2 I he ( oinpany < hose stisper sion and work on that unit has been held up sinte earls 1982 Studies tontinue to demonstiate that the t apawv equivalent to I imerit k 2 l'mt No 2 is needed hv 1990 ar.d that tompletion of the umt is the most etononut alternatne ,i r' m,,a 5 ,4. tw p9 = i' g 7 7 6 [ T 4 g-1 g/ 'f.,j n

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Phdadelphia Electric Compny and Subsidiary Companies nianagement's Discussion amt Analysis of Financial Condition and Results of Operations General The contract for sale of Salem Unit No. 2 output toJersey Revenue increased in 1984 as a result of higher sales and rate Central Power & Ught Company expired on December increases. See Electric Operating Revenue, below. The Com-31,1984, and the Company was permitted to recover the pany continues to experience substantial increases in oper-unit's costs from customers, effectiveJanuary 25,1985. ating costs and carrying charges on increased investment in plant and equipment. Any future increases in such costs and Gas Opnadng Rmnue charges may be expected to affect future net income and Increased gas revenue m, 1984 over 1983 ts pnmanly attrib-earnings per average common share adversely unless peri-utable to higher rates and a 7.6 percent increase in sales. odic rate reliefis obtained to offset them. In addition, the capital canying charges associated with the construction of Fuciand EnngyIntachange Expense Umerick, which are capitalized by crediting income with an F r accounting purposes, fuel and energy interchange costs allowance for funds used during construction ( AFUDC) and are deferred until billed as fuel adjustment revenue. In 1984, recovered through future depreciation, now represent a gr ss fuel and energy interchange costs were essentially the major portion of net income and will continue to increase at same as in 1983. Ilowever, electric fuel costs deferrec yere least until Umerick Unit No.1 is placed in commercial oper-I wer by $104.2 million, resulting in a net increase i..I ation, which is expected to be in 1985. The Company has and energy interchange expense compared with 1983. obtained the approval of the Pennsylvania Public Utility In 1983, gross fuel and energy mterchange costs mcreased Commission (PUC) to utilize an accounting treatment substantially over 1982 due to extended outages of nuclear which will synchronize the expense accounting for Umerick units. Ilowever, a significant portion of those costs were Unit No I with rate recognition of the Unit. deferred, resulting in a net decrease of $154.1 million. Although the return on average common equity has in-creased during the past two years, the return on investment Other Operating and Maintenance Expenses is still below that allowed by the PUC as a fair return in the Other operating and maintenance expenses have increased Company's last ratc order. in the last two years due to inflation, growth in utility plant, On April 27,1984, the Company put into effect a rate and increased costs associated with the Company's nuclear increase for gas service amounting to $39.4 million per year. generating units and with operating the new flue gas scrub-A steam rate mcrease of $2.6 million was put into effect on bing systems at the Company's two coal-burning stations. January 1,1984. Retail rate increases for Maryland cus. tomers and an electric wholesale rate increase totaled $4.9 Depreciation million. OnJanuary 25,1983, a $150 million per year base Increases in depreciation in the last two years reflect addi-tions to plantin service. rate increase for electric service was put into effect and the Company's Electric Energy Cost Rate was reduced to reflect anticipated fuel savings for the Salem Unit No. 2 of $101 ("come tacharged to operations increased in 1984 over n million per year, which the Company has guaranteed. 1983 as a result of higher operating income. Electric OperatingRcrenue Income tax credits, net, included in other income, have lacreased electric revenue in 1984 over 1983 is primarily increased in the last two years as a result of the higher attributable to higher base rates ard higher fuel-related reve-allowance for borrowed funds used during construction. nue. The decrease in 1983 compared with 1982 reflected lower fuel-related revenue and a significant reduction in the Other Tarcs sale of output from Salem Unit No. 2 tojersey Central Power Other taxes have increased primarily due to higher realty & Ught Company as a result of an extended outage of the a&w receipts taxes. unit. Kilowatthour sales of electricity to retail customers increased 2.8 percent in 1984 over 1983. M vanc!forFunds Used During Construction V ncreases in AFUDC for the last two years have resulted Electric Revenue

higher interest rates and increases in construction work Increase /(Decrease)

B4vs. '83 B3 vs. v.2 Milhonsof Dollas Interest Charges Rate Increases $140.0 $115 6 Interest charges on debt increased in the last two years due to Fuel-Related Revenue 104.0 (188.7) additional debt outstanding and higher rates. The ratio of Salem Unit No. 2 36.5 (104.9) earnings to mortgage interest,which is a measure of the Other 47.3 104.9 Company's ability to issue aAinional long-term debt, - Total $327.8 $(73.1) increased to 2.55 times in 1984 creeding the minimum of 2.0 times required for the issuance of new mortgage debt. 21

Capital Expenditures and Changes in financial Pcsition the Nuclear Regulatory Commission, to financing approvals l The Company is carrying on a construction program which by the PL'C, and to change due to htigation. The Company is estimated to require expenditures of $766 million in 1985 cannot predict the outcome of such regulatory reviews, but and $2.6 billion from 1986 to 1988. A majority of these ex-believes the safety requirements have been or will be met, penditures relates to the construction of the Company's two the economic desirability of the program has been demon-1055 mW nuclear generating units at Limerick. Successful strated, and that the program will be successfully completed l completion of this program is dependent on the Company's and approved. ability to obtain external financing, primarily through debt Interim financing of the construction program is provided arrangements and sales of equity securities w hich are subject by commercial paper borrowings and short and intermedi-to market conditions and to meeting certain camings tests. ate-term bank loans, which also are dependent on the Com-The program also is subject to the licensing requirements of pany's financial position. rm-m_m -.-7 r-m !asaweenemycommesneeressy -

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] .. ~.. p s .a g.3 I ,w y, p; Qn v e 3 'm' y < u.s -.x s pt e: 7 M h.4 y '~ b.M. -. ra., v h. & T W 4-e MPV _O. $M. W u 80 81 82 83 84 80 81 82 83 84 Accountants' Report To the Shareholders and Board of Directors Philadelphia Electric Company We have examined the consolidated balance sheets of Philadelphia Electric Company and Subsidiary Companies as of December 31,1984 and 1983, and the related consolidated statements of income, retained eamings, changes in common stock, preferred stock, and other paid-in capital, and changes in financial position for each of the three years in the period ended December 31,1984. Our examinations were made in accordance with generally accepted auditing standards and, accordingly, included such tests of the accounting records and such other auditing procedures as we considered necessary in the circumstances. In our opinion, the financial statements referred to above present fairly the consolidated financial position of Philadelphia Electric Company and Subsidiary Companies as of December 31,1984 and 1983, and the consolidated results of their operations and changes in their financial posinon for each of the three years in the period ended December 31,1984,in conformity with generally accepted accounting princip!cs applied on a consistent basis. 1900 Three Mellon Bank Center Philadelphia, Pennsyhania 4 February 1,1985

Philadelphia Electric Company and Subsidiary Companies M Of W f or the Year Ended December 31 1984 1983 1982 (Thousandsof Dollan) Operating Rcwnnes Electric $2,435,731 $2,107.897 $2,180,960 462,966 417,042 390,427 Gas Steam 82,320 71,111 73.366 TotalOperating Revenues 2,981,017 2,5 %,050 2,644,753 Operating Expenses Fuel and Energy Interchange 1,122,177 986,634 1,128,498 Other Operating Expenses 527,060 449,101 411,753 Maintenance 245,583 222,640 199,747 Depreciation 178,326 165,327 143,848 Income Taxes 246,749 200,026 207,669 OtherTaxes 206,863 178,615 164,511 TotalOperating Expenses, 2,526,758 2,202,343 2,256,026 OperatingIncome 454,259 393,707 388,727 OtherIncome Allowance for Other Funds Used During Construction 134,485 108,126 65,699 Income Tax Credits, Net i16,423 87,912 75,845 Other, Net 239 (3,125) (717) TotalOtherincome 251,147 192,913 140,827 income BeforeInterest Charges 705,406 586,620 529,554 Intenst Charges long-Term Debt 402,475 330,200 308,862 Short Term Debt 30,912 35,199 32,030 Allowance for Borrowed Funds Used During Construction (220,370) (167,868) (147,561) NetInterest Charges 213,017 197,531 193,331 Netincome 492,389 389,089 336,223 PreferrrdStock Dividends 82,682 67,384 57,600 Earnings Applicable to Common Stock $ 409,707 $ 321,705 $ 278,623 Average Shares of Common Stock outstanding (Thousands) 151,804 133,852 116,480 Earnings PerAwrage Common Share (Dollars) $2.70 $2.40 $2.39 Dividends Per Common Share (Dollars) $2.20 $2.12 $2.06 See notes to financial statements. 2J

Philadelphia Electric Company and Subsidiary Companies ConsolidatedBalanceSheets AS$fTS December 31 1984 1983* (Thousandsof Dollars) Utility Plant,at originalcost Electric $4,806,496 $4,683,726 Gas 443,946 416,170 Steam 53,846 53,845 Common, used in all senices 129,649 128,379 5,433,937 5,282,120 1,726,321 1,592,009 l_ess: Accumulated Depreciation Net Utility Plant in Service 3,707,616 3,690,111 Construction Work in Progress 4,400,166 3,582,133 Leased Property, net 352,133 363,928 Net Utility Plant 8,459,915 7,636,172 investments 80,871 99,445 CurrentAssets Cash and Temporary Cash Investments 30,357 57,270 Escrow Deposits 88,076 7,951 Accounts Receivable Customers 346,018 302,254 Other 38,284 36,354 Inventories,at average cost Fossil Fuel 93,004 75,681 Materials and Supplies 57,532 55,403 Deferred Energy Costs 229,895 149,246 Other 48,870 44,313 TotalCurren Assets 932,036 728,472 Deferred Debits 82,907 80,375 Total $9,555,729 $8,544,464 See notes to financial statements. ' Restated to conform with SFAS 71-See Note #2 to financial statements. 24

