EXELON CORP — Director's Dealing 2012

Jan 25, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: EXELON CORP (EXC)
CIK: 0001109357
Period of Report: 2012-01-23

Reporting Person: ROWE JOHN W (Chairman and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-01-23	Common Stock	M	61334	$39.83	Acquired	356131	Direct
2012-01-23	Common Stock	F	23300	$39.83	Disposed	332831	Direct
2012-01-23	Common Stock	D	13457	$39.83	Disposed	319374	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-01-23	Performance Shares - Stock Units	$	A	118910	Acquired		Common Stock (118910)	Direct
2012-01-23	Performance Shares - Stock Units	$	M	61334	Disposed		Common Stock (61334)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock - ESPP	3618	Direct
Common Stock - 401(k) Shares	7111	Direct
Common Stock	3500	Indirect

Footnotes

F1: Performance Shares awarded pursuant to the Exelon Long Term Incentive Plan. 1/3 of the shares awarded vest immediately upon receipt. The remaining shares vest in 1/3 increments on each of the first and second anniversaries of the grant date. Under certain circumstances some or all of the vested shares may be settled in cash on a 1 for 1 basis based on the cash value of the underlying stock on the date of vesting.

F2: Vested amount includes 1/3 of the current grant and the final 1/3 of the grant made in January 2010.

F3: Shares withheld by the Issuer for reporting person's tax obligation.

F4: Shares settled in cash on a 1 for 1 basis.

F5: Shares held as of 12/31/2011 in a multi-fund 401(k) Plan to be settled in cash upon the reporting person's termination of employment for any reason on a 1:1 basis. Shares are acquired through regular periodic contributions, company matching contributions, and the automatic reinvestment of dividends.