EDISON INTERNATIONAL - Quarter Report: 2011 March (Form 10-Q)

Use these links to rapidly review the document
TABLE OF CONTENTS

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q


(Mark One)
ý		QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
		For the quarterly period ended March 31, 2011
o		TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
		For the transition period from to

Commission File Number 1-9936

EDISON INTERNATIONAL
(Exact name of registrant as specified in its charter)


California		95-4137452
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
2244 Walnut Grove Avenue (P. O. Box 976) Rosemead, California		91770
(Address of principal executive offices)		(Zip Code)
(626) 302-2222 (Registrant's telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ý No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.


Large accelerated filer ý		Accelerated filer o		Non-accelerated filer o (Do not check if a smaller reporting company)		Smaller reporting company o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No ý

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date:

Class		Outstanding at April 28, 2011

Common Stock, no par value		325,811,206

Table of Contents

TABLE OF CONTENTS


GLOSSARY			v
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS			1
	Consolidated Statements of Income		1
	Consolidated Statements of Comprehensive Income		2
	Consolidated Balance Sheets		3
	Consolidated Statements of Cash Flows		5
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS			7
	Note 1. Summary of Significant Accounting Policies		7
	Note 2. Consolidated Statements of Changes in Equity		9
	Note 3. Variable Interest Entities		9
	Note 4. Fair Value Measurements		11
	Note 5. Debt and Credit Agreements		16
	Note 6. Derivative Instruments and Hedging Activities		16
	Note 7. Income Taxes		23
	Note 8. Compensation and Benefit Plans		24
	Note 9. Commitments and Contingencies		26
	Note 10. Regulatory and Environmental Developments		32
	Note 11. Accumulated Other Comprehensive Income (Loss)		33
	Note 12. Supplemental Cash Flows Information		34
	Note 13. Preferred and Preference Stock of Utility		34
	Note 14. Regulatory Assets and Liabilities		34
	Note 15. Other Investments		35
	Note 16. Other Income and Expenses		36
	Note 17. Business Segments		36
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS			38
FORWARD-LOOKING STATEMENTS			38
EDISON INTERNATIONAL MANAGEMENT OVERVIEW
	Highlights of Operating Results		39
	Management Overview of SCE		40
		*Capital Program*	40
		*2012 CPUC General Rate Case*	40
		*Nuclear Industry and Regulatory Response to Events in Japan*	40
	Management Overview of EMG		41
		*Midwest Generation Environmental Compliance Plans and Costs*	41
		*Homer City Outage*	41

Table of Contents


	Environmental Regulation Developments			42
SOUTHERN CALIFORNIA EDISON COMPANY
RESULTS OF OPERATIONS				43
	Electric Utility Results of Operations			43
		*Utility Earning Activities*		44
			2011 vs. 2010	44
		*Utility Cost-Recovery Activities*		44
			2011 vs. 2010	44
		*Supplemental Operating Revenue Information*		44
		*Income Taxes*		45
LIQUIDITY AND CAPITAL RESOURCES				45
	Available Liquidity			45
		*Debt Covenant*		46
	Dividend Restrictions			46
	Margin and Collateral Deposits			46
		*Derivative Instruments and Power Procurement Contracts*		46
		*Workers Compensation Self-Insurance Fund*		46
	Historical Consolidated Cash Flows			46
		*Condensed Consolidated Statement of Cash Flows*		47
			Net Cash Provided by Operating Activities	47
			Net Cash Provided by Financing Activities	47
			Net Cash Used by Investing Activities	47
	Contractual Obligations and Contingencies			48
		*Contractual Obligations*		48
		*Contingencies*		48
			Environmental Remediation	48
MARKET RISK EXPOSURES				48
	Commodity Price Risk			48
	Credit Risk			48
EDISON MISSION GROUP
RESULTS OF OPERATIONS				50
	Results of Continuing Operations			50
		*Adjusted Operating Income ("AOI") —Overview*		51
		*Adjusted Operating Income from Consolidated Operations*		52
			Midwest Generation Plants	52
			Homer City	53
			Seasonality—Coal Plants	53
			Renewable Energy Projects	54
			Energy Trading	54
		*Adjusted Operating Income from Unconsolidated Affiliates*		55
		*Interest Expense*		55

Table of Contents


		*Income Taxes*		55
	Results of Discontinued Operations			55
LIQUIDITY AND CAPITAL RESOURCES				56
	Available Liquidity			56
	Capital Investment Plan			57
		*Environmental Capital Expenditures*		57
		*Non-Environmental Capital Expenditures*		57
		*Future Projects*		58
	Historical Segment Cash Flows			58
		*Condensed Statement of Cash Flows*		58
			Net Cash Provided by Operating Activities	58
			Net Cash Provided by Financing Activities	59
			Net Cash Provided by Investing Activities	59
	Credit Ratings			59
		*Overview*		59
		*Credit Rating of EMMT*		59
	Margin, Collateral Deposits and Other Credit Support for Energy Contracts			59
	Debt Covenants and Dividend Restrictions			60
		*Credit Facility Financial Ratios*		60
		*Key Ratios of EMG's Principal Subsidiaries Affecting Dividends*		60
		*EMG's Senior Notes and Guaranty of Powerton-Joliet Leases*		60
	Contractual Obligations and Contingencies			61
		*Fuel Supply Contracts*		61
		*Midwest Generation New Source Review Lawsuit*		61
		*Homer City New Source Review Lawsuit*		61
	Off-Balance Sheet Transactions			61
MARKET RISK EXPOSURES				61
	Derivative Instruments			61
		*Unrealized Gains and Losses*		61
		*Fair Value Disclosures*		61
	Commodity Price Risk			62
		*Energy Price Risk Affecting Sales from the Coal Plants*		62
		*Capacity Price Risk*		63
		*Basis Risk*		64
		*Coal and Transportation Price Risk*		64
		*Emission Allowances Price Risk*		64
	Credit Risk			65
	Interest Rate Risk			66

iii

Table of Contents


EDISON INTERNATIONAL PARENT AND OTHER
RESULTS OF OPERATIONS				67
LIQUIDITY AND CAPITAL RESOURCES				67
	Historical Cash Flows			67
		*Condensed Statement of Cash Flows*		67
			Net Cash Used by Operating Activities	67
			Net Cash Provided (Used) by Financing Activities	68
EDISON INTERNATIONAL (CONSOLIDATED)
LIQUIDITY AND CAPITAL RESOURCES				69
	Contractual Obligations			69
CRITICAL ACCOUNTING ESTIMATES AND POLICIES				69
NEW ACCOUNTING GUIDANCE				69
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK				69
ITEM 4. CONTROLS AND PROCEDURES				69
	Disclosure Controls and Procedures			69
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS				69
	California Coastal Commission Potential Environmental Proceeding			69
	Midwest Generation New Source Review Lawsuit			70
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS				70
	Purchases of Equity Securities by the Issuer and Affiliated Purchasers			70
ITEM 6. EXHIBITS				70
SIGNATURE				71

Table of Contents

GLOSSARY

When the following terms and abbreviations appear in the text of this report, they have the meanings indicated below.


