Exelon Offer Creates the Only Real, Meaningful Value Available to NRG Shareholders

Urges NRG shareholders to elect nine new independent directors to maximize the
opportunity to realize this value
CHICAGO--(Business Wire)--
Exelon Corporation (NYSE:EXC) announced today that it has mailed a letter to
shareholders of NRG Energy, Inc. with more information on its increased offer to
acquire NRG. The letter emphasizes that the offer brings $2-3 billion in
immediate value to NRG shareholders, and there is nothing that NRG can do on a
standalone basis to match that. In the letter, Exelon urges NRG shareholders to
vote the BLUE proxy card to elect nine new independent directors who will foster
negotiations. The full text of the letter follows:

* * * *

Dear NRG Energy, Inc. Shareholder:

Exelon`s offer to NRG shareholders is about real value - $2-3 billion
immediately and more in the future. We have increased our offer by over 12%
after identifying an additional $1.5 billion in synergies and giving credit to
the real value that NRG has created through its acquisition of Reliant`s retail
business. There is nothing that NRG can do on a standalone basis that will give
you as much. We are offering you securities in a company whose value will also
grow when power prices recover, whose value rises rather than declines as carbon
is priced into the marketplace, and whose balance sheet is much stronger.

The only way you will be able to realize this value is if you and other NRG
shareholders take action now to elect nine new independent directors to the NRG
board. We urge you to vote today using the BLUE proxy card - by telephone, by
Internet or by signing, dating and returning the BLUE proxy card in the
postage-paid envelope provided. Even if you have already voted by using the
White card, you can still change your vote by using the BLUE proxy card.

Exelon is prepared to discuss its offer with NRG at any time without
preconditions. Exelon has made a full and fair offer for NRG, taking into
account current market conditions as well as the additional synergies we have
found and NRG`s acquisition of the Reliant retail business. Election of nine new
NRG directors will foster negotiations that can lead to a mutually beneficial
transaction. The election of less than nine new directors will not demonstrate
the shareholder conviction that is essential to make a transaction happen.

EXELON`S OFFER IS REAL AND IMMEDIATE VALUE

You have received an avalanche of information about our offer from both Exelon
and NRG, especially in the last several weeks. There are six areas that deserve
a closer, objective look. These six areas go to the heart of our value
proposition.

1. Exelon has significant upside earnings potential, while NRG faces revenue
deterioration.

Between 2009 and 2011, we expect Exelon`s gross margin to grow by approximately
$500 million due largely to the expiration of the below-market power sales
agreement between Exelon Generation and PECO Energy Company. This projection is
based upon forward market prices, expected generation, and Exelon`s existing
hedges, including Exelon Generation`s successful bids in the recent Allegheny
and PECO Energy procurement auctions.

Based on NRG`s own publicly-disclosed hedge position and current forward prices,
NRG is likely to experience a significant decline in EBITDA as baseload energy
revenues fall by roughly $700 million in 2011 compared to 2009. Exelon disclosed
this estimated decline in a July 2 SEC filing, and NRG has not challenged it.

In 2009, 95% of the NRG baseload portfolio was sold forward at an average price
of $61/MWh, based on the average prices disclosed in NRG`s 2008 Form 10-K. In
2011, NRG`s average sales price will be roughly $9/MWh lower:

* 67% of the portfolio already has been sold forward at $52/MWh, as stated in
NRG`s 2008 Form 10-K.
* Based on forward 2011 power and commodity market prices as of May 29, 2009,
the remaining 33% will be sold at an average price of about $53/MWh.

This deterioration in pricing for roughly 63 GWh of baseload energy, combined
with roughly 3 GWh in forecasted reduced baseload output, again as disclosed in
NRG`s 2008 Form 10-K, produces an expected revenue decline of approximately $700
million in 2011 compared to 2009.

2. The difference between NRG's and Exelon's valuation of Reliant is much
smaller than NRG asserts.

NRG claims the purchase of Reliant retail has resulted in an increase in NRG`s
value of $4.50 per share, and that Exelon has ascribed only $1.00 per share of
value to Reliant. In fact, we do not value Reliant retail as highly as does NRG,
but the difference between our valuations is much narrower than NRG asserts.

We believe that the gross value of Reliant retail is about twice what NRG paid
for it, while NRG maintains that Reliant retail is worth $4.50 per share, about
three times the purchase price paid only two months ago. The difference between
these values is not, as NRG claims, over $3.50 per share. NRG`s $4.50 per share
value is not net of purchase price and does not include any cost for permanent
collateral. Exelon`s $1.00 per share value is net of both the purchase price and
collateral requirement. Thus, NRG`s repeated comparison of its valuation of
$4.50 per share to Exelon`s $1.00 per share is a classic failure to compare
"apples to apples." Deducting the purchase price and permanent collateral from
NRG`s gross number results in a valuation of just over $2.00 per share.
Moreover, Exelon`s $1.00 per share valuation does not include approximately 50
cents per share in net present value of synergies which Exelon believes it can
achieve in consolidating the two companies` retail businesses.