~ r-CANMLRAMAnLlentITES December 31 1984 1983* (Thousandsof Dollars) Capitalization Common Shareholders' Equity Common Stock $2,360,948 $2,110,503 Other Paid-in Capital 6,727 5,856 Retained Earnings 523,300 452,% 4 2,890,975 2,569,323 Preferred Stock Without hiandatory Redemption 572,472 522,472 With hiandatory Redemption 326,235 284,863 Long-Term Debt 3,777,% 1 3,381,805 Total Capitalitation 7,567,643 6,758,463 Cunent Liabilities Short-Term Debt Bank Loans 20,000 218,000 Commercial Paper 49,500 Pollution ControlNotes 240,000 long-Term Debt due within one year 50,361 Lease Obligations due within one year 68,332 61,447 Accounts Payable 156,245 152,687 Taxes Accrued 40,314 25,841 Deferred Income Taxes-Energy 117,729 76,517 Interest Accrued 91,110 91,787 Dividends Declared 43,7 % 27,211 Other 127,227 54,078 Total Current Liabilitics 955,114 757,068 Deferred Credits and Other Liabilities DeferredIncome Taxes 373,343 346,531 Unamortized Investment Tax Credits 299,419 249,658 Obligations Under Capitalleases 283,802 302,481 Other 76,408 130,263 Total Defened Credits and Other Liabilitics 1,032,972 1,028,933 Total $9,555,729 $8,544,464 25

Phdadelphia Llettnc Company and Subsidury Compamca ConsolidatedStatements of Changes DFinancialPosition For the Year Ended December 31 1984 198P 1982* ( Thousands of Dollars) Sources ofFunds Funds From Operations Net Income 5 492,389 $ 389,089 $ 336,223 Charges (Credits) Not Affecting Funds Depreciation 178,326 165,327 .143,848 Nuclear Fuel Disposal Costs 13,201 12,166 15,820 Deferred Income Taxes 76,197 175,307 (10,215) Investment Tax Credits, Net of Amorti::ation 49,927 (46,064) 101,646 Allowance for Other Funds Used During Construction (134,485) (108,126) (65,699) Total from Operations 675,555 587,699 521,623 Funds from Financir;s Sales of Securities Common Stock 250,445 284,305 253,810 Preferred Stock 100,000 150,000 30,000 long-Term Debt 258,700 175,000 300,000 Short-tenn Pollution Control Notes 240,000 Net Borrowings Urar Revolving Credit Agreements 200,000 200,000 20,000 Char.ge in Other hort-Term Debt (247,500) 202,800 10,475 Sale of Magnesium Oxide Regeneration Facilities 55,928 37,679 Increase in Obligations Under Capital Leases 12,690 72,514 113,892 Total from Financings 870,263 1,122,298 728,177 TotalSources $1,545,818 $1,709,997 $1,249,800 Uses of Funds Additions to Utility Plant 1,053,133 1,030,321 870,715 Additions to Leased Assets 12,690 72,514 113,892 Allowance for Other Funds Used During Construction (134,485) (108,126) (65,699) Dividends on Preferred and Common Stock 418,098 352,553 298,468 Retirement ofl_ong-Tenn Debt 11,194 41,573 50,183 Net Change in Deferred Energy Costs 80,649 234,625 (54,080) Increase in Nuclear Fuel Escrow Account 32,160 7,113 8,204 Net Change in Other items of Working Capital 50,340 71,451 94,236 Other, Net 22.039 7,973 (66,119) Total Uscs $1,545,818 $1,709,997 $1,249,800 See notes to Imancul surements.

  • Resuted to conform with $FAS 71-See Note # 2 to Imandal sutements.

l I M

Philadelphu Electnc Company and Subsidury Compames Consolidated Statements of Retained Earnings For the Year Ended Dexember 31__ _ ___ _ _. _ _ _ _ ____ _ 1984_ _ _ _ _ _ 1982. Balance, January 1 5452,964 $423,5% $387,251 Net Income 492,389 389,089 336,223 945,353 812.685 723,474 Cash Dividends Declared Preferred Stock (at specified annual rates) 83,820 68,970 57,982 Common Stock (per share, $2.20 in 1984, $2.12 in 1983, and $2.06 in 1982) 334,278 283,583 240,486 Ex[ynses of Capital Stock issues 3,955 7,168 1,410 422,053 359,721 299,878 Balance, December 31 $523,300 $452,964 $423,5% Consolidated Statements of Changes in Common Stock, Preferred Stock and Other Paid In Capital Common Stock Preferred Stock Other Paid in Shares Amount Shares Amount Capital ( All Amounts in Thousands) Balance, January 1,1982 108,507 $1,572,388 6,394 $639,401 $3,888 Issuance of Stock Public Sales 12,000 175,620 300 30,0tU Employee Stock Ownership Plans 1,240 17,791 Dividend Reinvestment and Stock Purchase Plan 4,020 60,399 Redemptions (46) (4,639) 753 Balance, December 31,1982 125,767 1,826,198 6,648 664,762 4,641 issuance of Stock Public Sales 11,000 186,055 1,500 150,000 Employee Stock Ownership Plans 1.256 21,054 Dividend Reinvestment and Stock Purchase Plan 4,788 77,1% Rede.mptions (75) (7,427) 1,215 B, dance, December 31,1983 142,811 2,110,503 8,073 807,335 5,856 Issuance of Stock Public Sales 11,613 144,548 1,000 100,000 Employee Stock Ownership Plans 914 10,563 Dividend Reinvestment and Stock Purchase Plan 6,%5 95,334 Redemptions (86) (8,628) 871 Balance, December 31,1984 162,303 $2,360,948 8,937 $898,707 $6,727 See notes to hnancial suiements

Phdadelphia Eletmc Company and Subsidury Compames NotesOFinancialStaternents 1.SniNIFICANTACC0WTINGP0UCIES General age deprectable utility plant in senice, were approximately All utility subsidiary compan'es of Philadelphia Electric 3.29% fos 1984,3.20% for 1983 and 3.00% for 1982. Company are wholly owned and are included in the consoli-I"'""# D dated financial statements. Nonutility subsidiaries are Deferred mcome taxes are provided for differences between included in investments and accounted for by the equity book and taxable income to the extent permitted for rate-method. Accounting policies are in accordance with those making purposes. Investment tax credits, other than credits prescnbed by the regulatory authorities havingjurisdiction, resulting fr m c ntributions to employee stock ownership principally the Federal Energy Regulatory Commission plans, which do not affect income, are deferred and (FERC) and the Pennsyh ania Public Utility Commission amortized to income over the estimated usefullife of the (PUC). related utility plant. N'*"" Allowancefor Funds Used During Constmction (AFUDC) Revenues are recorded in the accounts upon billing to the AFUDC is a non-cash item which is defined in the uniform customer. Rate increases are billed from dates authon:cd or systems of accounts as"the net cost for the period of con-permitted to become effective by the regulatory authorities. struction of borrowed funds used for construction purposes Fuci Expenses and a reasonable rate on other funds when so used." AFUDC Fuel expenses, w hich are recoverable under energy adjust-is recorded as a charge to Construction Work in Progress, ment clauses, are recogni:cd when the related revenue is and the equivalent credits are to interest Charges" for the billed to custorners. pretax cost of borrowed funds and to "Other income" for the Nuclear fuel used in the Peach Bottom and Salem Generating remainder as the allowance for equity funds. The rate used Stations is leased, and the costs of such leased fuel are for capitah:ing AFUDC, which aveiaged 9.4% in 1984,9.3% charged to fuel expense on the unit of production method. in 1983, and 9.2% in 1982, ts computed under a method Nuclear fuel disposal costs are being charged to fuel expense prescribed by the regulatory authorities. The rate is a " net as the related fuel is burned. Assessments imposed by the after-tax rate" and the current income tax reductions applic-Nuclear Waste Policy Act of 1982 for fuel burned prior to able to the interest charges capitalized are recorded in "Other April 7,1983 are being amortized to fuel expenses over the income " AFUDC is not mcluded in taxable income and the period endingJune 30,1985. depreciation of capiali 'd AFUDC is not tax deductible. Depreciation Retirement Plan For financial reporting purposes, depreciation is provided The company has a noncontributory trusteed retirement over the estimated senice lives of the plant on the straight-plan applicable to all regular employees. Pension costs in-line method and, for tax purposes, generally, over shorter clude normal cost for the year and amortization of unfunded lives on accelerated methods. The estimated decommission-prior service costs over ten to twenty years. Approximately ing costs of portions of the nuclear plants are being charged 80% of such costs were charged to operating expense and the to operations as permitted for rate-making purposes. Such remainder, associated with construction labor, to the cost of amounts, net of deferred income taxes where applicable, are new utility plant. deposited in an escrow account and invested for funding of Gas Exploration and Dcwlopmentjoint Ventures future costs. The Company believes that any additional The Company has invested in severaljoint ventures for costs, which may be significant, would be recoverable exploring and drilling for natural gas. Costs are capitali cd through adjustments of rates charged to its customers. An-under the full cost method and charged to operations com-nual depreciation provisions, expressed as a percent of aver-mensurate with the production of natural gas.