2010 Form 10-K		Edison International's Annual Report on Form 10-K for the year-ended December 31, 2010
2010 Tax Relief Act		Tax Relief, Unemployment Insurance Reauthorization and Job Creation Act of 2010
AFUDC		allowance for funds used during construction
Ambit project		American Bituminous Power Partners, L.P.
AOI		Adjusted Operating Income (Loss)
APS		Arizona Public Service Company
ARO(s)		asset retirement obligation(s)
BACT		best available control technology
BART		best available retrofit technology
Bcf		billion cubic feet
Big 4		Kern River, Midway-Sunset, Sycamore and Watson natural gas power projects
Btu		British thermal units
CAA		Clean Air Act
CAIR		Clean Air Interstate Rule
CAISO		California Independent System Operator
CAMR		Clean Air Mercury Rule
CARB		California Air Resources Board
Commonwealth Edison		Commonwealth Edison Company
CDWR		California Department of Water Resources
CEC		California Energy Commission
coal plants		Midwest Generation coal plants and Homer City plant
CPS		Combined Pollutant Standard
CPUC		California Public Utilities Commission
CRRs		congestion revenue rights
DOE		U.S. Department of Energy
EME		Edison Mission Energy
EMG		Edison Mission Group Inc.
EMMT		Edison Mission Marketing & Trading, Inc.
EPS		earnings per share
ERRA		energy resource recovery account
EWG		Exempt Wholesale Generator
Exelon Generation		Exelon Generation Company LLC
FASB		Financial Accounting Standards Board
FERC		Federal Energy Regulatory Commission
FGIC		Financial Guarantee Insurance Company
FIP(s)		federal implementation plan(s)
Four Corners		coal fueled electric generating facility located in Farmington, New Mexico in which SCE holds a 48% ownership interest
GAAP		generally accepted accounting principles
GHG		greenhouse gas
Global Settlement		A settlement between Edison International and the IRS that resolved federal tax disputes related to Edison Capital's cross-border, leveraged leases through 2009, and all other outstanding federal tax disputes and affirmative claims for tax years 1986 through 2002 and related matters with state tax authorities.
GRC		general rate case
GWh		gigawatt-hours
HAPs		Hazardous Air Pollutants
Homer City		EME Homer City Generation L.P., a Pennsylvania limited partnership that leases and operates three coal-fired electric generating units and related facilities located in Indiana County, Pennsylvania

Table of Contents


Illinois EPA		Illinois Environmental Protection Agency
IRS		Internal Revenue Service
ISO		Independent System Operator
kWh(s)		kilowatt-hour(s)
LIBOR		London Interbank Offered Rate
MD&A		Management's Discussion and Analysis of Financial Condition and Results of Operations in this report
Midwest Generation		Midwest Generation, LLC
Midwest Generation plants		EME's power plants (fossil fuel) located in Illinois
MMBtu		million British thermal units
Mohave		two coal fueled electric generating facilities that no longer operate located in Clark County, Nevada in which SCE holds a 56% ownership interest
Moody's		Moody's Investors Service
MRTU		Market Redesign and Technology Upgrade
MW		megawatts
MWh		megawatt-hours
NAAQS		national ambient air quality standards
NAPP		Northern Appalachian
NERC		North American Electric Reliability Corporation
Ninth Circuit		U.S. Court of Appeals for the Ninth Circuit
NOV		notice of violation
NO_x		nitrogen oxide
NRC		Nuclear Regulatory Commission
NSR		New Source Review
NYISO		New York Independent System Operator
PADEP		Pennsylvania Department of Environmental Protection
Palo Verde		large pressurized water nuclear electric generating facility located near Phoenix, Arizona in which SCE holds a 15.8% ownership interest
PBOP(s)		postretirement benefits other than pension(s)
PBR		performance-based ratemaking
PG&E		Pacific Gas & Electric Company
PJM		PJM Interconnection, LLC
PRB		Powder River Basin
PSD		Prevention of Significant Deterioration
QF(s)		qualifying facility(ies)
ROE		return on equity
RPM		Reliability Pricing Model
RTO(s)		Regional Transmission Organization(s)
S&P		Standard & Poor's Ratings Services
San Onofre		large pressurized water nuclear electric generating facility located in south San Clemente, California in which SCE holds a 78.21% ownership interest
SCE		Southern California Edison Company
SNCR		selective non-catalytic reduction
SDG&E		San Diego Gas & Electric
SEC		U.S. Securities and Exchange Commission
SIP(s)		state implementation plan(s)
SO₂		sulfur dioxide
US EPA		U.S. Environmental Protection Agency
VIE(s)		variable interest entity(ies)
year-ended 2010 MD&A		Management's Discussion and Analysis of Financial Condition and Results of Operations appearing in the 2010 Form 10-K

Table of Contents

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS



Consolidated Statements of Income	Edison International
	Three months ended March 31,
(in millions, except per-share amounts, unaudited)	2011			2010

Electric utility	$	2,230		$	2,159
Competitive power generation		552			652
Other		—			(1	)

Total operating revenue		2,782			2,810

Fuel		258			295
Purchased power		508			608
Operations and maintenance		1,149			1,037
Depreciation, decommissioning and amortization		417			369
Lease terminations and other		—			3

Total operating expenses		2,332			2,312

Operating income		450			498
Interest and dividend income		4			19
Equity in income (loss) from unconsolidated affiliates – net		(5	)		18
Other income		41			34
Interest expense – net of amounts capitalized		(196	)		(168	)
Other expenses		(13	)		(8	)

