UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549
                                    FORM 10-Q

            THE REGISTRANT MEETS THE CONDITIONS SET FORTH IN GENERAL
   INSTRUCTION H(1) (a) AND (b) OF FORM 10-Q AND IS THEREFORE FILING THIS FORM
                       WITH THE REDUCED DISCLOSURE FORMAT

          [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                  For the quarterly period ended June 30, 2000

          [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OF 15(d) OF THE
                             SECURITIES ACT OF 1934

                        Commission file number: 333-58055

                          PECO Energy Transition Trust
             (Exact name of registrant as specified in its charter)

                  Delaware                                  51-0382130
       (State or other jurisdiction of                   (I.R.S. Employer
        incorporation or organization)                  Identification No.)

                      c/o First Union Trust Company, N. A.
                       One Rodney Square, 920 King Street
                           Wilmington, Delaware              19801
               (Address of principal executive offices)    (Zip Code)

                                 (302) 888-7532
              (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      X               No
                      ----------               ----------

<PAGE>


PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

<TABLE>
<CAPTION>
                              PECO ENERGY TRANSITION TRUST
                 STATEMENTS OF NET ASSETS AVAILABLE FOR TRUST ACTIVITIES
                                      (in Millions)


                                                               June 30,    December 31,
                                                                 2000          1999
                                                             ----------   ----------
                                                             (Unaudited)
ASSETS

Current Assets:
<S>                                                          <C>          <C>
     Cash and Cash Equivalents                               $    169.3   $    173.5
     Interest Receivable                                            1.2          0.9
     Due from Related Party                                        57.6         42.1
     Current portion of Intangible Transition Property            264.6        134.7
                                                             ----------   ----------
         Total Current Assets                                     492.7        351.2

Noncurrent Assets:
     Debt Issuance Costs, net of amortization                      28.2         22.7
     Intangible Transition Property, net of amortization        4,677.8      3,858.7
                                                             ----------   ----------
     TOTAL ASSETS                                               5,198.7      4,232.6
                                                             ----------   ----------

LIABILITIES

Current Liabilities:
     Accrued Interest Expense                                      94.2         82.8
     Current portion of Transition Bonds                          206.9        120.0
                                                             ----------   ----------
         Total Current Liabilities                                301.1        202.8

Due to Related Party                                              128.9        110.7
Long-Term Debt - Transition Bonds                               4,680.2      3,832.6
                                                             ----------   ----------
     TOTAL LIABILITIES                                          5,110.2      4,146.1
                                                             ----------   ----------

NET ASSETS AVAILABLE FOR TRUST ACTIVITIES                    $     88.5   $     86.5
                                                             ==========   ==========
</TABLE>


                           See Notes to Financial Statements.

                                       2
<PAGE>

<TABLE>
<CAPTION>
                                       PECO ENERGY TRANSITION TRUST
                    STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR TRUST ACTIVITIES
                                               (Unaudited)
                                              (in Millions)

