DMFIRM #404557705 v2    Atlanta   |   Baltimore   |   Boulder   |   Delaware   |   Denver   |   Las Vegas   |   Los Angeles   |   Minneapolis   |   New Jersey   |   New York   |   Philadelphia     Phoenix  |   Salt Lake City   |   Sioux Falls   |   Washington, DC   |   www.ballardspahr.com        August 23, 2022      PECO Energy Company  2301 Market Street  Philadelphia, PA 19103    Re: $425,000,000 aggregate principal amount of First and Refunding Mortgage  Bonds, 4.375% Series due 2052   Ladies and Gentlemen:  We have acted as counsel to PECO Energy Company, a Pennsylvania corporation (the  “Company”), in connection with the issuance and sale by the Company of $425,000,000  aggregate principal amount of its First and Refunding Mortgage Bonds, 4.375% Series due 2052  (the “Bonds”), covered by the Registration Statement on Form S-3, No. 333-266487-05 (the  “Registration Statement”), filed by the Company with the Securities and Exchange Commission  (“Commission”) on August 3, 2022, under the Securities Act of 1933, as amended.  We are familiar with the proceedings to date with respect to the Registration Statement and have  examined such records, documents and questions of law, and satisfied ourselves as to such  matters of fact, as we have considered relevant and necessary as a basis for this opinion.  In  addition, we have assumed that there will be no change in the laws currently applicable to the  Company and that such laws will be the only laws applicable to the Company.  We have also  assumed that there will be no change in the facts.  Any such changes in the laws or the facts  could alter our opinion.  Based upon and subject to the foregoing, the statements set forth in the Prospectus Supplement  dated August 16, 2022 included in the Registration Statement under the heading “Certain United  States Federal Income Tax Consequences,” to the extent they constitute matters of Federal  income tax law or legal conclusions with respect thereto, represent our opinion.  In giving the foregoing opinion, we express no opinion as to the laws of any jurisdiction other  than the Federal income tax laws of the United States of America.
 PECO Energy Company  August 23, 2022  Page 2      DMFIRM #404557705 v2        This opinion letter is limited to the matters stated herein and no opinion is implied or may be  inferred beyond the matters expressly stated herein.  This opinion is rendered as of the date  hereof based on the law and facts in existence on the date hereof, and we do not undertake, and  hereby disclaim, any obligation to advise you of any changes in law or fact, whether or not  material, which may be brought to our attention at a later date.  We hereby consent to the filing of this opinion with the Commission as Exhibit 8.1 to the  Registration Statement.  We also consent to the use of our name under the heading “Certain  United States Federal Income Tax Consequences” in the Prospectus Supplement dated August  16, 2022 included in the Registration Statement.  In giving this consent, we do not hereby admit  that we are within the category of persons whose consent is required under Section 7 of the  Securities Act of 1933, as amended, or the rules or regulations of the Commission promulgated  thereunder.  Very truly yours,    /s/ Ballard Spahr LLP