Income from continuing operations before income taxes		281			393
Income tax expense		65			150

Income from continuing operations		216			243
Income (loss) from discontinued operations – net of tax		(2	)		6

Net income		214			249
Dividends on preferred and preference stock of utility		14			13

Net income attributable to Edison International common shareholders	$	200		$	236

Amounts attributable to Edison International common shareholders:
Income from continuing operations, net of tax	$	202		$	230
Income (loss) from discontinued operations, net of tax		(2	)		6

Net income attributable to Edison International common shareholders	$	200		$	236

Basic earnings per common share attributable to Edison International common shareholders:
Weighted-average shares of common stock outstanding		326			326
Continuing operations	$	0.62		$	0.70
Discontinued operations		(0.01	)		0.02

Total	$	0.61		$	0.72

Diluted earnings per common share attributable to Edison International common shareholders:
Weighted-average shares of common stock outstanding, including effect of dilutive securities		328			328
Continuing operations	$	0.62		$	0.70
Discontinued operations		(0.01	)		0.02

Total	$	0.61		$	0.72
Dividends declared per common share	$	0.320		$	0.315

The accompanying notes are an integral part of these consolidated financial statements.

Table of Contents



Consolidated Statements of Comprehensive Income			Edison International
			Three months ended March 31,
(in millions, unaudited)			2011			2010

Net income			$	214		$	249
Other comprehensive income (loss), net of tax:
	Pension and postretirement benefits other than pensions:
		Net gain arising during the period		—			12
		Amortization of net (gain) loss included in net income		3			(8	)
		Prior service credit arising during the period		—			2
		Amortization of prior service credit		—			(2	)
	Unrealized gain (loss) on derivatives qualified as cash flow hedges:
		Unrealized holding gain arising during the period, net of income tax expense of $4 and $62 for 2011 and 2010, respectively		6			95
		Reclassification adjustments included in net income, net of income tax benefit of $6 and $14 for 2011 and 2010, respectively		(10	)		(20	)

Other comprehensive income (loss)				(1	)		79

Comprehensive income				213			328
Less: Comprehensive income attributable to noncontrolling interests				14			13

Comprehensive income attributable to Edison International			$	199		$	315

The accompanying notes are an integral part of these consolidated financial statements.

Table of Contents



Consolidated Balance Sheets	Edison International
(in millions, unaudited)	March 31, 2011		December 31, 2010

ASSETS
Cash and cash equivalents	$	1,298	$	1,389
Receivables, less allowances of $87 and $85 for uncollectible accounts at respective dates		782		931
Accrued unbilled revenue		410		442
Inventory		586		568
Prepaid taxes		533		390
Derivative assets		115		133
Restricted cash		10		2
Margin and collateral deposits		50		65
Regulatory assets		407		378
Other current assets		145		124

Total current assets		4,336		4,422

Nuclear decommissioning trusts		3,619		3,480
Investments in unconsolidated affiliates		544		559
Other investments		232		223

Total investments		4,395		4,262

Utility property, plant and equipment, less accumulated depreciation of $6,488 and $6,319 at respective dates		25,276		24,778
Competitive power generation and other property, plant and equipment, less accumulated depreciation of $1,940 and $1,865 at respective dates		5,437		5,406

Total property, plant and equipment		30,713		30,184

Derivative assets		355		437
Restricted deposits		40		47
Rent payments in excess of levelized rent expense under plant operating leases		1,219		1,187
Regulatory assets		4,450		4,347
Other long-term assets		653		644

Total long-term assets		6,717		6,662




Total assets	$	46,161	$	45,530

The accompanying notes are an integral part of these consolidated financial statements.

Table of Contents



Edison International
Consolidated Balance Sheets
(in millions, except share amounts, unaudited)	March 31, 2011			December 31, 2010

LIABILITIES AND EQUITY
Short-term debt	$	334		$	115
Current portion of long-term debt		53			48
Accounts payable		1,059			1,362
Accrued taxes		54			52
Accrued interest		221			205
Customer deposits		211			217
Derivative liabilities		222			217
Regulatory liabilities		778			738
Other current liabilities		761			998

Total current liabilities		3,693			3,952

Long-term debt		12,522			12,371

Deferred income taxes		5,908			5,625
Deferred investment tax credits		120			122
Customer advances		112			112
Derivative liabilities		476			468
Pensions and benefits		2,282			2,260
Asset retirement obligations		2,576			2,561
Regulatory liabilities		4,733			4,524
Other deferred credits and other long-term liabilities		2,030			2,041

Total deferred credits and other liabilities		18,237			17,713

Total liabilities		34,452			34,036

Commitments and contingencies (Note 9)
Common stock, no par value (800,000,000 shares authorized; 325,811,206 shares issued and outstanding at each date)		2,340			2,331
Accumulated other comprehensive loss		(77	)		(76	)
Retained earnings		8,413			8,328

Total Edison International's common shareholders' equity		10,676			10,583

Preferred and preference stock of utility		1,030			907
Other noncontrolling interests		3			4

Total noncontrolling interests		1,033			911
Total equity		11,709			11,494

Total liabilities and equity	$	46,161		$	45,530

The accompanying notes are an integral part of these consolidated financial statements.

Table of Contents



Consolidated Statements of Cash Flows		Edison International
		Three months ended March 31,
(in millions, unaudited)		2011			2010

Cash flows from operating activities:
Net income		$	214		$	249
Less: Income (loss) from discontinued operations			(2	)		6

Income from continuing operations			216			243
Adjustments to reconcile to net cash provided by operating activities:
Depreciation, decommissioning and amortization			417			369
Regulatory impacts of net nuclear decommissioning trust earnings (reflected in accumulated depreciation)			41			38
Other amortization			37			24
Lease terminations and other			—			3
Stock-based compensation			7			7
Equity in income (loss) from unconsolidated affiliates – net			5			(18	)
Distributions and dividends from unconsolidated entities			5			22
Deferred income taxes and investment tax credits			226			218
Income from leveraged leases			(1	)		(1	)
Changes in operating assets and liabilities:
	Receivables		128			150
	Inventory		(18	)		(2	)
	Margin and collateral deposits – net of collateral received		15			(6	)
	Prepaid taxes		(143	)		(104	)
	Other current assets		(6	)		(47	)
	Rent payments in excess of levelized rent expense		(32	)		(45	)
	Accounts payable		(49	)		(138	)
	Accrued taxes		1			(6	)
	Other current liabilities		(207	)		(182	)
	Derivative assets and liabilities – net		106			695
	Regulatory assets and liabilities – net		(42	)		(636	)
	Other assets		(7	)		(11	)
	Other liabilities		21			20
Operating cash flows from discontinued operations			(2	)		6

Net cash provided by operating activities			718			599

Cash flows from financing activities:
Long-term debt issued			82			541
Long-term debt issuance costs			(1	)		(14	)
Long-term debt repaid			(9	)		(343	)
Preference stock issued			123			—
Short-term debt financing – net			294			192
Settlements of stock-based compensation – net			(7	)		(1	)
Dividends and distributions to noncontrolling interests			(13	)		(13	)
Dividends paid			(104	)		(103	)

Net cash provided by financing activities		$	365		$	259

The accompanying notes are an integral part of these consolidated financial statements.