                                                           Three Months Ended        Six Months Ended
                                                                June 30,                 June 30,
                                                             2000       1999         2000        1999
                                                         ----------   --------   ----------   ----------
ADDITIONS
<S>                                                      <C>          <C>        <C>          <C>
     Contributions by Trust Grantor                      $      5.0   $     --   $      5.0   $     20.0
     ITC Collections                                           89.1       74.1        177.1         74.1
     Due From Related Party                                    14.0       43.6         15.5         43.6
     Deferred Debt Issuance Costs                               7.4         --          7.4         22.9
     Intangible Transition Property                         1,008.9         --      1,008.9      4,080.2
     Interest Income                                            1.9         --          5.4           --
     Other                                                       --        0.3           --          0.3
                                                         ----------   --------   ----------   ----------
TOTAL ADDITIONS                                             1,126.3      118.0      1,219.3      4,241.1
                                                         ----------   --------   ----------   ----------
DEDUCTIONS
     Due to Related Party                                      18.2        0.8         18.2        109.4
     Transition Bonds                                         998.1         --        998.1      3,994.6
     Interest Expense                                          72.6       62.4        133.5         66.5
     Amortization of Debt Issuance Costs                        1.1        0.8          1.9          0.8
     Amortization of Intangible Transition Property            28.6       21.3         59.9         21.3
     Amortization of Debt Discount                              0.2         --          0.3          0.6
     Service Fee Expense                                        2.9        2.5          5.4          2.5
                                                         ----------   --------   ----------   ----------
TOTAL DEDUCTIONS                                            1,121.7       87.8      1,217.3      4,195.7
                                                         ----------   --------   ----------   ----------
CHANGES IN NET ASSETS AVAILABLE FOR TRUST ACTIVITIES            4.6       30.2          2.0         45.4
                                                         ----------   --------   ----------   ----------
NET ASSETS AVAILABLE FOR TRUST ACTIVITES
AT BEGINNING OF PERIOD                                         83.9       15.2         86.5           --
                                                         ----------   --------   ----------   ----------
NET ASSETS AVAILABLE FOR TRUST ACTIVITIES
AT END OF PERIOD                                         $     88.5   $   45.4   $     88.5   $     45.4
                                                         ==========   ========   ==========   ==========
</TABLE>


                                    See Notes to Financial Statements.

                                                     3
<PAGE>

                          PECO ENERGY TRANSITION TRUST
                          NOTES TO FINANCIAL STATEMENTS

1. BASIS OF PRESENTATION
         The accompanying  financial  statements as of June 30, 2000 and for the
three and six months then ended are unaudited,  but include all adjustments that
PECO Energy Transition Trust (PETT) considers  necessary for a fair presentation
of such financial statements. All adjustments are of a normal, recurring nature.
Certain prior-year amounts have been reclassified for comparative purposes.


2. SERIES 2000-A TRANSITION BONDS
         The  Pennsylvania  Public Utility  Commission  (PUC) authorized PETT to
collect an Intangible  Transition Charge (ITC) in the PUC's Qualified Rate Order
issued on March 16,  2000  (2000  QRO).  The 2000 QRO  authorizes  the ITC to be
sufficient  to recover up to $1 billion of PECO Energy  Company's  (PECO Energy)
stranded  costs and an amount  sufficient  to recover  the  aggregate  principal
amount of the Series 2000-A Transition Bonds (Series 2000-A  Transition  Bonds),
plus an amount  sufficient  to provide for any credit  enhancement,  to fund any
reserves and to pay interest,  redemption  premiums,  if any, servicing fees and
other expenses relating to the Series 2000-A Transition Bonds.

         On May 2, 2000, PETT issued $1 billion  aggregate  principal  amount of
Series  2000-A  Transition  Bonds  to  securitize  a  portion  of PECO  Energy's
authorized stranded cost recovery. The Series 2000-A Transition Bonds are solely
obligations  of PETT,  secured by Intangible  Transition  Property (ITP) sold by
PECO Energy to PETT  concurrently  with the  issuance  of the 2000-A  Transition
Bonds  and  certain  other  collateral  related  thereto.  The  following  table
summarizes the terms of the Series 2000-A Transition Bonds at June 30:

<TABLE>
<CAPTION>
                    Approximate                     Expected
  Series 2000-A         Face      Interest        Final Payment         Termination
     Classes           Amount       Rate             Date(a)              Date(a)
-----------------------------------------------------------------------------------------
                     (millions)
<S>                    <C>         <C>        <C>                    <C>
       A-1              $110        7.18 %      September 1, 2001      September 1, 2003
       A-2              $140        7.30 %      September 1, 2002      September 1, 2004
       A-3              $399        7.63 %      March 1, 2009          March 1, 2010
       A-4              $351        7.65 %      September 1, 2009      March 1, 2010
<FN>
(a)  The Expected Final Payment Date is the date when all principal and interest
     of the related class of the Series 2000-A  Transition  Bonds is expected to
     be paid in full in accordance with the expected  amortization  schedule for
     the applicable  class.  The Termination Date is the date when all principal
     and interest of the related  class of the Series  2000-A  Transition  Bonds
     must be paid in full. The current  portion of the Series 2000-A  Transition
     Bonds is based upon the expected maturity date.
</FN>
</TABLE>

         PETT  used  the  proceeds  of the  Series  2000-A  Transition  Bonds to
purchase  $1.009  billion of ITP from PECO Energy  which  represented  an amount
sufficient  to recover  the  aggregate  principal  amount of the  Series  2000-A
Transition Bonds and related expenses including interest and servicing fees.