2. FINANCIAL ACCONTINGSTANDARDSN0.11 EffectiveJanuary 1,1984 the Company adopted the State-have been restated to reflect retroactive adoption of SFAS 71.

ment of Financial Accounting Standards No. 71 (SFAS 71) Retroactive adoption had no effect on consolidated operating " Accounting for the Effects of Certain Types of Regulation." revenues, operating income, net income, or retained eam-SFAS 71 results in the recognition of certain assets and liabil-ings. The principal effect of the retroactive adoption of SFAS ities which had not presiously been recognized in financial 71 is the recognition of capitalleases. As a result of such statements in conformity with the rate. making treatment. adoption, assets and liabilities at December 31,1983 have in. The Consolidated Balance Sheets and Statements of Changes creased approximately $400 million from the amounts presi-in Financial Position for periods prior toJanuary 1,1984 ously reported. 23

3.C0hau0NSTOCK At December 31,1984 and 1983,tommon Stock, without par value, consisted of 240,000,000 shares, authorized and 162,303,390 and 142,811,434 shares,'respectively, outstanding. At December 31,1984 there were 17,924,086 shares reserved for issuance under stock purchase plans. 4.MltFBlnt0 STOCK At December 31,1984 and 1983, Preferred Stock $100 par, cumulative Shares Amount Current Refundmg Outstanding Redemption Restricted ~ Price (a) to (b) Authorized 1984 1983 1984 1983 (Thousands of Dollars) Series (without manda-tory redemption) 14.15.%(c) $114.15 2-1-90 500,000 500,000 $50,000 $ - 13.35% (c) 113.35 2-1-89 750,000 750,000 750,000 75,000 75,000 12.8% (c) 112.80 5-1-88 750,000 750,000 750,000 75,000 75,000 9.50% 103.50 750,000 750,000 750,000 75,000 75,000 8.75% 104.00 650,000 650,000 650,000 65,000 65,000 7.85% 103.00 500,000 500,000 500,000 50,000 50,000 7.80% 103.00 750,000 750,000 750,000 75,000 75,000 7.75% 103.00 200,000 200,000 200,000 20,000 20,000 4.68 % 104.00 150,000 150,000 150,000 15,000 15,000 4.4% 112.50 274,720 274,720 274,720 27,472 27,472 4.3% 102.00 150,000 150,000 150,000 15,000 15,000 3.8% 106.00 300,000 300,000 300,000 30,000 30,000 5,724,720 5,724,720 5,224,720 572,472 522,472 Series (with mandatory redemption)(d) 17.125 % $117.125 5-1-87 300,000 300,000 300,000 30,000 30,000 15.25 % 115.25 5-1-90 500,000 500,000 500,000 50,000 50,000 14.625 % 108.70 5-1 90 500,000 500,000 50,000 10 % 104.44 5-1-90 220,000 220,000 220,000 22,000 22,000 9.52% 106.25 5-1-86 500,000 401,650 419,660 40,165 41,966 8.75% 105.66 5-1-88 500,000 466,700 500,000 46,670 50,000 7.325 % 104.10 750,000 570,000 600,000 57,000 60,000 7% 101.00 400,000 304,000 308,970 30,400 30,897 3.670,000 3,262,350 2,848,630 326,135 284,863 Unclassified 605,280 Total PrefenedStock 10,000,000 8,987,070 8,073,350 $898,707 $807,335 (a) Redeemable, at the option of the Company, at the indicated (c) Ownership of these series of Preferred Stock is evidenced by dollar amounts per share, plus accrued dividends. Depositary Preference Shares,each representing 1/10 of a share of (b) Prior to the date specified, none of the shares of each series Preferred Stock. indicated may Ir redeemed through refunding at an interest cost or (d) Redemption requirements (par value) in the period 1985 -1989 dividend rate which is less than the dividend rate of such series. are as follows-1985-$6,495.000; 1986-$ 15,230,000; 1987- $16.030,000;1988 $17,530.000;1989.$17,530,000. n

Philadelphu Electnc Company and Subsidury Compnies Notes L FinancialStatements (continuem . ~.. -.......... . ~ - -..... 5.lD6TERhtDEBT At December 31,1984 and 1983 Series Due 1984 1983 (Thousandsof Dollars) First and Refundmg Mortgage Bonds (a) 3-1/8% 1985 $ 50,000 $ 50,000 4-3/8% 1986 50,000 50,000 4-5/8% 1987 40,000 40,000 3-3/4 % 14 % 1988 52,500 40,000 5%-14% 1989 62,500 50,000 4-1/2 % 14 % 1990-1994 310,000 235,000 6-1/8 % 15-1/4% 1995-1999 489,200 490,864 7-3/8 % 11-5/8 % 2000-2004 562,317 569,930 6 % 18-3/4 % 2005-2009 523,500 523,500 13 3/8 % 18 % 2010-2014 450,000 450,000 Total First and Refunding Mortgage Bonds 2,590,017 2,499,294 Notes Payable-Banks (b) 1985-1989 225,000 225,000 Notes Payable---Other 17% 1986-1987 20,000 20,000 Revolving Credit and Term loan Agreements (c) 1985-1987 400,000 200,0tU Pollution Control Notes 5-1/2%-13% 1987-2013 274,190 266,830 Debentures 4.85% 1986 21,161 21,207 Debentures 14-1/8 % 1990 50,000 50,000 Debentures 14-3/4 % 2005 100,000 100,000 Debentures 14.5 % 2009 150,000 Sinking Fund Debenture-Philadelphia Electric Power Co., a Subsidiary 4-1/2% 1995 16,397 16,928 Unamorti:cd Debt Discount and Premium, Net (18,443) (17,454) Totallong-Term Debt 3,828,322 3,381,805 Due Williin One Year (d) 50,361 long-Tenn Dcht included in Capitali:ation(c) $3,777,961 $3,381,805 (a) Utihty plant is subject to the hen of the Company's mortgage. loan agreement with a group of banks which expires in 1987, under (b) At interest rates ranging from prime rate to 105% of prime rate. which there were no borrowings as of December 31,1984. Interest (c) The Company has an $800 million revolving credit and term n utstanding borrowings is at pnme rate through May 1985 and kun agreement with a group of banks w hich will provide the at 105% of prime rate thereafter. There is an annual commitment fmancmg required to complete Limerick Unit No.1. The revolving fee f y2% on the unused amount. As a result of the Umerick credit arrangement converts into a term loan on the earlier of investigation, the Company does not meet a condition of borrowing eighteen months following the in.sersice date of Umeric k Unit No. under this agreement, although this condition has been waived in I or March 31,1988 The borrowings are due in eight semi-annual the past. installments with the first payment due 6 months after the (d) Long-term debt maturities in the period 1986 1989 are as conversion into the term loan. Interest on outstandmg borrowings follows: is based on specific formulas selected by the Company im olving 1986-$83,066,000; 1987-5241,688,000; 1988-$244,350,000; yields on several types of debt instruments. There is an annual 1989-5204,350,000 commitment fee of I/2% on the unused amount. At December 31, (e) The annuah:ed interest on long-term debt at December 31, 1984, 5400 million was outstanding under this agreement. (See 1984 was $420.2 million of which $274.8 million was associated Note #6 ) with mortgage bonds and $145.4 million was associated with other The Company also has a $400 million revolving credit and term long tenn debt. x

} G T TENDEET 1984 1983 1982 (Thousands of Dollars) Average Short-Term Borrowings $166,713 $164,429 $ 90,180 Average Interest Rates, Computed on Daily Basis 9.88% 9.06 % 13.13 % Maximum Short-Term Borrowings Outstanding $302,500 $340,000 $168,725 Average Interest Rates on Short-Term Borrowings at December 31: Bank loans 9.95% 10.53 % 10.37 % Commercial Paper-Tax Exempt 5.61% 4.92% Commercial Paper-Taxable 10.64 % 9.62 % Pollution Control Notes (a) 6.44 % (a)In December 1984, the Company sold $240 milhon of short-The Company has agreed that the letter of credit commitment under tenn, tax-exempt notes backed by a letter of credit provided by a the financing ($250 milhon including principal and interest), plus group of banks to provide short. term tax-exempt financing for the borrowings under the $800 million revolving credit and term pollution control facihties for l_imerick Unit No. I and common loan agreement (see Note #5) will not exceed $800 million. plant until permanent tax exempt financing can be arranged. As of December 31,1984 the Company had borrowed $20.0 million under formal and informal lines of credit with banks aggregating approximately $341.9 million. The Company generally does not have formal compensating balance arrangements with these banks. T. J0iNTLY 0\\nED ELECTRIC UTN17Y PiANT The Company's ownership interests in jointly-owned utility plant at December 31,1984 were as follows: Transmission Production Plants Plant Peach Bottom Salem Keystone Conemaugh Operator Phdadelphia Public Service Pennsylvania Pennsylvania Various Electric Electric and Electric Electric Companies '~ ~ Company Gas Company Company Company Participatinglnterest 42.49% 42.59 % 20.99 % 20.72% 21% to 43% (Thousandsof Dollars) Company's share of: Utility Plant $432,498 $878 049 $54,484 $59,781 $68,864 Accumulated Depreciation 107,549 127,458 21,771 21,920 12,447 Construction Work in Progress 52,3 % 20,767 10,041 1,792 The Company's participating interests are financed with Company funds and, when placed in senice, all operations are accounted for as if such participating interests were wholly-owned facilities. 31