Table of Contents



Edison International
Consolidated Statements of Cash Flows
	Three months ended March 31,
(in millions, unaudited)	2011			2010

Cash flows from investing activities:
Capital expenditures	$	(1,133	)	$	(951	)
Proceeds from sale of nuclear decommissioning trust investments		622			286
Purchases of nuclear decommissioning trust investments and other		(669	)		(335	)
Proceeds from partnerships and unconsolidated subsidiaries, net of investment		5			32
Investments in other assets		1			(54	)
Effect of consolidation and deconsolidation of variable interest entities		—			(91	)

Net cash used by investing activities		(1,174	)		(1,113	)

Net decrease in cash and cash equivalents		(91	)		(255	)
Cash and cash equivalents, beginning of period		1,389			1,673

Cash and cash equivalents, end of period	$	1,298		$	1,418

The accompanying notes are an integral part of these consolidated financial statements.

Table of Contents

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)

Note 1. Summary of Significant Accounting Policies

Edison International has two business segments for financial reporting purposes: an electric utility operation segment (SCE) and a competitive power generation segment (EMG). SCE is an investor-owned public utility primarily engaged in the business of supplying electricity to an approximately 50,000-square-mile area of southern California. EMG is the holding company for its principal wholly owned subsidiary, EME. EME is a holding company with subsidiaries and affiliates engaged in the business of developing, acquiring, owning or leasing, operating and selling energy and capacity from independent power production facilities. EME also engages in hedging and energy trading activities in competitive power markets through its Edison Mission Marketing & Trading, Inc. ("EMMT") subsidiary.

Basis of Presentation

Edison International's significant accounting policies were described in Note 1 of "Edison International Notes to Consolidated Financial Statements" included in the 2010 Form 10-K. Edison International follows the same accounting policies for interim reporting purposes, with the exception of accounting principles adopted as of January 1, 2011, discussed below in "—New Accounting Guidance." This quarterly report should be read in conjunction with the financial statements and notes included in the 2010 Form 10-K.

In the opinion of management, all adjustments, including recurring accruals, have been made that are necessary to fairly state the consolidated financial position, results of operations and cash flows in accordance with accounting principles generally accepted in the United States of America for the periods covered by this quarterly report on Form 10-Q. The results of operations for the three month period ended March 31, 2011 are not necessarily indicative of the operating results for the full year.

The December 31, 2010 condensed consolidated balance sheet data was derived from audited financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States of America.

Cash Equivalents

Cash equivalents included investments in money market funds totaling $1.0 billion and $1.1 billion at March 31, 2011 and December 31, 2010, respectively. Generally, the carrying value of cash equivalents equals the fair value, as all investments have maturities of three months or less.

Edison International temporarily invests the ending daily cash balance in its primary disbursement accounts until required for check clearing. Edison International reclassified $207 million and $197 million of checks issued against these accounts, but not yet paid by the financial institution, from cash to accounts payable at March 31, 2011 and December 31, 2010, respectively.

Inventory

Inventory is stated at the lower of cost or market, cost being determined by the weighted-average cost method for fuel, and the average cost method for materials and supplies. Inventory consisted of the following:

(in millions)	March 31, 2011		December 31, 2010


Coal, gas, fuel oil and other raw materials	$	204	$	184
Spare parts, materials and supplies		382		384

Total inventory	$	586	$	568

Earnings Per Share

Edison International computes EPS using the two-class method, which is an earnings allocation formula that determines EPS for each class of common stock and participating security. Edison International's

Table of Contents

participating securities are stock-based compensation awards payable in common shares, including stock options, performance shares and restricted stock units, which earn dividend equivalents on an equal basis with common shares. Stock options awarded during the period 2003 through 2006 received dividend equivalents. EPS attributable to Edison International common shareholders was computed as follows:

	Three months ended March 31,

(in millions)	2011		2010

Basic earnings per share – continuing operations:
Income from continuing operations attributable to common shareholders, net of tax	$	202	$	230
Participating securities dividends		—		(1	)

Income from continuing operations available to common shareholders	$	202	$	229
Weighted average common shares outstanding		326		326

Basic earnings per share – continuing operations	$	0.62	$	0.70

Diluted earnings per share – continuing operations:
Income from continuing operations available to common shareholders	$	202	$	229
Income impact of assumed conversions		1		1

Income from continuing operations available to common shareholders and assumed conversions	$	203	$	230
Weighted average common shares outstanding		326		326
Incremental shares from assumed conversions		2		2

Adjusted weighted average shares – diluted		328		328
Diluted earnings per share – continuing operations	$	0.62	$	0.70

Stock-based compensation awards to purchase 8,980,322 and 5,998,238 shares of common stock were outstanding for the three months ended March 31, 2011 and 2010, respectively, but were not included in the computation of diluted earnings per share because the exercise price of the awards was greater than the average market price of the common shares and, therefore, the effect would have been antidilutive.

New Accounting Guidance

Accounting Guidance Adopted in 2011

Revenue—Multiple-Deliverables

In October 2009, the Financial Accounting Standards Board (FASB) issued amended guidance for identifying separate deliverables in a revenue-generating transaction where multiple deliverables exist, and provides guidance for allocating and recognizing revenues based on those separate deliverables. This update also requires additional disclosure related to the significant assumptions used to determine the revenue recognition of the separate deliverables. This guidance is required to be applied prospectively to new or significantly modified revenue arrangements. Edison International adopted this guidance effective January 1, 2011. The adoption of this accounting standards update did not have a material impact on Edison International's consolidated results of operations, financial position or cash flows.