NRG`s recently updated guidance forecasts $400 million of Reliant retail EBITDA
in 2009. We believe this is only a temporary increase due to low gas prices and
an un-hedged position and is not indicative of the future performance of the
Reliant retail business. The low gas prices that made Reliant retail valuable in
the short term threaten both its value and that of the rest of NRG`s business in
the longer term.

3. The transaction is equitable on a free cash flow basis.

NRG asserts that it will contribute a disproportionate amount of free cash flow
relative to the ownership stake its shareholders will receive in the combined
company. We agree that NRG has attractive free cash flow, but their estimate
significantly overstates NRG`s contribution to the combined company.

NRG created a new definition of free cash flow - "recurring free cash flow." In
recurring free cash flow, NRG excludes both its environmental and growth capital
expenditures. NRG has significant environmental capital expenditures looming in
the coming years above the projected expenditures that NRG has specifically
quantified in its public disclosures. In addition, NRG repeatedly stresses that
its various "growth" initiatives are the building blocks to its future
prospects. If those environmental and growth capital expenditures were to be
included in the analysis, NRG`s cash flow would be much lower than the
"recurring free cash flow" that NRG`s management is forecasting.

The free cash flow measure being used by NRG also fails to remove the effects of
leverage, which further overstates NRG`s relative cash flow contribution. Exelon
determines value by performing a long-term discounted cash flow (DCF) analysis
for each asset. This approach correctly accounts for leverage and riskiness of
the cash flows, includes all related costs, and reflects the long-term impact of
key factors like gas and carbon. One shorter-term measure which is more
consistent with our DCF approach is leverage-adjusted EBITDA. This metric is
routinely used by the financial community to analyze acquisitions and correctly
accounts for the impact of leverage. Based on this metric, the cash flow
contributions to the combined company by NRG are clearly in line with Exelon`s
offer, as illustrated below.

4. NRG faces $1.3 - $2.3 billion of environmental compliance costs, while Exelon
has significant carbon upside.

Pending federal initiatives will have a significant impact on NRG`s coal-fired
power plants, which account for approximately 75% of NRG`s megawatt hours sold.
These initiatives include aggressive enforcement actions by the Obama
administration of the Clean Air Act New Source Review requirements on NOX and
SO2 and the Environmental Protection Agency`s forthcoming Clean Air Interstate
Rule and Clean Air Mercury Rule, as well as the EPA`s likely new requirements
relating to coal ash management. NRG will have to spend a significant amount of
money on capital improvements to address these new requirements.

This is a fact that NRG recognizes. In its first quarter 2009 Form 10-Q, NRG
discusses these initiatives and states that it has prepared a capital
expenditure plan in anticipation of these upcoming requirements. However, NRG
does not disclose the estimated costs in its plan, leaving it to others to
estimate the costs. Based on publicly available information about NRG`s plants,
our assessment of the impact of the federal initiatives on those plants on a
plant-by-plant basis, and third party estimates of costs of compliance for each
plant we evaluated, Exelon determined that these initiatives will result in
compliance costs for NRG of $1.3 - $2.3 billion in excess of NRG`s $1.2 billion
of planned expenditures for current environmental requirements as disclosed in
NRG`s 2008 Form 10-K. Our estimate of these costs is included in our valuation
model for NRG. We disclosed these costs in a filing with the SEC on July 2,
2009, and NRG has not taken issue with our analysis.

While NRG faces up to several billion dollars in environmental costs, Exelon,
with the largest nuclear fleet in the country, stands to benefit more than any
other generating company from whatever carbon legislation is passed. We believe
Exelon`s EBITDA will increase $1.1 billion annually if the Waxman-Markey
legislation that passed the U.S. House of Representatives on June 26, 2009
becomes law. As a stand-alone company, NRG has little upside from carbon
legislation. Any downside from carbon legislation for NRG is separate and apart
from the $1.3 - $2.3 billion in additional environment compliance costs outlined
above.

5. Exelon`s low risk, low cost uprates offer better value than NRG`s high risk,
high cost new nuclear build.

As the owner and operator of the largest and best run nuclear fleet in the
country, we know something about nuclear plants and the risks of nuclear
construction. While NRG has done much work on its STP 3 & 4 new nuclear project
and there is some value in the option inherent in that project, the value of
that option is overwhelmed by the associated risks. Any NRG shareholder who
values new nuclear output in a carbon-constrained world should see much greater
value in Exelon`s proposed nuclear uprates.