Phdadelphia Electric Company and Subsidiary Comp.nies h>tes D NaancialStatements (continued) s.mcentures 1984 1983 1982 (Thousandsof Dollars) included in operating expenses-Current Federal 5 %,915 $ 54,495 $ 71,987 Current State 23,710 16,288 44,251 Total 120,625 70,783 116,238 ) Deferred Federal 49,770 151,259 (8,390) Deferred State 26,427 24,048 (1,825) Total 76,197 175,307 (10,215) Investment tax credits, net of amcrti:ation-Federal 49,927 (46,06 t) 101,646 Total Federal 1%,612 159,690 165,243 TotalState 50,137 40,336 42,426 Total 246,749 200,026 207,669 included in otleerinconee: Current Federal (93,818) (70,902) (60,506) Current State (22,605) (17,010) (15.339) Total (116,423) (87,912) (75,845) Totalinconec tarprovisions: Federal k 102,794 88,788 104,737 State 27,532 23,326 27,087 Total $130,326 $112,114 $131,824 Investment tax credits reduced Federal income taxes plans are in the form of Philadelphia Electric Company currently payable by $58 million in 1984. Approximately Common Stock and have no effect on net income. $ 162 million of additional investment tax credits generated For a number of years the Company has used accelerated in 1982,1983, and 1984 have not been utilized due to depreciation for tax purposes and straight line depreciation limitations based on taxable income. These credits may be for financial reporting purposes. Deferred taxes were used to reduce Federal income taxes in future years through recorded only on those timing differences recognized for rate 1997 to 1999. making. The cumulative net amount of such timing Investment tax credits consist of the basic credits allowable differences for which deferred taxes were not recorded was of 10% plus additional credits resulting from cor.uibutions approximately $845 million and $875 million at December to the Employee Stock Ownership Plans for employees. 31,1984 and 1983, respectively. Since the Company expects The additional credits are equal to 1/2% of employee to charge customers for taxes paid when the timing compensation in 1984 and 1983 and 1-1/2% of the differences reverse, the tax effect of such timing differences investment tax credit base in 1982. Contributions to the should not be recorded currently. 32

Provisions for deferred income taxes consist of the tax effects of the following timing differences: ____ 1984 _ 93 _..1982,_ Depreciation and amorti:ation 5 33,965 $ 38,792 $ 30,042 Nuclear waste disposalcosts (7,355) 24,281 (7,865) Deferred energycosts 41,212 119,867 (27,264) Other _ (7,633)_ _ 5,128) 8,375 ( _ Total $ 76,197 $175,307 $(10,215) The total income tax provisions differ from amounts computed by applying the Federal statutory tax rate to income and adjusted income before income taxes for the following reasons: Netincome $492,389 $389,089 $336,223 Totalincome tax provisions 130,326 112,114 131,824 income before income taxes 622,715 501,203 468,047 Deduct-allowance for funds used during construction (nontaxable) 354,855 275,994 213,260 Adjustedincome beforeincome taxes $267,860 $225,209 $254,787 Income taxes on above at Federal statutory rate of 46% 123,215 103,5 % 117,202 Increase (decrease) due to: Depreciation timing differences not normalized 7,247 7,941 10,672 State income tax, net of Federalincome tax benefits 14,867 12,597 14,627 Amorti:ation of investment tax credits previously deferred (7,752) (6,210) (7,214) Taxes and pension costs capitali:ed but expensed for tax purposes (802) (673) (3%) Other, net (6,449) (5,137) (3,067) Totalinconic saxprovisions $130,326 $112,114 $131,824 Provision for income taxes as a percent of: Income before income taxes 20.9 % 22.4 % 28.2 % Adjusted income before income taxes 48.7 % 49.8 % 51.7 % 9.DCRCEBEF089TS Escrow deposits are stated at cost plus accrued interest, which approximates market, and consist of cash equivalent securities held in trusteed accounts which are restricted as to withdrawal pending the Company's incurring qualified costs. Below is a summary of such escrow deposits at December 31,1984. .__ _._. 198 83 Pollution Control Facilities Under Construction $31,305 $ 7,951 Other Facilities Under Construction 4,955 Nuclear FuelDisposal 51,816 $88,076 $ 7,951

10. M At December 31 1984 1983 (Thousands of Dollus)

Gas Expioration and Developmentjoint Ventures $46,406 $47,736 Real Estate Developments and Other Ventures 12,120 11,233 Nonutility Property 13,441 14,668 Escrow Deposits for Nuclear Fuel Disposal (See Note #9) 19,656 Escrow Deposits for Decommissioning Nuclear Plants 7,792 4,927 Other Deposits 1,112 1,225 Total $80,871 $99,445 n

Phdadc! phi Elcarx Company and Subsidury Companies Notes L FinancialState;nents (continuem

11. TAXES,0THER THANIMCOME 1984 1983 1982

~ (Thousandsof Dollard Gross receipts $122,881 $108.211 $106.090 Capital stock 13.240 19,198 18,928 Realty 48,030 30,975 22,505 Other 22,712 20,231 16,988 Total $206,863 $178,615 $164,511 12.RETMENENTPLAN Retirement plan costs, which are funded as accrued, aggregated $42,000,000 in 1984, $41,000,000 in 1983, and $37,800,000 in 1982. Plan data as of the dates of the most recent actuarial valuations is as follows: January 1 1984 1983 Actuarial present value of accumulated plan benefits (7.090 assumed rate of return) (Thousandsof Dollars) Vested $447,994 $404,673 Nonvested 54,174 48,545 $502,168 $453,218 Net assets available for benefits $573,372 $477,748 13.P0STRETIREMENTBENEFITS The Company and its subsidiaries provide certain health providing these benefits by charging the annual insurance care and hfe insurance benefits for retired employees. premiums to expense. The cost of providing those benefits Substantially all of the Company's employees may become for approximately 2,400 retirecs during the years 1982-1984 eligible for these benefits if they reach retirement age while is not separable from the cost of providmg benefits for still working for the Company. These benefits and similar approximately 10,000 active employees for the same period. benefits for active employees are provided by an insurance Total premiums amounted to $26.6 million, $24.3 million, company whose premiums are based on the benefits paid and $17.2 million for 1984,1983 and 1982, respectively. during the year. The Company recognizes the cost of u

f4.Sf80KMffM Electric Gas Steam Total (Thousands of Dollars) Operating revenues $2,435,731 $462,966 $82,320 $2,981,017 Operating expenses, excluding depreciation 1,858,505 413,938 75,989 2,348,432 Depreciation 162,959 13,474 1,893 178,326 Totaloperatingexpenses 2,021,464 427,412 77,882 2,526,758 Operatingincome $ 414,267 $ 35,554 $ 4,438 $ 454,259 Utility plant additions $1,022,4% $ 30,613 135 $1,053,244 December 31: Alkxableassets Net utihty plant (*) 8,068,233 369,239 22,443 8,459,915 Inventories 116,775 32,572 1,189 150,536 Deferred energy costs 227,524 4,147 (1,776) 229,895 $8,412,532 $405,958 $21,856 8,840,346 Nonallocable assets 715,383 Totalassets $9,555,729 1983 O[:erating revenues $2,107,897 $417,042 $71,111 $2,5%,050 Operating expenses, excluding depreciation 1,592.027 377,624 67,365 2,037,016 Depreciation 150,898 12,694 1,735 165,327 Totaloperatingexpenses 1,742,925 390,318 69,100 2,202,343 Operatingincome $ 364,972 $ 26,724 $ 2,011 $ 393,707 Utility plant additions $1,004,219 $ 26,020 82 $1,030,321 December 31: Allocable assets Net utility plant (*) 7,257,594 353,979 24,599 7,636,172 Inventories 98,391 32,350 343 131,084 Deferred energy costs 116,661 29,359 3,226 149,246 $7,472,646 $415,688 $28,168 7,916,502 Nonallocable assets 627,% 2 Totalassets $8,544,464 fSBf Operating revenues $2,180,960 $390,427 $73,366 $2.644,753 Operating expenas, excluding depreciation 1,688,365 354,093 69,720 2,112,178 Depreciation 130,225 11,916 1,707 143,848 Totaloperatingexpenses 3 818,590 366,009 71,427 2,256,026 Operatingincome $ 362,370 $ 24,418 $ 1,939 $ 388,727 Utility plant additions $ 843,371 $ 27,125 $ 219 $ 870,715 December 31: Allocable assets Net utility plant (*) 6,393,223 335,036 26,473 6,754,732 . Inventories 105,035 37,645 350 143,030 $6,498.258 $372.681 $26,823 6,897,762 Nonallocable assets 463,244 Totalassets $7,361,006 (') Includes con tnxtion work in progress, leased pnyerty and alkxated common utihty pnyerty. Years pnor to 1984 have been resuted to conform with 5FA5 71-See Note #2 to fmancial statements. 35