Fair Value Measurements and Disclosures

The FASB issued an accounting standards update modifying the disclosure requirements related to fair value measurements. Under these requirements, purchases and settlements for Level 3 fair value measurements are presented on a gross basis, rather than net. Edison International adopted this guidance effective January 1, 2011.

Table of Contents

Note 2. Consolidated Statements of Changes in Equity

The following table provides the changes in equity for the three months ended March 31, 2011.

	Equity Attributable to Edison International											Noncontrolling Interests

(in millions)	Common Stock		Accumulated Other Comprehensive Loss			Retained Earnings			Subtotal			Other			Preferred and Preference Stock			Total Equity

Balance at December 31, 2010	$	2,331	$	(76	)	$	8,328		$	10,583		$	4		$	907		$	11,494

Net income (loss)		—		—			200			200			—			14			214
Other comprehensive loss		—		(1	)		—			(1	)		—			—			(1	)
Common stock dividends declared ($0.32 per share)		—		—			(104	)		(104	)		—			—			(104	)
Dividends, distributions to noncontrolling interests and other		—		—			—			—			(1	)		(14	)		(15	)
Stock-based compensation and other		2		—			(9	)		(7	)		—			—			(7	)
Noncash stock-based compensation and other		7		—			(2	)		5			—			—			5
Issuance of preference stock		—		—			—			—			—			123			123

Balance at March 31, 2011	$	2,340	$	(77	)	$	8,413		$	10,676		$	3		$	1,030		$	11,709

The following table provides the changes in equity for the three months ended March 31, 2010:

	Equity Attributable to Edison International										Noncontrolling Interests

(in millions)	Common Stock		Accumulated Other Comprehensive Income		Retained Earnings			Subtotal			Other			Preferred and Preference Stock			Total Equity

Balance at December 31, 2009	$	2,304	$	37	$	7,500		$	9,841		$	258		$	907		$	11,006

Net income		—		—		236			236			—			13			249
Other comprehensive income		—		79		—			79			—			—			79
Deconsolidation of variable interest entities		—		—		—			—			(249	)		—			(249	)
Cumulative effect of a change in accounting principle, net of tax		—		—		15			15			—			—			15
Common stock dividends declared ($0.315 per share)		—		—		(103	)		(103	)		—			—			(103	)
Dividends, distributions to noncontrolling interests and other		—		—		—			—			(2	)		(13	)		(15	)
Stock-based compensation and other		2		—		(2	)		—			—			—			—
Noncash stock-based compensation and other		5		—		(4	)		1			—			—			1

Balance at March 31, 2010	$	2,311	$	116	$	7,642		$	10,069		$	7		$	907		$	10,983

Note 3. Variable Interest Entities

A variable interest entity ("VIE") is defined as a legal entity whose equity owners do not have sufficient equity at risk, or, as a group, the holders of the equity investment at risk lack any of the following three characteristics: decision-making rights, the obligation to absorb losses, or the right to receive the expected residual returns of the entity. The primary beneficiary is identified as the variable interest holder that has both the power to direct the activities of the VIE that most significantly impact the entity's economic performance and the obligation to absorb losses or the right to receive benefits from the entity that could potentially be significant to the VIE. The primary beneficiary is required to consolidate the VIE.

Table of Contents

Commercial and operating activities are generally the factors that most significantly impact the economic performance of VIEs in which Edison International has a variable interest. Commercial and operating activities include construction, operation and maintenance, fuel procurement, dispatch and compliance with regulatory and contractual requirements.

Categories of Variable Interest Entities

Projects or Entities that are Consolidated

At March 31, 2011 and December 31, 2010, EMG consolidated 13 wind projects with a total generating capacity of 500 MW that have minority interests held by others. EMG also had a 50% partnership interest in the American Bituminous Power Partners, L.P. project, commonly referred to as the Ambit project.

The following table presents summarized financial information of the projects that were consolidated by EMG:

(in millions)		March 31, 2011		December 31, 2010


Current assets		$	36	$	26
Net property, plant and equipment			726		739
Other long-term assets			5		6

	Total assets	$	767	$	771

Current liabilities		$	23	$	25
Long-term debt net of current maturities			70		71
Deferred revenues			72		71
Other long-term liabilities			21		21

	Total liabilities	$	186	$	188

Noncontrolling interests		$	4	$	4

Assets serving as collateral for the debt obligations had a carrying value of $167 million and $163 million at March 31, 2011 and December 31, 2010, respectively, and primarily consist of property, plant and equipment.

Variable Interest in VIEs that are not Consolidated

Power Purchase Contracts

SCE has 16 power purchase agreements ("PPAs") that are considered variable interests in VIEs, including 6 tolling agreements through which SCE provides the natural gas to operate the plants and 10 contracts with QFs that contain variable pricing provisions based on the price of natural gas. SCE has concluded that it is not the primary beneficiary of these VIEs since it does not control the commercial and operating activities of these entities. In general, because payments for capacity are the primary source of income, the most significant economic activity for SCE's VIEs is the operation and maintenance of the power plants.

As of the balance sheet date, the carrying amount of assets and liabilities in SCE's consolidated balance sheet that relate to its involvement with VIEs result from amounts due under the PPAs or the fair value of those derivative contracts. These are accounted for at fair value. Under these contracts, SCE recovers the costs incurred under its approved long-term power procurement plans. SCE has no residual interest in the entities and has not provided or guaranteed any debt or equity support, liquidity arrangements, performance guarantees or other commitments associated with these contracts other than the purchase commitments described in Note 9, so there is no significant potential exposure to loss as a result of SCE's involvement with these VIEs. The aggregate capacity dedicated to SCE for these VIE projects was 3,820 MW at March 31, 2011 and the amounts that SCE paid to these projects were $86 million and $125 million for the three months ended March 31, 2011 and 2010, respectively. These amounts are recovered in customer rates.

Table of Contents

Equity Interests

EMG accounts for domestic energy projects in which it has a 50% or less ownership interest, and cannot exercise unilateral control, under the equity method. At March 31, 2011 and December 31, 2010, EMG had five significant variable interests in natural gas projects that are not consolidated, consisting of the Big 4 projects (Kern River, Midway-Sunset, Sycamore and Watson) and the Sunrise project. A subsidiary of EMG operates three of the four Big 4 projects and EMG's partner provides the fuel management services. In addition, the executive director of these projects is provided by EMG's partner. Commercial and operating activities are jointly controlled by a management committee of each VIE. Accordingly, EMG continues to account for its variable interests under the equity method.