New nuclear projects are subject to substantial project execution and cost
escalation risks. The industry has inaccurately estimated the costs of these
projects in the past. NRG has no experience building a nuclear plant, and its
cost estimate of $3,200 per kW is far lower than the consensus U.S. cost
estimate of $4,000 - $4,500 per kW. In addition, both the amount and sources of
NRG`s financing for the project are uncertain and none of its major risk
mitigation steps have been implemented.

On the other hand, Exelon`s nuclear uprate plan delivers more megawatts than
NRG`s new build with little risk and at half the cost. Nuclear uprates provide a
substantially higher return at much lower financial risk than new build and do
not present the risk of new build cost overruns and regulatory delays. This is
evidenced by Exelon`s success in implementing over 1,100 MWs of prior uprates.
The power from uprates will come online sooner and our phased approach means we
can defer specific uprate projects if market conditions dictate. The value
upside in Exelon`s existing fleet and uprates is substantially greater given the
little risk and higher return embedded in Exelon`s nuclear fleet.

6. Real synergies equal real value.

We are confident that all $3.6 - $4 billion in net present value synergies that
we have identified can be achieved. Our analysis of potential synergies was
compiled by an Exelon team with significant experience in the PECO-Unicom merger
and other corporate transactions and was assisted by the country`s leading
synergy consultants. More importantly, our significant experience in cost
reduction demonstrates we will achieve these cost savings, and possibly even
more. In cost reduction programs in 2000-2001 and 2003-2004, we delivered annual
savings of over $250 million and $350 million, respectively, far surpassing the
initial targeted savings.

Our synergy estimates are based in large part on information taken from NRG`s
published financial reports, publicly available information, industry proxies
and Exelon cost levels for similar areas. NRG's functional baseline for the
synergy analysis was calculated using information from NRG`s 2008 Form 10-K,
resulting in approximately $1.3 billion of non-fuel O&M costs before any
adjustments specific to NRG. We then utilized a bottoms-up functional review,
assessing discrete operating areas. Our analysis was entirely consistent with
our other cost reduction programs that have yielded significant value to Exelon
shareholders.

In addition, the estimated level of synergies is consistent with those observed
in prior power sector transactions. On a combined basis, the estimated synergies
amount to 6-7% of total O&M for both companies, which is less than the 9%
observed in prior transactions and comparable to that estimated by NRG in its
hostile offer for Calpine.

VOTE THE BLUE PROXY CARD FOR ALL NINE INDEPENDENT CANDIDATES

Make no mistake - our offer is the only opportunity where you will see
meaningful, real shareholder value of an amount that makes a difference,
especially in a marketplace buffeted by volatile commodity prices, regulatory
challenges and credit constraints. NRG has no other means to provide you the
amount of value that our offer represents.

There is only one way to capture the immediate value of Exelon`s offer - you
must vote for all nine independent candidates proposed by Exelon.

Your vote is what counts. To elect directors who are committed to looking out
for your best interests, including pursuit of the value inherent in a
combination of Exelon and NRG, you should vote the BLUE proxy card TODAY by
telephone, by Internet, or by signing, dating and returning the enclosed BLUE
proxy card in the postage-paid envelope provided. If you have already voted by
using the White card, use the BLUE to change your vote to support the only
meaningful value creation opportunity you have as an owner of NRG.

Thank you for your consideration.

Sincerely,

John W. Rowe
Chairman and Chief Executive Officer
Exelon Corporation

* * * *

Exelon announced on June 17, 2009, that it had filed its definitive proxy
materials with the Securities and Exchange Commission to solicit proxies from
NRG shareholders at the NRG annual meeting of shareholders scheduled for July
21, 2009. Exelon urges all NRG shareholders to use the BLUE proxy card to vote
in favor of proposals to expand the NRG board and elect nine new, independent
and experienced directors who will act in the shareholders` best interests to
capture the highest shareholder value possible.

Important Information

This press release relates, in part, to the offer (the "Offer") by Exelon
Corporation ("Exelon") through its direct wholly-owned subsidiary, Exelon
Xchange Corporation ("Xchange"), to exchange each issued and outstanding share
of common stock (the "NRG shares") of NRG Energy, Inc. ("NRG") for 0.545 of a
share of Exelon common stock. This press release is for informational purposes
only and does notconstitute an offer to exchange, or a solicitation of an offer
to exchange, NRG shares, nor is it a substitute for the Tender Offer Statement
on Schedule TO or the Prospectus/Offer to Exchange included in the Registration
Statement on Form S-4 (Reg. No. 333-155278) (including the Letter of Transmittal
and related documents and as amended from time to time, the "Exchange Offer
Documents") previously filed by Exelon and Xchange with the Securities and
Exchange Commission (the "SEC"). The Offer is made only through the Exchange
Offer Documents. Investors and security holders are urged to read these
documents and other relevant materials as they become available, because they
will contain important information.