         PETT makes semi-annual  principal  payments pursuant to an amortization
schedule in the Series 2000-A Supplemental Indenture dated May 2, 2000. On March
1, 2000,  a  principal  payment  was made for $63.9  million  which  reduced the

                                       4
<PAGE>


outstanding  principal balance of the previously issued Series 1999-A Transition
Bonds (Series 1999-A Transition Bonds).

         PETT has  entered  into  interest  rate swaps to manage  interest  rate
exposure  associated  with the issuance in March,  1999,  of two  floating  rate
classes of Series 1999-A  Transition  Bonds.  The aggregate  notional  amount of
these swaps was equal to the face values of those two floating rate classes.  At
June 30, 2000,  the fair value of these  instruments  was $41.4 million based on
the present value  difference  between the contracted rates and the market rates
at that  date.  The fixed  interest  rates of Series  1999-A  Transition  Bonds,
Classes A-3 and A-5 are 6.58% and 6.94%,  respectively.  A hypothetical 50 basis
point  increase  or  decrease  in the spot  yield at June 30,  2000  would  have
resulted  in an  aggregate  fair  value of these  interest  rate  swaps of $54.8
million or $31.4 million,  respectively.  If the derivative instruments had been
terminated at June 30, 2000, these estimated fair values represent the amount to
be paid by the counterparties to PETT.

         PETT  would  be  exposed  to  credit-related  losses  in the  event  of
non-performance  by the counterparties  that issued the derivative  instruments.
PETT does not expect that the  counterparties  to the  interest  rate swaps will
fail to meet these  obligations,  given  their high credit  ratings.  The credit
exposure  of  derivatives  contracts  is  represented  by the fair  value of the
contracts at the reporting date.  PETT interest rate swaps are documented  under
master  agreements.  Among other things,  these agreements provide for a maximum
credit exposure for both parties. Payments are required by the appropriate party
when the maximum limit is reached.

3.  SIGNIFICANT AGREEMENTS AND RELATED PARTY TRANSACTIONS
         PETT  purchased  ITP from  PECO  Energy  pursuant  to the  Amended  and
Restated Intangible Transition Property Sale Agreement,  dated May 2, 2000 (Sale
Agreement).  Under the Sale Agreement, PECO Energy makes certain representations
and  warranties  about the ITP and  indemnifies  PETT for  losses  caused by the
breach of such  representations and warranties.  To the extent a breach concerns
the existence of the ITP or the ability to charge ITC in the amounts  sufficient
to meet a pre-set amortization schedule, PECO Energy must pay liquidated damages
equal to the lost principal and interest of the amortization schedule.

         For  financial  reporting  purposes  and  Federal and  Commonwealth  of
Pennsylvania  income and franchise tax purposes the transfer of ITP to PETT will
be treated as a financing arrangement and not a sale.