At March 31, 2011 and December 31, 2010, EMG accounts for its interests in two renewable wind generating facilities, the Elkhorn Ridge and San Juan Mesa projects, under the equity method. The commercial and operating activities of these entities are directed by a management committee composed of representatives of each partner. Thus, EMG is not the primary beneficiary of these projects. In addition, EMG accounts for its interests in a wind project under construction, Community Wind North, under the equity method.

The following table presents the carrying amount of EMG's investments in unconsolidated VIEs and the maximum exposure to loss for each investment:

	March 31, 2011

(in millions)	Investment		Maximum Exposure

Natural gas-fired projects	$	315	$	315
Renewable energy projects		227		227

EMG's maximum exposure to loss in its VIEs accounted for under the equity method is generally limited to its investment in these entities. Two of EMG's domestic energy projects have long-term debt that is secured by a pledge of assets of the project entity, but does not provide for recourse to EMG. Accordingly, a default under such project financings could result in foreclosure on the assets of the project entity resulting in a loss of some or all of EMG's investment, but would not require EMG to contribute additional capital. At March 31, 2011, entities which EMG has accounted for under the equity method had indebtedness of $115 million, of which $41 million is proportionate to EMG's ownership interest in these two projects.

Note 4. Fair Value Measurements

Recurring Fair Value Measurements

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (referred to as an "exit price"). Fair value of an asset or liability should consider assumptions that market participants would use in pricing the asset or liability, including assumptions about nonperformance risk.

Edison International categorizes financial assets and liabilities into a fair value hierarchy based on valuation inputs used to derive fair value. The hierarchy gives the highest priority to unadjusted quoted market prices in active markets for identical assets and liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

Table of Contents

The following table sets forth assets and liabilities that were accounted for at fair value by level within the fair value hierarchy:

		As of March 31, 2011

(in millions)		Level 1		Level 2		Level 3			Netting and Collateral¹			Total

Assets at Fair Value
Money market funds²		$	1,044	$	—	$	—		$	—		$	1,044

Derivative contracts:
	Electricity		—		68		260			(54	)		274
	Natural gas		—		66		8			—			74
	Fuel oil		7		—		—			(7	)		—
	Tolling		—		—		122			—			122

Subtotal of commodity contracts			7		134		390			(61	)		470

Long-term disability plan			9		—		—			—			9

Nuclear decommissioning trusts:
	Stocks³		2,068		—		—			—			2,068
	Municipal bonds		—		772		—			—			772
	Corporate bonds⁴		—		320		—			—			320
	U.S. government and agency securities		251		103		—			—			354
	Short-term investments, primarily cash equivalents⁵		—		80		—			—			80

Subtotal of nuclear decommissioning trusts			2,319		1,275		—			—			3,594

Total assets⁶			3,379		1,409		390			(61	)		5,117

Liabilities at Fair Value
Derivative contracts:
	Electricity		—		13		53			(14	)		52
	Natural gas		—		255		7			(4	)		258
	Tolling		—		—		374			—			374

Subtotal of commodity contracts			—		268		434			(18	)		684
Interest rate contracts			—		14		—			—			14

Total liabilities			—		282		434			(18	)		698

Net assets (liabilities)		$	3,379	$	1,127	$	(44	)	$	(43	)	$	4,419

Table of Contents

	March 31, 2011				December 31, 2010

(in millions)	Carrying Amount		Fair Value		Carrying Amount		Fair Value

Long-term debt, including current portion	$	12,575	$	12,314	$	12,419	$	12,360

		Economic Hedges

Commodity	Unit of Measure	March 31, 2011		December 31, 2010

Electricity options, swaps and forwards	GWh		32,795		32,138
Natural gas options, swaps and forwards	Bcf		208		250
Congestion revenue rights	GWh		167,668		181,291
Tolling arrangements	GWh		113,541		114,599

	Derivative Assets									Derivative Liabilities

(in millions)	Short- Term			Long- Term			Subtotal			Short- Term			Long- Term			Subtotal			Net Liability

Non-trading activities
Economic hedges	$	85		$	302		$	387		$	225		$	475		$	700		$	313
Netting and collateral		(8	)		(13	)		(21	)		(10	)		(14	)		(24	)		(3	)

Total	$	77		$	289		$	366		$	215		$	461		$	676		$	310

	Derivative Assets						Derivative Liabilities

(in millions)	Short- Term		Long- Term		Subtotal		Short- Term			Long- Term		Subtotal			Net Liability

Non-trading activities
Economic hedges	$	87	$	367	$	454	$	216		$	449	$	665		$	211
Netting and collateral		—		—		—		(4	)		—		(4	)		(4	)

Total	$	87	$	367	$	454	$	212		$	449	$	661		$	207

(in millions)

Instrument	Purpose	Type of Hedge	Notional Amount		Expiration Date

Amortizing interest rate swap	Convert floating rate (6-month LIBOR) debt to fixed rate (3.175%) debt	Cash flow	$	92	June 2016
Amortizing interest rate swap	Convert floating rate (6-month LIBOR) debt to fixed rate (3.415%) debt	Cash flow		113	December 2020
Amortizing interest rate swap	Convert floating rate (3-month LIBOR) debt to fixed rate (4.29%) debt	Cash flow		122	December 2025
Amortizing forward starting interest rate swap	Convert floating rate (3-month LIBOR) debt to fixed rate (3.46%) debt	Cash flow		68	March 2026

March 31, 2011

				Hedging Activities
Commodity	Instrument	Classification	Unit of Measure	Cash Flow Hedges			Economic Hedges			Trading Activities