Phdadelphia Elec mc Compm and Subsidiary Compames notes C FinancialSintements (continuem 15.LEAttS Leased property capitalized consists of the following at December 31,1984 and 1983: 1984 1983 Nuclear Fuel $424,721 $409,540 Electric Plant 48,342 46,303 Common Plant 3,702 33,532 Gross Leased Property Capitalized 476,765 489,375 Accumulated Amortization (124,632) (125,447) Net I. eased Property Capitalized $352,133 $363,928 in accordance with SFAS 71, leased property capitali:ed is 1984, $19.0 million in 1983, and $19.3 million in 1982. In amortized commensurate with the amortization of the re-1984 and 1983 the Company sold magnesium oxide lated lease obligation. The nuclear fuel obligation is amor-regeneration facilities for approximately their net book ti:ed as the fuelis burned. Amortization ofleased property values of $55.9 and $37.7 million, respectively. The Com-capitalized totaled $39.1 million, $28.8 million, and $50.8 pany has use of these facilities under a tolling agreement million for the years ended December 31,1984,1983 and and a lease agreement. hiinimum future lease 1982, respectively. Other operating expenses also include payments as of December 31,1984 are: interest on capital lease obligations of $22.0 million in Year Endmg December 31 Capital Leases Operating Leases Total (Thousands of Dollars) 1985 $102,985 $ 28,367 3131,352 1986 97,788 27,565 125,353 1987 95,845 26,603 122,448 1988 83,854 24,102 107,956 j 1989 33,165 24,600 57,765 Remaining Years 35,477 122,291 157,768 Total hiinimum Future Lease Payments 449,114 $253,528 $702,642 Imputed Interest (rates ranging from 6.5% to 17%) (96,981) Present Value of Net hiinimum Future Lease Payments $352,133 Rental expense under operating leases totaled $29.2 million, $19.3 million, and $15.8 million,in 1984,1983,and 1982, respectively. 16.MCl2ARPGELNSPOSAL The Nuclear Waste Policy Act of 1982 requires the United escrow account and are invested for the funding of the lia-States Department of Energy (DOE) to assess utilities one bility related to pre-April 7,1983 generation. This liability mill for each kilowatthour of electricity generated by a nu-is expected to be paid in 1985. The Company's liability for clear generating station after April 6,1983, and to make an its share of Peach Bottom and Salem's generation prior to equivalent assessment for such generation prior to April 7, April 7,1983 is approximately $61 million and full recov-1983, for the shipment and permanent disposal of fuel dis-ery in rates has been approved by the PUC. The liability for charged. Since hiay,1981, the Company has been charg. current generation is expensed as incurred and paid to the ing operations for such costs as permitted for rate making DOE quarterly. purposes and such amounts have been deposited in an ti,LnmNCK8BNRAnntSnn0E The Company has two nuclear units under construction at mercial operation. Prior to resuming construction of Unit Limerick, Pennsylvania. Unit No. I is complete and is No. 2, the Company is required to submit a cost benefit undergoing pre commercial testing. A license has been assessment report to the PUC. Pursuant to an order en-issued by the Nuclear Regulatory Commission which tered August 7,1984,the PUCisinvestigatingvarious permits testing and operation at power levels not to issues prior to resumption of construction of Unit No. 2 exceed 5 percent of full power. (PUC investigation) and has directed the Company to dem-Construction of Unit No. 2, which is approximately 31% orutrate that completion of Unit No. 2 is in the public inter-complete, has been suspended until Unit No.1 is in com-est. The issues to be addressed in the PUC investigatwn 3c

include adequacy of reserve margins without Unit No. 2, which requires the PUC to compare the actual cost of other alternatives to obtain power or decrease consumption, constructing an electric generating facility with the estimate the effect of the capital requirements necessary to complete submitted at the commencement of construction The law Unit No. 2 on the Company's financial health, remedies to provides that if the actual cost exceeds the estimated cost, guarantee cancellanon of Unit No. 2 if its completion is the PUC must exclude the excess cost from the utility's rate found not to be in the public interest and a plan for induce-base unless the utility can show that some or all of the excess ments for timely and cost efficient completion if construc-cost was necessary and proper. In 1974 the original esti-tion of Unit No. 2 is found to be in the public interest. On mated cost of construction of the Limerick Generating Sta-December 3,1984, the Company presented its expert testi-tion was in the range of $1.7 to $2 billion. Estimates at earlier many which concluded that completion of Unit No. 2 is in stages were significantly lower but the Company does not the public interest and represents the least cost alternative believe that such earlier estimates are applicable to deter-for meeting the future requirements of its customers. mine the excess cost applicable under the law. The Company This investigation is not expected to be completed before also beheves the amounts invested in the Umerick Generat-Spring 1985. ing Station are necessary and proper. Operation of Umerick Unit No. I and Unit No. 2 requires an As of December 31,1984, the Company had invested adequate supply of supplementary cooling water. Construc-approximately $4.05 billion in the Umerick Generating tion of the pumping stations, resevoir, pipeline, and related Station, $2.19 billion in Unit No.1, $792 million in Unit facilities which will transport supplementary cooling water No. 2 and $1.07 billion in common facilities. The Company from the Delaware River to the Umcrick Units has been is accruing AFUDC on its entire investment in Umerick. suspended pending the final outcome of litigation. Part of the The Company believes its investment in Umerick will be re-facilities are to be constructed by the Company and other covered through rates charged to customers. If the PUC were portions are to be constructed by government agencies. The to disallow recovery of a portion of the costs of the Umerick Company is involved in the litigation to protect its interests facilities and its action was sustained after legal appeals, such in the facilities utigation to date has been favorable to the disallowed costs would be amortized to expense over the life Company's interests. Any delays in obtaining an adequate of the plant under present accounting practices. Ilowever, supply of supplementary cooling water could delay the under preliminary proposals being considered by the Finan-scheduled dates of commercial operation (1985 for Unit No. cial Accounting Standards Board, the Company might be I and 1990 for Unit No. 2), restrict the operating capacity required to charge any such disallowed costs to expense and increase the cost of the units. immediately. Recently, the Commonwealth of Pennsylvania enacted a law 18.COMMITMtMTS AN CONTINEKIES The Company has incurred substantial commitments in con-The Company is a member of an industry mutual insurance nection with its construction program. Construction ex-company which provides replacement power cost insurance penditures are estimated to be $766 million for 1985 and in the event of a major outage at a nuclear station. The $2.6 billion for 1986-1988. These estimates are reviewed and premium for this coverage is subject to an assessment for revised periodically to reflect changes in economic condi-adverse loss experience. The Company's maximum share tions, revised load forecasts and other appropriate factors. of any assessment is $13 million. Plant facilities under construction, particularly the Umerick The PUC is conducting several investigations involving the Generating Station, require numerous permits and licenses, Company's management of major plant outages during 1983 w hich the Company cannot be assured will be issued at and 1984 and the resulting impact on energy costs recovera-completion of the facilities. ble from customers under the electric energy cost rate. On The Price Anderson Act places a'Umit of Uability"of $620 October 7,1983, the PUC ordered the Company to show million on each licensed nuclear facility for claims that could cause why it should be permitted to charge ratepayers for the arise from an incident involving any licensed nuclear facihty incremental costs,if any, of replacing Salem Unit No. I gen-in the nation. The Company has insured for this exposure cration during outages that started in 1983. On March 20, through a combination of private insurance and indemnity 1984, the PUC also instituted an investigation of plant out-agreements with the Nuclear Regulatory Commission. In the ages occurring in 1983 and 1984 at Peach Bottom Units No. event of such a nuclear incident the Company could be 2 and 3 and Eddystone Units No. I and 2. As a result of these assessed up to $13.5 million per incident with a maximum investigations, the PUC staff, consumer advocate and other amount of $27 millic,a in any one year. parties have claimed that recovery of between $100 and $113 The Compny maintains property insurance,includmg ra-million of energy costs should be denied. The Company be-diation contamination coverage, for loss or damage to its nu-lieves its management of the aforementioned station outages clear facihties. Although it is impossible to determine the was prudent and intends to vigorously contest the claims total amount of the hiss that may result from an occurrence which have been asserted. Counsel is of the opinion that the at these facihties, the Company maintains the maximum Company has meritorious defenses in these matters. The amount of insurance presently available, ( $ 1.06 billion for Company believes it shouki not be precluded from recover-exh stanon). Under the terms of the vanous insurance ing the above costs and that it is remote that u;umate reso-agreements, the Company could be assessed up to $32 mil-lution of these matters will have a material adverse effect hon for losses incurred at any plants insured by the insur-on the results of operations or fmancial position of ance companies. the Company. r

Philadelphia Electnc Company and Subsidury Companics Notes C RnancialStatelnents (continued) I9. QUARTERLYDATA (NAUDITED) The data shown below include all adjustments w hich the Company considers necessary for a fair presentation of such amounts. O[m!mgReyermes _ _ OperatmgIncome Net income Quarter Ended 1984 1981 1984 1081 1984 1981 (Ihousandsof Dollars) March 31 $818.031 $723.216 5128,942 $105.871 5134,838 $103,975 June 30 703,219 572,153 100,680 79,374 108,151 76,071 September 30 755,619 668,259 121,524 121,703 132,339 122.003 December 31 704,I48 632,422 103,113 86,759 117,06I 87.040 Earnings Apphcable Average Shares Eamings Per Average to Common S:a k Outstandmg _ ____ _ Share Quarter Ended 1984 1981 1984 1981 1984 1981 t Thow ands of Dollars) O housands) (Dollars) March 31 $115,451 $88,248 143.044 126,064 5.81 $.70 June 30 87,098 59,186 150,266 133.021 .58 .44 September 30 111.340 105.146 153,519 134,909 .73 .78 Decemirr 31 95.818 69,125 160,274 141,235 .60 .48 1983 fourth quarter results include the write-off of approximately $9.5 million (net of $10.1 million of related income taxes) of operating and maintenance costs of certain pollution control facilities which had been deferred during the first three quarters of 1983 pending a final determination by the PUC as to their recovery. Recovety was denied by the PUC on November 22,1983, at the conclusion of the Company's retail electric rate case.