Exelon filed a preliminary proxy statement on Schedule 14A with the SEC on April
17, 2009 in connection with its solicitation of proxies (the "Preliminary Exelon
Meeting Proxy Statement") for a meeting of Exelon shareholders (the "Exelon
Meeting") to be called in order to approve the issuance of shares of Exelon
common stock pursuant to the Offer. Exelon expects to file a definitive proxy
statement on Schedule 14A with the SEC in connection with the solicitation of
proxies for the Exelon Meeting (the "Definitive Exelon Meeting Proxy Statement")
and may file other proxy solicitation material in connection therewith.
Investors and security holders are urged to read the Preliminary Exelon Meeting
Proxy Statement and the Definitive Exelon Meeting Proxy Statement and other
relevant materials as they become available, because they will contain important
information.

Investors and security holders can obtain copies of the materials described
above (and all other related documents filed with the SEC) at no charge on the
SEC`s website: www.sec.gov. Copies can also be obtained at no charge by
directing a request for such materials to Innisfree M&A Incorporated, 501
Madison Avenue, 20th Floor, New York, New York 10022, toll free at
1-877-750-9501. Investors and security holders may also read and copy any
reports, statements and other information filed by Exelon, Xchange or NRG with
the SEC, at the SEC public reference room at 100 F Street, N.E., Washington,
D.C. 20549. Please call the SEC at 1-800-SEC-0330 or visit the SEC`s website for
further information on its public reference room.

Exelon and Xchange will be participants in the solicitation of proxies from
Exelon shareholders for the Exelon Meeting or any adjournment or postponement
thereof. In addition, certain directors and executive officers of Exelon and
Xchange may solicit proxies for the Exelon Meeting. Information about Exelon and
Exelon`s directors and executive officers is available in Schedule I to the
Prospectus/Offer to Exchange. Information about Xchange and Xchange`s directors
and executive officers is available in Schedule II to the Prospectus/Offer to
Exchange. Information about any other participants will be included in the
Definitive Exelon Meeting Proxy Statement.

Forward Looking Statements

This communication includes forward-looking statements. There are a number of
risks and uncertainties that could cause actual results to differ materially
from the forward-looking statements made herein. The factors that could cause
actual results to differ materially from these forward-looking statements
include Exelon`s ability to achieve the synergies contemplated by the proposed
transaction, Exelon`s ability to promptly and effectively integrate the
businesses of NRG and Exelon, and the timing to consummate the proposed
transaction and obtain required regulatory approvals as well as those discussed
in (1) the Exchange Offer Documents; (2) Exelon`s 2008 Annual Report on Form
10-K in (a) ITEM 1A. Risk Factors, (b) ITEM 7. Management`s Discussion and
Analysis of Financial Condition and Results of Operations and (c) ITEM 8.
Financial Statements and Supplementary Data: Note 18; (3) Exelon`s First Quarter
2009 Quarterly Report on Form 10-Q in (a) Part II, Other Information, ITEM 1A.
Risk Factors and (b) Part I, Financial Information, ITEM 1. Financial
Statements: Note 13; and (4) other factors discussed in Exelon`s filings with
the SEC. Readers are cautioned not to place undue reliance on these
forward-looking statements, which apply only as of the date of this
communication. Exelon does not undertake any obligation to publicly release any
revision to its forward-looking statements to reflect events or circumstances
after the date of this communication, except as required by law.

Statements made in connection with the Offer are not subject to the safe harbor
protections provided to forward-looking statements under the Private Securities
Litigation Reform Act of 1995.

All information in this communication concerning NRG, including its business,
operations, and financial results, was obtained from public sources. While
Exelon has no knowledge that any such information is inaccurate or incomplete,
Exelon has not had the opportunity to verify any of that information.

Exelon Corporation is one of the nation`s largest electric utilities with nearly
$19 billion in annual revenues. The company has one of the industry`s largest
portfolios of electricity generation capacity, with a nationwide reach and
strong positions in the Midwest and Mid-Atlantic. Exelon distributes electricity
to approximately 5.4 million customers in northern Illinois and southeastern
Pennsylvania and natural gas to 485,000 customers in the Philadelphia area.
Exelon is headquartered in Chicago and trades on the NYSE under the ticker EXC.

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Exelon Communications
Kathleen Cantillon
312-394-7417

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