         The  Series  2000-A  Transition  Bonds  were  issued  pursuant  to  the
Indenture  dated  March 1, 1999  (Indenture)  and the  Series  2000-A  Indenture
Supplement dated May 2, 2000.  Under the Indenture,  PETT has pledged all of its
property,  including  the ITP, to secure the  Transition  Bonds.  The  Indenture
prohibits PETT from selling, transferring, exchanging, or otherwise disposing of
any of the collateral unless directed to do so by the Trustee; from claiming any
credit or making any deduction from the principal,  premium, if any, or interest
on  Transition  Bonds or against any  Transition  Bond  holder;  permitting  the
validity of effectiveness of the Indenture to be impaired or permitting the lien
of the  Indenture  to be amended,  hypothecated,  subordinated,  terminated,  or
discharged;  permitting  any person to be released  from any of the covenants or
obligations  with  respect to  Transition  Bonds as  expressly  permitted by the
Indenture;  permitting  any liens,  charges,  or claims,  security  interest  or
mortgage  (other  than the lien  created by the  Indenture)  to be created in or
extended  to or  otherwise  arise  upon or  burden  the  collateral  or any part
thereof;  or  permitting  the lien of the  Indenture  not to constitute a valid,
first priority security interest in the collateral.


                                       5
<PAGE>

         Under the Amended and Restated Master Servicing  Agreement entered into
by PETT and PECO Energy dated May 2, 2000, PECO Energy, as servicer, manages and
administers  the ITP sold to PETT and collects the ITC related thereto on behalf
of PETT.

         In the six months ended June 30, 2000 and 1999,  PETT  recorded  $177.1
million and $74.1 million,  respectively,  of ITC collections. In the six months
ended June 30, 2000 and 1999,  PETT  recorded  $5.4  million  and $2.5  million,
respectively,  in servicing fees based upon the outstanding  principal amount of
the Transition Bonds.

         As of June 30, 2000, the Due from Related Party balance  represents ITC
billings by PECO Energy that have not yet been collected (ITC billings) of $56.4
million and ITC  collections  by PECO Energy that have not yet been  remitted to
PETT (ITC collections) of $2.0 million,  partially offset by servicing fees that
have not been paid by PETT (servicing fees) of $0.8 million.  As of December 31,
1999,  the Due from  Related  Party  balance  represents  ITC  billings of $40.3
million and ITC collections of $2.6 million,  partially offset by servicing fees
of $0.8 million.

         As of June 30, 2000 and  December 31,  1999,  the Due to Related  Party
balance  of  $128.9  million  and  $110.7  million,  respectively,   represented
cumulative  advances from PECO Energy for initial working  capital  requirements
and operating  expenses that are not  considered to be currently due and payable
by PECO Energy.


4.  LITIGATION
         On February 7, 2000, the  Mid-Atlantic  Power Supply  Association  (the
Association)  filed an  intervention  to the PUC's  proceedings on PECO Energy's
January 7, 2000 application for a QRO to ensure that the proposed securitization
does not have an adverse effect on competition in the retail electrical services
market in Pennsylvania. Specifically, the Association expressed concern that the
2000 QRO would cause a reduction in the shopping credit  established in the 1998
QRO and would enable PECO Energy to use the proposed  rate  reduction in 2001 to
promote its provider of last resort service.

         The Association subsequently agreed to join with several of the parties
who  participated  in  PECO  Energy's  restructuring   proceeding  in  a  second
settlement,  which was filed with the PUC on March 8, 2000.  On March 16,  2000,
the PUC issued an order approving the Joint Petition for Full Settlement of PECO
Energy  Company's  Application for Issuance of a QRO authorizing  PECO Energy to
securitize  up to an  additional  $1.0  billion  of its  authorized  recoverable
stranded  costs.  In  accordance  with the terms of the Joint  Petition for Full
Settlement,  when the 2000 QRO  became  final and  non-appealable,  PECO  Energy
provided its retail  customers  with rate  reductions in the total amount of $60
million  beginning on January 1, 2001. This rate reduction will be effective for
calendar  year  2001  only and  will not be  contingent  upon  the  issuance  of
additional transition bonds pursuant to the 2000 QRO.

5. NEW ACCOUNTING PRONOUNCEMENTS
         In June 2000, the Financial  Accountings  Standards Board (FASB) issued
Statement of  Financial  Accounting  standards  (SFAS) No. 138  "Accounting  for
Certain Derivative  Instruments and Certain Hedging Activities,  an amendment of
FASB Statement No. 133" (SFAS No. 138).  This standard amends the accounting and
reporting  standards  of SFAS No. 133 for  certain  derivative  instruments  and
certain  hedging  activities.  It also  amends SFAS No. 133 for  decisions  made
arising from the Derivatives Implementation Group process. PETT expects to adopt
SFAS No. 133 and SFAS No. 138 on  January  1,  2001.  PETT is in the  process of
evaluating  the  impact  of SFAS  No.  133 and  SFAS  No.  138 on its  financial
statements.