20. SUFNEMENTARYINFDMA TM TO DISCLOSE TM ESTMATED EFFECTS OFINFLATION FOR TM TEAR ENED DECEMBER 31,19N (NAntTED)

The following supplementary informanon is supplied to effect of inflation. Depreciation expense was determined by show the estimated effects ofinflation under the current applying the Company's depreciation rates to restated 1984 cost" method. The techniques required to develop this infor-average depreciable plant in service. Other Operating Ex-mation are approximate and complex, and may not necessar-penses were not required to be adjusted. ily reflect the true effects of inflation on the Company. Under if the Company had to replace its entire utility plant at this existing regulatory law, the Company is permitted to recover time, the costs to do so would greatly exceed the original actual operating and capital costs incurred to serve cus-costs incurred when the facilities were built because of the tomers and a reasonable return on investment, and the Com-cumulative effect of inflation. These plant replacement costs, pany believes it will be allowed to recover cost increases net of accumulated depreciation, are estimated at $13.4 bil-caused by inflation as such increases are actually incurred. lion. The effect ($489 million) of general inflation in 1984 on net utility plant was greater than the increase ($192 million) Effect ofinflation on Reported income, in specific prices by $297 million. In adjusting the Consolidated Statements of income, as shown below, only depreciation expense was adjusted for the Consolidated Statements of Income Adjustedfor inJ1ationfor the Year _ Ended December 31, I 984 As Adjusted As Reported (Average 1984 Dollars) (Thousands of Dollars, except per share amounts) Operat_ing Revenues $2,981,017 $2,981,017 Depreciation 178,326 474,371 9tl er O[xrating Expenses 2,348,432 2,348,432 l Operating income 454,259 158,214 Other income 251,147 251,147 Income Ilefore Interest Charges and Preferred Stock Dividends 705,406 409,361 l_nterest_Glyarges and Preferred Stock Dividends 295,699 295,699 Earnings Applicable to Common Stock $ 409,707 $ 113,662 Earnings Per Average Share 2.70 .75 u

. Mjustment ofSelected Five Year Financial Information. In order to reflect the impact of general inflation on selected financial information for each of the years 1980 through 1984, the following table shows actual data compared with data adjusted to 1984 dollars. Five YearSummary ofSelected Financial infonnation and Current Cost Data (&usands of Dollars, except per share amounts) 1984 1983 1982 1981 1980 DewlopmentofAdjustment Factors Consumer Price Index Average During Year 311.1 298.4 289.1 272.4 246.8 Year End 315.5 303.5 292.4 281.5 258.4 Consumer Price Index Multiplier A = Average (311,1 + Index) 1.00 1.04 1.08 1.14 1.26 B = Year End (315.5 + Index) 1.00 1.04 1.08 1.12 1.22 Actual and Adjusted Elistorical Financial Information Dividends Per Common Share Actual Paid $2.20 $2.12 $2.06 $1.90 $1.80 Adjusted (Actual x A) $2.20 $2.20 $2.22 $2.17 $2.27 Market Price Per Common Share Actualyear End $14.87 $14.38 $17.00 $13.63 $12.50 Adjusted (Actual x B) $14.87 $14.% $18.36 $15.27 $15.25 Operating Revenues Actual $2,981,017. $2,5%,050 $2,644,753 $2,433,425 $2,123,394 Adjusted (Actual x A) $2,981,017 $2,699,892 $2,856,333 $2,774,105 $2,675,476 Eamings Applicable to Common Stock Actual $409,707 $321,705 $278,623 $223,761 $174,950 Adjusted (Actual x A) $409,707 $334,573 $300,913 $255,088 $220,437 Eamings per Average Common Share i Actual $2.70 $2.40 $2.39 $2.25 $2.00 Adjusted (Actual x A) $2.70 $2.50 $2.58 $2.57 $2.52 Common Shareholders' Equity ActualYear End $2,890,975 $2,569,323 $2,254,435 $1,%3,527 $1,733,614 Adjusted (Actual x B) $2,890,975 $2,672,096 $2,434,790 $2,199,150 $2,115,009 Current Cost Data Excess of increase in General Inllation over increase in Specific Prices on Utility Plant Cost ActualCurrent Cost $2%,690 $147,379 $ (9,011) $186,585 $185,922 Adjusted (Actual x A) $1%,690 $153,274 $ (9,732) $212,707 $134,262 Purchasing Power Gain on Net Amounts Owed ActualCurrent Cost $190,521 $165,235 $148,672 $307,972 $387,110 Adjusted (Actual x A) $190,521 $171,844 $160,566 $351,088 $487,759 Eamings Applicable to Common Stock Actual Current Cost $113.661 5 51,049 $ 48,471 $ 13,044 $ (2,103) Adjusted (Actual x A) $113,661 $ 53,091 $ 52,349 $ 26,270 $ (2,650) Eamings per Average Common Share Actual Current Cost 50.75 $0.38 $0.42 $0.23 $(0.02) Adjusted (Actual x A) $0.75 $0.40 $0.45 $0.26 $(0.03) N l

Phdadelphia Electric Company and Subsidiary Companies FinancialSiatistics StMMfA#f 0 FEM (Milhons of Dollars)___ For the Year Ended 1984 1983 1982 1981 1980 1979 1974 Operating Resenues (I r details see pages 42 and 43) _ __52J81.0,_$2,596 0 _ $2,644.8 $2,433.4 $2,123.4 $1,578.5 $1,011.7 Operating Fxpenses Fueland Energy Interchange 1,122.2 986.6 1,128.5 1,187.6 1,090.5 661.7 439.2 tabor 345.3 317.2 291.1 256.8 232.1 209.3 134.0 Other Materials, Supplies and Services 427.3 354.6 320.5 260.9 184.5 155.4 73.4 TotalOperation and Maintenance 1,894.8 1,658.4 1,740.1 1,705.3 1,507.1 1,026.4 646.6 Depreciation 178.3 165.3 143.8 130.3 122.9 120.6 77.8 Taxes 453.6 378.6 372.2 274.8 227.4 185.7 134.3 TotalOperating Expenses 2,526.7 2,202.3 2,256.1 2,110.4 1,857.4 1,332.7 858.7 454.3 393.7 388.7 323.0 266.0 245.8 153.0 Operatingincome__ Otherincome Allowance for Other Funds Used During Construction 134.5 108.1 65.7 65.0 50.5 46.0 25.3 Income Tax Credits, Net 116.4 87.9 75.8 63.2 49.0 33.9 25.5 Other, Net .2 (3.1) (0.7) 2.5 3.4 1.7 0.3 Totalothcrincome 251.1 192.9 140.8 130.7 102.9 81.6 51.1 income BeforeInterest Charges 705.4 586.6 529.5 453.7 368.9 327.4 204.1 Interest Charges 1.ong-Term Debt 402.5 330.2 308.9 266.7 225.0 193.0 106.3 Short-Term Debt 30.9 35.2 32.0 33.2 13.9 7.3 14.2 Allowance for Borrowed Funds _Used During Construction (220.4) (167.9) (147.6) (123.8) (97.1) (67.4) (45.5) Ncr Interest Charges 213.0 197.5 193.3 176.1 141.8 132.9 75.0 Net income 492.4 389.1 336.2 277.6 227.1 194.5 129.1 PrefenrdStock Dividends 82.7 67.4 57.6 53.8 52.2 44.8 33.7 Eamings Applicable to Common Stock 409.7 321.7 278.6 223.8 174.9 149.7 95.4 Dividends on Common Stock 334.3 283.6 240.5 189.5 157.4 145.0 86.4 Eamings Rcrained $75.4 $38.1 $38.1 $34.3 $17.5 $4.7 $9.0 Earnings PerAverage Common Share (Dollars) $2.70 $2.40 $2.39 $2.25 $2.00 $1.86 $1.81 Dividends per Common Share (Dollars) $2.20 $2.12 $2.06 $1.90 $1.80 $1.80 $1.64 Common Stock Equity (PerShare) $17.81 $17.99 $17.93 $18.10 $18.72 $19.06 $20.21 AserageShares ofCommon Stock Outstanding (Millions) 151.8 133.9 116.5 99.6 87.3 80.5 52.7 Ratings on Phlinde4Ne Electric Company's Securities a Mortgage Bonds Debentures Preferred Stock Agency Ratmg Date Estabhshed Rating Date Estabhshed Ratmg Date Estabhshed Duff and Phelps,Inc. 9 3/80 10 3/80 11 2/83 Fitch investors Service BBB 922 BBB - 9/82 BB + 9/82 Moody's investors Scrvice Baa3 1/83 Bal 1/83 bal 1/83 Standard and Poor's Corporation BBB - 9/82 BB + 922 BB 9/82 m