Electricity	Forwards/Futures	Sales	GWh		16,899	¹		20,400	³		33,336
Electricity	Forwards/Futures	Purchases	GWh		306	¹		21,079	³		35,455
Electricity	Capacity	Sales	MW-Day (in thousands)		186	²		—			123	²
Electricity	Capacity	Purchases	MW-Day (in thousands)		21	²		—			379	²
Electricity	Congestion	Sales	GWh		—			136	⁴		9,244	⁴
Electricity	Congestion	Purchases	GWh		—			863	⁴		146,786	⁴
Natural gas	Forwards/Futures	Sales	bcf		—			—			27.4
Natural gas	Forwards/Futures	Purchases	bcf		—			—			28.6
Fuel oil	Forwards/Futures	Sales	barrels		—			—			35,000
Fuel oil	Forwards/Futures	Purchases	barrels		—			240,000			35,000
Coal	Forwards/Futures	Sales	tons		—			—			2,731,000
Coal	Forwards/Futures	Purchases	tons		—			—			2,638,000

	Cash Flow Hedge Activity¹ Three Months Ended March 31,

	Cash Flow Hedge Activity¹ Three Months Ended March 31,						Income Statement Location
(in millions)	2011			2010			Income Statement Location

Accumulated other comprehensive income derivative gain at January 1	$	27		$	175
Effective portion of changes in fair value		10			157
Reclassification from accumulated other comprehensive income to net income		(16	)		(34	)	Competitive power generation

Accumulated other comprehensive income derivative gain at March 31	$	21		$	298

		Three Months Ended March 31,

(in millions)	Income Statement Location	2011		2010

Economic hedges	Competitive power generation	$	6	$	(4	)
	Fuel		6		1
Trading activities	Competitive power generation		16		47

(in millions)		March 31, 2011		December 31, 2010


Collateral provided to counterparties:
	Offset against derivative liabilities	$	5	$	8
	Reflected in margin and collateral deposits		50		65
Collateral received from counterparties:
	Offset against derivative assets		48		52

(in millions)		2011			2010


Balance at January 1,		$	565		$	664
Tax positions taken during the current year:
	Increases		20			16
Tax positions taken during a prior year:
	Increases		—			123
	Decreases		(5	)		(20	)

Balance at March 31,		$	580		$	783

				Weighted-Average

	Stock options			Exercise Price		Remaining Contractual Term (Years)		Aggregate Intrinsic Value (in millions)

Outstanding at December 31, 2010		19,142,209		$	33.28
Granted		3,228,721			37.92
Expired		(51,629	)		48.45
Forfeited		(117,177	)		31.18
Exercised		(508,164	)		25.09

Outstanding at March 31, 2011		21,693,960			34.14		6.51

Vested and expected to vest at March 31, 2011		21,205,360			34.15		6.46	$	115

Exercisable at March 31, 2011		13,075,275			34.35		5.02		83

	Equity Awards

	Equity Awards					Liability Awards
				Weighted-Average Grant Date Fair Value		Liability Awards
	Shares			Weighted-Average Grant Date Fair Value		Shares			Weighted-Average Fair Value

Nonvested at December 31, 2010		415,028		$	30.99		415,028		$	34.74
Granted		144,624			31.65		144,624
Forfeited		(108,648	)		44.09		(108,648	)

Nonvested at March 31, 2011		451,004			28.05		451,004			26.02

			Weighted-Average Grant Date Fair Value


Nonvested at December 31, 2010	644,796		$	32.18
Granted	241,417			37.93
Forfeited	(7,448	)		30.95
Paid Out	(93,831	)		54.85

Nonvested at March 31, 2011	784,934		$	31.89

		Three months ended March 31,

(in millions, except per award amounts)		2011		2010

Stock based compensation expense¹		$	6	$	8
Income tax benefits related to stock compensation expense			2		3
Excess tax benefits²			2		1
Stock options
	Cash used to purchase shares to settle options		19		7
	Cash from participants to exercise stock options		13		5
	Value of options exercised		6		2
Restricted stock units
	Value of shares settled		5		—
	Tax benefits realized from settlement of awards		2		—

(in millions)	Unrealized Gain (Loss) on Cash Flow Hedges			Pension and PBOP – Net Gain (Loss)			Pension and PBOP – Prior Service Cost			Accumulated Other Comprehensive Loss


Balance at December 31, 2010	$	16		$	(87	)	$	(5	)	$	(76	)
Current period change		(4	)		3			—			(1	)

Balance at March 31, 2011	$	12		$	(84	)	$	(5	)	$	(77	)

(in millions)		March 31, 2011		December 31, 2010


Current:
	Regulatory balancing accounts	$	227	$	213
	Energy derivatives		173		162
	Other		7		3

			407		378

Long-term:
	Deferred income taxes – net		1,878		1,855
	Pensions and other postretirement benefits		1,094		1,097
	Unamortized generation investment – net		339		355
	Unamortized loss on reacquired debt		263		268
	Energy derivatives		261		177
	Nuclear-related ARO investment – net		167		154
	Unamortized distribution investment – net		109		105
	Regulatory balancing accounts		52		56
	Other		287		280

			4,450		4,347

Total Regulatory Assets		$	4,857	$	4,725

		Amortized Cost				Fair Value


(in millions)	Longest Maturity Dates	March 31, 2011		December 31, 2010		March 31, 2011		December 31, 2010

Stocks	—	$	845	$	895	$	2,068	$	2,029
Municipal bonds	2049		683		706		772		790
Corporate bonds	2044		263		288		320		346
U.S. government and agency securities	2040		331		270		354		288
Short-term investments and receivables/payables	One-year		100		26		105		27

Total		$	2,222	$	2,185	$	3,619	$	3,480

(in millions)	2011			2010


Balance at January 1,	$	3,480		$	3,140
Realized gains – net		23			21
Unrealized gains – net		102			62
Other-than-temporary impairments		(9	)		(3	)
Interest, dividends, contributions and other		23			28

Balance at March 31,	$	3,619		$	3,248

(in millions)		March 31, 2011		December 31, 2010


Total Assets:
	Electric utility	$	36,344	$	35,906
	Competitive power generation		9,771		9,597
	Parent and other²		46		27

Consolidated Edison International		$	46,161	$	45,530

		Three months ended March 31, 2011								Three months ended March 31, 2010


(in millions)		Utility Earning Activities			Utility Cost- Recovery Activities		Total Consolidated			Utility Earning Activities			Utility Cost- Recovery Activities			Total Consolidated

Operating revenue		$	1,363		$	869	$	2,232		$	1,265		$	894		$	2,159
Fuel and purchased power			—			584		584			—			689			689
Operations and maintenance			528			256		784			519			194			713
Depreciation, decommissioning and amortization			317			27		344			300			9			309
Property taxes and other			75			2		77			68			—			68

