22.06.2006 19:09:00

Exelon and PSEG Announce Agreement with U.S. Department Of Justice

Exelon Corporation (NYSE:EXC) and Public ServiceEnterprise Group Incorporated (NYSE:PEG) announced today that theyhave reached a comprehensive agreement with the Antitrust Division ofthe United States Department of Justice (DOJ), which resolves allcompetition issues reviewed by the DOJ in connection with the proposedmerger of Exelon and PSEG.

Under the terms of the DOJ agreement, Exelon and PSEG will divestfossil-fuel fired electric generating stations with a total capacityof approximately 5,600 megawatts, assuring that the merger will notadversely affect competition. No divestiture of nuclear capacity ornuclear plants would be required by DOJ, as the increased fossildivestiture will resolve all competition issues. The fossildivestiture required by the settlement with DOJ will satisfy therequirements imposed by the Federal Energy Regulatory Commission(FERC) to divest fossil generation. The virtual nuclear divestitureapproved by FERC in June 2005 continues to be a FERC requirement eventhough it is not required by DOJ. The divestitures will be requiredonly if the merger closes.

"Our agreement with DOJ is a major milestone, and we are movingahead to get our last remaining regulatory approval from the NewJersey Board of Public Utilities," said John W. Rowe, chairman,president, and CEO of Exelon. "The DOJ's comprehensive investigationand analysis encompassed millions of pages of documents, includingtestimony and other evidence presented by the staff of the New JerseyBoard of Public Utilities, the New Jersey Ratepayer Advocate, and manyother parties in the New Jersey proceedings. We are hopeful that theDOJ resolution will provide positive momentum that will enable us tocomplete our discussions in New Jersey as soon as possible."

The final decision on whether to proceed with the merger will restwith the boards of both Exelon and PSEG after the terms and conditionsof regulatory requirements are known.

Closing is anticipated in the third quarter upon completion of allrequired regulatory actions.

The agreement with DOJ requires Exelon Electric & Gas to enterinto agreements within 150 days after the merger closes to sell thefollowing power plants and would give DOJ approval rights over thebuyers to assure a competitive market after the divestiture:

-- Linden, a 1,544 MW combined cycle natural gas and peaking (gas/oil) facility owned by PSEG (Linden, N.J.)

-- Eddystone, a 1,408 MW coal-fired, mid-merit (oil/gas) and peaking (oil) facility owned by Exelon (Eddystone, Pa.)

-- Mercer, a 777 MW coal- and natural gas/oil-fired facility owned by PSEG (Hamilton, N.J.)

-- Hudson, a 991 MW coal- and natural gas-fired facility owned by PSEG (Jersey City, N.J.)

-- Sewaren Units 1-4, a 453 MW natural gas/oil steam facility owned by PSEG (Woodbridge, N.J.)

-- Cromby, a 345 MW coal- and natural gas/oil-fired facility owned by Exelon (Phoenixville, Pa.)

The divestiture would be the largest required in an energy companymerger, involving 26 generating units located at these six plants.

The agreement with DOJ is embodied in a consent decree filed withthe United States District Court for the District of Columbia. Theconsent decree resolves all competition issues found by DOJ after anexhaustive evaluation over 15 months involving a review ofapproximately 9 million pages of documents, scores of interviews anddepositions, and extensive analysis of the competitive effects of theproposed merger. DOJ's analysis included the energy and capacitymarkets in PJM, the vertical market concentration issues associatedwith combination of the electric and gas assets of the two companies,and the New Jersey Basic Generation Service (BGS) auction.

"We believe the comprehensive nature of DOJ's review, with itsantitrust expertise and considerable resources, provides substantialassurance that the merger will not adversely affect competition,considering the extensive divestiture required and the approval andenforcement mechanisms that are included in the consent decree.Following the divestitures required by DOJ, the combined company willhave less fossil generation in the PJM East region than PSEG hastoday. The agreement will allow us to keep our nuclear generation. Infact, we believe the merger will be pro-competitive and, withincreased output of low-cost nuclear generation resulting from themerger, will provide substantial energy cost reductions to customersin New Jersey and Pennsylvania as well as improved safety andreliability," added E. James Ferland, chairman and CEO of PSEG.

Exelon and PSEG expect to begin the asset-sale process shortly, inorder to execute sales promptly following the close of the merger.

Investor conference call information: Exelon and PSEG havescheduled an investor conference call for 5 p.m. ET (4 p.m. CT) onJune 22, 2006. Spokespeople will be John Young, executive vicepresident of finance and markets and CFO for Exelon, and Tom O'Flynn,executive vice president and CFO of PSEG. The call-in number in theU.S. is 888-562-3356, and the international call-in number is973-582-2700. No password is required. Media representatives areinvited to participate on a listen-only basis. The call will beweb-cast and archived on Exelon's Web site (www.exeloncorp.com) and onPSEG's Web site (www.pseg.com). Please select the Investor Relationspage.

Corporate Profiles

Exelon Corporation is one of the nation's largest electricutilities with approximately 5.2 million customers and more than $15billion in annual revenues. The company has one of the industry'slargest portfolios of electricity generation capacity, with anationwide reach and strong positions in the Midwest and Mid-Atlantic.Exelon distributes electricity to approximately 5.2 million customersin northern Illinois and Pennsylvania and natural gas to more than470,000 customers in southeastern Pennsylvania. Exelon isheadquartered in Chicago and trades on the NYSE under the ticker EXC.

Public Service Enterprise Group (PSEG) (NYSE:PEG) is a publiclytraded diversified energy company with annual revenues of more than$12 billion, and three principal subsidiaries: PSEG Power, one of thelargest independent power producers in the U.S.; Public ServiceElectric and Gas Company (PSE&G), New Jersey's oldest and largestenergy distribution utility company; and, PSEG Energy Holdings, aholding company for other non-regulated energy businesses.

Forward-Looking Statements

This release includes forward-looking statements within themeaning of the Private Securities Litigation Reform Act of 1995, whichare subject to risks and uncertainties. The factors that could causeactual results to differ materially from these forward-lookingstatements include risks associated with the proposed merger of Exelonand PSEG that are included in the joint proxy statement/prospectusthat Exelon filed with the SEC pursuant to Rule 424(b)(3) on June 3,2005 (Registration No. 333-122704). Readers are cautioned not to placeundue reliance on these forward-looking statements, which apply onlyas of the date of this release. Exelon and PSEG do not undertake anyobligation to publicly release any revision to the forward-lookingstatements to reflect events or circumstances after the date of thisrelease.

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