NY WHEAKIAL MtMillkmsof Dollam Derrmber3I 1984 1983 1982 1981 1980 1979 1974 Assets Utility Pfant,at originalcost $9,834.1 $8,864.2 $7,905.7 $7,044.7 $6,415.7 $5,885.5 $4,123.9 less: Accumulated Depreciation 1,726 3 1,592.0 1,450.1 1,330.6 1,235.7 1,144.1 717.8 LeasedProperty net 352.1 364.0 299.1 270.0 1393 116.0 923 Net Utihty Plant 8,459.9 7,636.2 6,754.7 5,984.1 5,319.3 4,857.4 3,498.4 Insestments 80.9 99.4 91.4 77.8 58.7 47.4 12.7 CurrentAssets Cash and Temporary Cash Investments 30.4 57.2 50.0 30.7 6.7 10.6 16.0 Escrow Deposits 88.1 8.0 Accounts Receivable 384.2 338.6 342.2 342.4 3003 230.9 130.0 Inventories 150.5 131.1 143.0 132.2 121.1 110.0 72.5 Deferred Energy Costs 229.9 1493 (85.4) (313) 11.0 83.5 21.7 Other 48.9 44.3 40.2 35.1 31.8 27.7 183 Deferrrd Debits 82.9 80.4 24.9 31.5 18.5 12.9 6.0 Total $9,555.7 $8,544.5 $7,361.0 $6,602.5 $5,867.4 $5,380.4 $3,775.6 Capitali::ation andliabilitics Common Stock $2,361.0 $2,110.5 $1,826.2 $1,572.4 $1,377.4 $1,239.6 $ 782.9 Other Paid.in Capital 6.7 5.9 4.6 3.9 2.6 2.2 13 Retained Eamings 5233 452.9 423.6 387.2 353.6 338.2 293.7 Common Shareholders' Equity 2,891.0 2,569.3 2,254.4 1,963.5 1,733.6 1,580.0 1,077.9 Preferred Stock Without Mandatory Redemption 572.5 522.5 372.5 372.5 372.5 372.5 307.5 With Mandatory Redemption 326.2 284.9 2923 266.9 274 3 206.8 178.9 Long Term Debt 3,778.0 3,381.8 3,028.5 2,745.7 2,371.9 2,241.9 1,597.7 TotalCapitali:ation 7,567.7 6,758.5 5,947.7 5,348.6 4,7523 4,401.2 3,162.0 Current Liabilities Short-Term Debt 260.0 267.5 64.7 54.2 52.6 85.2 177.9 Current Maturities of long-Term Debt 50.4 213 36.1 130.8 127.8 91.9 lease obligatior3 dne within one ycar 68 3 61.5 32.5 53.9 18.5 18.1 103 Accounts Payable and Dividends Declared 200.1 179.9 188.5 188.9 187 6 133.5 78.8 Taxes Accrued and Deferred 158.0 102.3 22.6 51.4 77.8 65.1 28.0 Interest Accrued 91.1 91.8 99.8 823 64.9 58.1 30.5 Other 127.2 54.1 24.7 18.1 17.4 13.9 3.9 Deferred Credits and Other liabilitics Obligations UnIer Capital Leases '283.8 302.5 266.6 216.1 120.8 97.9 82.0 Other 749.1 726.4 692.6 552.9 444.7 379.6 110.3 Total $9,555.7 $8,544.5 $7,361.0 $6,602.5 $5,867.4 $5,380.4 $3,775.6 Years prior to 1984 have bee n restated to conform with SFAS 71-See Note # 2 to financial statements. 41

Phdaletphia Electric Company and Subsidiary Companies MM BECTRIC09BlMNINE 1984 1983 1982 1981 1980 1979 1974 Output (hIillions of Kilowatthours) Steam 11,085 10,457 8,598 9,931 11,234 11,279 16,649 Nuclear 6,462 5,520 10,743 7,464 7,333 7,104 1,745 Ilydraulic 2,085 1,739 1,581 1,397 1,240 2,155 1,938 Pumped Storage Output 1,100 979 1,126 1,101 1,050 1,270 1,075 Pumped Storage Input (1,579) (1,427) (1,665) (1,624) (1,526) (1,847) (1,515) Purchase and Net Interchange 11.975 12,181 11,120 11,173 9,973 9,180 5,300 Internal Combustion 425 491 178 283 442 454 1,200 Other 528 1,016 TotalElectric output 31,553 29,940 31,681 30,253 29,746 29,595 27,408 Sales (htillions ofKilowatthours) Residential 8,515 8,467 7,877 8,014 8,341 7,968 7,159 SmallCommercialand industrial 3,543 3,284 3,142 3,115 3,065 2,928 2,558 Large Commercial and Industrial 14,881 14,478 14,178 14,916 15,056 15,428 14,622 AllOther 1.061 1,003 1,012 1,005 1,159 1,277 1,217 Service Territory 28,000 27,232 26,209 27,050 27,621 27,601 25,556 Jersey Central Powerand Light (Salem #2) 1,395 346 3,352 1,218 TotalElectricSales 29,395 27,578 29,561 28,268 27,621 27,601 25,556 NumberofCustomers, December 31 Residential 1,230,883 1,217,635 1,2 %,944 1,200,238 1,190,312 1,173,514 1,113,036 SmallCommercialand industrial 121,676 119,292 118,407 117,016 116,808 115,724 117,237 1.arge Commercial and Industrial 5,100 5,437 5,616 5,790 5,820 5,798 5,724 All Other 751 751 762 746 736 1,919 2,248 TotalElectric Customers 1,358,410 1,343,115 13 31,729 1,323,790 1.313,676 1,2 %,955 1,238,245 Operating Rewnues (hfillions of Dollars) Residential $854.9 $744.0 $694.4 $643.7 $607.8 $461.0 $314.4 SmallCommercialand industrial 360.2 316.6 310.6 285.9 249.8 189.0 122.0 Large Commercial and industrial 1,008.5 877.4 922.3 917,1 813.9 587.4 388.1 All Other 145.1 139.4 118 3 109.5 95.4 74.5 49.0 Service Territory 2,368.7 2,077.4 2,045.6 1,956.2 1,766.9 1,311.9 873.5 Jersey Central Power & Light (Salem #2) 67.0 30.5 135.4 45.9 TotalElectric Revenues $2,435.7 $2,107.9 $2,181.0 $2,002.1 $1,766.9 $1,311.9 $873.5 Operating Expenses (hfillions ofDollars) Operating expenses excluding depreciation $1,858.5 $1,592.0 $1,688.4 $1,586.5 $1,414.0 $975.4 $669.6 Depreciation 163.0 150.9 130.2 117.3 111.1 110.0 68.4 TotalOperatingExpenses $2,021.5 $1,742.9 $1,818.6 $1,703.8 $1,525.1 $1,085.4 $738.0 Electric Operatingincome (hfillions ofDollars) $414.2 $365.0 $362.4 $298.3 $241.8 $226.5 $135.5 Average Use per Residential Customer (kilowatthours) Without Electric lleating 6,160 6.319 5,875 6,022 6,411 6.227 6,154 With Electric llcating 17,293 16,523 16,813 18,054 19,482 20,760 22,140 Total 6,960 6,990 6,544 6,699 7,058 6,829 6,460 Electric Peak load, Demand (thousands of kws) 5,925 5,879 5,691 5,731 6,095 5,641 5,431 Net Electric Generating Capacity-Year End Summer rating (thousands oikws) 7,765 7,974 8,006 8,006 7,698 7,727 7,808 Cost of Fuel per hhllion Btu $2.22 $2.25 $1.57 $2.10 $1.90 $1.55 $1.42 Btu per Net Kilowatthour Generated 10,920 10,906 10,918 10,930 10,787 10,810 10,676 n

I .M GAS 0PERAn0NS 1984 1983 1982 1981 1980 1979 1974 Sales (Afillions ofCubic Feet) Residential 1,941 2,168 2,442 2,446 2,461 2,327 2,281 llouse lleating 25,429 22,981 24,237 24,675 23,671 23,593 23,793 Commercialand industrial 41,145 39,043 41,660 45,670 42,890 37,452 35,913 AllOther 1,282 672 422 127 92 93 79 TotalGas$ ales 69,797 64,864 68,761 72,918 69,114 63,465 62,066 NumberofCustomers, December 3i Residential 70,794 72,501 76,638 78,426 81,345 85,315 90,870 llouse lleating 211,984 206,443 198,910 193,038 182,246 168,905 163,093 Commercialand industrial 23,442 22.810 22,324 21,578 20,197 19,065 20,276 _ TotalGas Customers 306,220 301,754 297,872 293,042 283,789 273,285 274,239 Operating Revenues (Afillions ofDollars) Residential $19.0 $19.1 $18.1 $15.4 $14.0 $10.7 $7.1 llouse lleating 191.7 165.8 147.1 128.5 108.5 91.2 55.4 Commercial and Industrial 243.7 227.3 221.1 209.7 166.7 118.4 45.7 AllOther 5.6 3.0 1.8 0.5 0.3 0.2 0.1 Subtotal $460.0 $415.2 $388.1 $354.1 $289.5 $220.5 $108.3 Other Revenues 3.0 1.8 2.3 2.3 1.2 0.6 0.6 TotalGas Revenues $463.0 $417.0 $390.4 $356.4 $290.7 $221.1 $108.9 Operating Erpenses (Afilhons ofDollars) Operatingexpensesexcludingdepreciation $413.9 $377.6 $354.1 $322.0 $258.0 $194.4 $82.2 Depreciation 13.5 12.7 11.9 11.3 10.2 8.9 8.1 TotalOperating Erpenses $427.4 $390.3 $366.0 $333.3 $268.2 $203.3 $ 90.3 j Gas Operating income (Afillions ofDollars) $35.6 $26.7 $24.4 $23.1 $22.5 $17.8 $18.6 srrmarmnans Sales (Afillions ofPounds) 4,735 4,552 5,086 5,484 6,044 6,581 7,600 NumberofCustomers, December 31 540 545 571 593 618 638 710 ( Operating Rewnues (Afillions ofDollars) $82.3 $71.1 $73.4 $74.9 $65.8 $45.5 $29.3 Operating Expenses (Afillions of Dollars) Operating expenses excluding depreciation $76.0 $67.4 $69.8 $71.6 $62.4 $42.3 $29.1 Depreciation 1.9 1.7 1.7 1.7 1.7 1.7 1.3 _ TotalOperatingExpenses $77.9 $69.1 $71.5 $73.3 $64.1 $44 0 $30.4 l Steam Operating income (Afillions ofDollars) $4.4 $2.0 $1.9 $1.6 $ 1. 7 $1.5 t(1.1) p~.t .g,. -- 4 7,, m-re.: wenm e,3 Mngek.msh iW I r w 4 w I i h g.. ^ 80 89 s2 83 st 80 81 s2 83 at Q Salem Unitko. 2 Sales - - ~