Total operating expenses			920			869		1,789			887			892			1,779

Operating income			443			—		443			378			2			380
Net interest expense and other			(84	)		—		(84	)		(72	)		(2	)		(74	)

Income before income taxes			359			—		359			306			—			306
Income tax expense			123			—		123			129			—			129

Net income			236			—		236			177			—			177
Dividends on preferred and preference stock			14			—		14			13			—			13

Net income available for common stock		$	222		$	—	$	222		$	164		$	—		$	164

Core Earnings¹							$	222								$	203
Non-Core Earnings:
	Tax impact of health care legislation							—									(39	)

Total SCE GAAP Earnings							$	222								$	164

(in millions)	Credit Facilities


Commitment	$	2,894
Outstanding borrowings supported by credit facilities		(200	)
Outstanding letters of credit		(73	)

Amount available	$	2,621

(in millions)

Collateral posted as of March 31, 2011¹	$	80
Incremental collateral requirements for power procurement contracts resulting from a potential downgrade of SCE's credit rating to below investment grade		53

Posted and potential collateral requirements for derivative instruments and power procurement contracts²	$	133

		March 31, 2011

(in millions)		Exposure²		Collateral			Net Exposure

S&P Credit Rating¹
	A or higher	$	151	$	—		$	151
	A-		14		—			14
	Not rated³		122		(50	)		72

Total		$	287	$	(50	)	$	237

(in millions)		Cash and Cash Equivalents		Available Under Credit Facilities		Total Available Liquidity


EME as a holding company		$	391	$	484	$	875
EME subsidiaries without contractual dividend restrictions			228		—		228

EME corporate cash and cash equivalents			619		484		1,103
EME subsidiaries with contractual dividend restrictions
	Midwest Generation¹		363		497		860
	Homer City		147		—		147
	Other EME subsidiaries		54		—		54
Other EMG subsidiaries			25		—		25

Total		$	1,208	$	981	$	2,189

(in millions)	EME			Midwest Generation


Commitments	$	564		$	500
Outstanding borrowings		—			—
Outstanding letters of credit		(80	)		(3	)

Amount available	$	484		$	497

(in millions)		April through December 2011		2012		2013


Midwest Generation Plants
	Plant capital expenditures	$	23	$	21	$	28
	Environmental expenditures		82		172		317
Homer City Plant
	Plant capital expenditures		13		26		16
	Environmental expenditures		—		—		—
Renewable Energy Projects
	Capital and construction expenditures		126		—		—
	Turbine commitments		90		—		—
Other capital expenditures			11		14		14

Total		$	345	$	233	$	375

	Moody's Rating		Fitch Rating


EME¹	B3	B-	B-
Midwest Generation²	Ba2	B+	BB
EMMT	Not Rated	B-	Not Rated

(in millions)


Corporate-debt-to-capital ratio	0.52	0.52
Covenant threshold (not more than)	0.75	0.75

Subsidiary	Financial Ratio	Covenant


Midwest Generation (Midwest Generation plants)	Debt to Capitalization Ratio	Less than or equal to 0.60 to 1	0.14 to 1
Homer City (Homer City plant)	Senior Rent Service Coverage Ratio	Greater than 1.7 to 1	1.87 to 1

		24-Hour Forward Energy Prices¹

		Northern Illinois Hub		PJM West Hub

2011
	April	$	29.53	$	40.01
	May		28.15		39.74
	June		30.92		43.44
	July		35.17		48.86
	August		37.29		50.28
	September		28.63		42.66
	October		25.17		40.65
	November		28.56		41.65
	December		30.14		45.92
2012 calendar "strip"²		$	31.30	$	46.20

		2011				2012				2013

		MWh (in thousands)		Average price/ MWh¹		MWh (in thousands)		Average price/ MWh¹		MWh (in thousands)		Average price/ MWh¹

Midwest Generation plants
	Northern Illinois and AEP/Dayton Hubs		7,664	$	37.78		5,350	$	35.25		1,020	$	39.11
Homer City plant^2,3
	PJM West Hub		1,195		58.86		1,370		51.68		204		51.85

Total			8,859				6,720				1,224

													Other Capacity Sales, Net of Purchases³

									RPM Capacity Sold in Base Residual Auction				Other Capacity Sales, Net of Purchases³
		Installed Capacity MW		Unsold Capacity¹ MW			Capacity Sold² MW		RPM Capacity Sold in Base Residual Auction							Average Price per MW-day		Aggregate Average Price per MW-day
		Installed Capacity MW		Unsold Capacity¹ MW			Capacity Sold² MW		MW		Price per MW-day		MW			Average Price per MW-day		Aggregate Average Price per MW-day

April 1, 2011 to May 31, 2011
	Midwest Generation		5,477		(548	)		4,929		4,929	$	174.29		—			—	$	174.29
	Homer City		1,884		(261	)		1,623		1,813		174.29		(190	)	$	53.95		188.38
June 1, 2011 to May 31, 2012
	Midwest Generation		5,477		(495	)		4,982		4,582		110.00		400			85.00		107.99
	Homer City		1,884		(163	)		1,721		1,771		110.00		(50	)		30.00		112.32
June 1, 2012 to May 31, 2013
	Midwest Generation		5,477		(773	)		4,704		4,704		16.46		—			—		16.46
	Homer City		1,884		(232	)		1,652		1,736		133.37		(84	)		16.46		139.31
June 1, 2013 to May 31, 2014
	Midwest Generation		5,477		(827	)		4,650		4,650		27.73		—			—		27.73
	Homer City		1,884		(104	)		1,780		1,780		226.15		—			—		221.03	⁴

	Amount of Coal Under Contract in Millions of Equivalent Tons¹

	April through December 2011		2012		2013

Midwest Generation plants		12.4		9.8		—
Homer City plant		3.5		1.9		0.8

(in millions)	Edison International (parent)


Commitment	$	1,426
Outstanding borrowings		(81	)
Outstanding letters of credit		—

Amount available	$	1,345

Period		(b) Average Price Paid per Share (or Unit)¹


January 1, 2011 to January 31, 2011	420,521	$	38.14	—	—
February 1, 2011 to February 28, 2011	154,846	$	36.52	—	—
March 1, 2011 to March 31, 2011	687,852	$	36.66	—	—

Total	1,263,219	$	37.14	—	—