Ptuladdphia Ehr ox Company and SubWdiary Compames ShareholderMormatiert Stock Exchangelistings 7326. From within Pennsylvania dial 1-800-242-7326. Local Most PE secunties are listed on the New York Stock Ex-Philadelphia calls should be made to 841-5795. change and the Phdadelphia Stock Exchange. Philadelphia Annual Afccring Electnc Pmer Company debentures are listed on the Phila-The AnnualMeetingof the Shareholdersof theCompany delphia Stock Exchange. will be held on April 10,1985, at 10:30 A.M. at the Wyndham Franklin Plara flotel,17th & Race Streets, Philadelphia, PA. I mpany has paid dividends on its common stock con-Common stock shareholders of record at the close of busi-tinually since 1902. The Board of Directors normally consid-n March 1,1985, are entitled to vote at this meeting. ness ers common stock dividends for payment in March, June, N tice f themeeting,proxystatement,andproxywillbe September and December.

  • ailed under separate cover. Prompt return of the proxies The Company estimates that 66% of the $2.20 per share divi-wd. l be appreciated.

dend paid to common shareholders in 1984 represents a re-turn of capital which is not taxable as dividend income for Fonn 10 K Federal income tax purposes. All dividends on preferred Form 10-K, the annual report filed with the Securities and stock are taxable. Exchange Commission, is available, without charge, to shareholders upon written request to Philadelphia Electric Dividend Rcinvestment and Stoc k Purchase Plan Company,2301 Market Street, PO. Box 8699, Philadelphia, Shareholders may use their dividends to purchase additional PA 19101, Attn: Financial Division. shares of common stock through the Company's Dividend Sharrholdcrs Reinvestment and Stock Purchase Plan. Philadelphia Electric pays all brokerage and service fees. The Company has 300,856 shareholders of record of com-Customers of the Company who are not shareholders may mon stock,a 21% increase in 5 years. enroll in the plan by making a one time purchase of com-TransferAgents and Registrars mon stock directly from the Company. PilllADELPillA ELECTRIC COMPANY-All shareholders have the opportunity to invest additional Preferred and Common Stocks funds in common stock of the Company, w hether or not Registrars: Mellon Bank (East) N.A., Four Mellon they have their dividends reinvested - also with all fees borne Bank Center, by the Company. Phdadelphia, PA 19102 The Plan also enables eligible participants ir. the Plan to elect Morgan Guaranty Trust Co. of NY, to defer Federal income tax on up to $750 ( $1,500 for joint 30 W. Ilroadway, NY, NY 10015 returns) of reinvested dividends per year as provided by the Economic Recovery Tax Act of 1981. Transfer Agents: Philadelphia Electric Company, 2301 Market St., Phila., PA 19101 Over 33% of the Company's common shareholders are par. ticipants. In 1984, they invested more that 195 million Morgan Guaranty Trust Co. of NY, through the Plan, including cash pay ments. Information 30 W. Broadway, NY, NY 10015 concerning this Plan may be obtained from M.W. Rimerman, PilllADELPillA ELECTRIC COMPANY-Treasurer, Philadelphia Electric Company,2301 Market First and Refundmg Mortgage Bonds Street, PO. Iku 8699, Philadelphia, PA 19101. Trustee: Fidelity Bank N.A., Broad & Walnut Sts, Phila., PA 19109 Comments Welcomed The Company always is pleased to answer questions and New York Agent: Morgan Guaranty Trust Co. of NY, provide information. Please address your comments to Mrs. 30 W. Broadway, NY, NY 10015 L S. Binder, Secretary, Philadelphia Electric Company,2301 PilllADELPillA ELECTRIC COMPANY-Debentures Market Street PO. Iku 8699, Philadelphia, PA19101. PilllADELPillA ELECTRIC POWER COMPANY Inquiries relatmg to shareholder accounting records, stock (A Subsidiary)-Debentures transfer and change of address should be directed to Phila-Trustee: The Philadelphia National Bank, Broad delphia Electnc Company,2301 Market Street, PO. Iku & Chestnut Sts., Phila., PA 19101 8699, Philadelphia, PA 19101, Atin: Stock Transfer Section. New York Agent: Irving Trust Co.,One Wall Street, NY, NY 10015 Toll Frre Telephoncline Toll. free telephone imes are avadable to the Company's GeneralOffice shareholders for inquiries concerning their stock ownership. 2301 Market Street, PO. Box 8699, Phila., PA 19101. When calling from outside Pennsylvania. dial 1 800-223-(215)841 4000. NYSE-Composite Coneen Stock Pricas, Esmings amt Dividemis by Qunite_rsfPer Shere)_ _ 1983 1984 ~ imrth~ R hiid scold ~ ~Iirit~ ~~~ IoErik ThEd~~%5d-1irst t Quarter Quarter Quarter Quarter Quarter Quarter Quarter Quarter t hgh Price $15% $13% $144 $16 $18% $17% $18% $18 low Price $12% $9 $11% $14 $13% $15% $16% $16% Earnings 60( 73( 58c 81< 48( 78( 44( 70( Dividends 55( 55c 55( 55( 53( 53C 53( 53t u

Directors OlNcers John 11. Austin,Jr. James L Everett Philip G.hiulligan President and Chiefoperating Officer Chairman of the BoarJ Vice President . of the Company _ anJ ChicfE1uutivr officer Gas operations William T. Coleman,Jr., Esq. John 11. Austin,Jr. Joseph E Paquette,Jr. Senior Partner of thelawfirm Preshfent anJ Chief 0perating officer Vice President l ofOhtelveny & Atyers Vincent 5. Bover Finance and Accounting hl. Walter D'Alessio Senior Vice President A. Lewis Parry,Jr. l President and Chief Executive Officer - Nucicar Power Vice President Latimer & Buck,Inc. Edward G. Bauer,Jr. PurchasingandGeneralServices (Afortgage Banking andRealEstate Vice President and Lucy S. Binder Development) GeneralCounsci. Surctary James L. Everett Chfford Brenner htorton W. Rimerman { Chairman of the Board Vice President Treasurer and ChiefExecutive Officer Corporate Communications James D. Lynch of the Company ' Thomas W. Coppock Assistant Snrctary 1 i Wilham S. Fishman Vice President J. Robert Causton Chairman of the Executive Committee Elatric Transmission Assistant Treasurer ARA Scrsices, Inc. (Service Atanagemeno and Distrnbuthm Jon A. Katherine Robert E Gilkeson Shields L Daltroff Assistant Treasurer i Chairman ofthcExnutivc Committec Vicc President

  1. E'"

"""'I Wilham W. Itagerty Elutric Production RetircJPresident DrexclUnisersity Charles L Frit: Robert D. Ilartison Vi(c President Vkc Chairman Personnciandindustrial Relations / John Wanamaker, Philadelphia Raymond E Ilotman I (Afenhandising) Vice Presideni Paul R. Kaiser GeneralAJministrathm Chairman Emeritus John S. Kemper i Tasty Baking Company Vice President ] (DiscrsifieJ Afanufacturing) Engineering anJ Rescanh 1 Joseph C. Ladd William B. htorlok \\ Chairman and ChiefEsuutive Officer Vice PrestJent Fidchty AtutualLifeinsurance Company CommenialOperations EdnheJ. Levit, hl D. President anJ Chief Executisc 0fficer Marional Board of Afedica! Examiners { Joseph J. NicLaughlin hlanagement Change: Prrsident and Chief Executive Officer Beneficial AfutualSavings Bank OnJune 25,1984, A. Lewis Parry,Jr. was elected Vice President, Purchasing and General Services, succeeding Clair V. htember of the Execunve Committee htyers, who retired September 1,1984. 1 a r i 0 ,,,.---e. r. m..-.. .-~_ _.,..,--~v-.i ,a,~.-... - - -, - - - - - -. - - - -.. w, n w,m.c-,,---.-, ,,,r------, ,-m ..m

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