                                       6
<PAGE>


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

         The  following  analysis  of the  financial  condition  and  results of
activities of PECO Energy  Transition  Trust (PETT) is in an abbreviated  format
pursuant  to  Instruction  H of  Form  10-Q.  Such  analysis  should  be read in
conjunction  with the  Financial  Statements  and Notes to Financial  Statements
included in Item 1 above, and the Note Issuer's Annual Financial  Statements and
the Notes to Financial  Statements included in its Registration  Statement dated
April 27, 2000.

         PETT  was  formed  under  the  laws  of  Delaware  pursuant  to a trust
agreement  between PETT,  PECO Energy Company (PECO  Energy),  First Union Trust
Company,  N.A., acting  thereunder not in its individual  capacity but solely as
issuer trustee of PETT, and two beneficiary  trustees  appointed by PECO Energy.
PETT is currently  governed by an amended and restated trust agreement among the
same parties.

         Excluding  the  effects  of the  purchase  of  ITP  from  PECO  Energy,
additions  for the three and six months ended June 30, 2000 were $110.0  million
and $203.0  million,  respectively.  These  additions  primarily  represent  the
recovery  of ITC.  Excluding  the effects of the  issuance of the Series  1999-A
Transition Bonds on March 25, 1999 and the Series 2000-A Transition Bonds on May
2,  2000  (collectively,  Transition  Bonds),  deductions  for the three and six
months ended June 30, 2000 were $105.4 million and $201.0 million, respectively,
and  included:  $72.6  million  and $133.5  million,  respectively,  of interest
charges  associated with the Transition Bonds;  amortization  charges related to
the ITC of $28.6 million and $59.9 million,  respectively, and servicing fees of
$2.9 million and $5.4 million, respectively.

         On May 2, 2000, PETT issued $110.0 million  aggregate  principal amount
of 7.18% Series 2000-A  Transition  Bonds,  Class A-1, $140.0 million  aggregate
principal  amount of 7.30% Series 2000-A  Transition  Bonds,  Class A-2,  $398.8
million  aggregate  principal  amount of 7.63% Series 2000-A  Transition  Bonds,
Class A-3,  $351.2  million  aggregate  principal  amount of 7.65% Series 2000-A
Transition Bonds, Class A-4.

         PETT relies on the  computer  systems of PECO Energy in its capacity as
servicer under the Amended and Restated Master Servicing Agreement. During 1999,
PECO Energy successfully addressed, through its Year 2000 Project (Y2K Project),
the issue resulting from computer  programs using two digits rather than four to
define the applicable year and other programming  techniques that constrain date
calculations or assign special meanings to certain dates.

         PECO Energy's  systems  experienced no Y2K difficulties on December 31,
1999 or since  that date.  PECO  Energy's  operations  have not,  to date,  been
adversely  affected by any Y2K difficulties that suppliers or customers may have
experienced.  The Company will continue to monitor its systems for potential Y2K
difficulties through the remainder of 2000.

         For  additional  information  on PECO  Energy's Y2K  project,  see PECO
Energy's Quarterly Report on Form 10-Q for the quarter ended June 30, 2000.


                                       7
<PAGE>

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT
MARKET RISK

Omitted with respect to PETT pursuant to Instruction H of Form 10-Q.



















                                       8
<PAGE>

PART II. OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

         None.

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

         Omitted with respect to PETT pursuant to Instruction H of Form 10-Q.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

         Omitted with respect to PETT pursuant to Instruction H of Form 10-Q.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

         Omitted with respect to PETT pursuant to Instruction H of Form 10-Q.

ITEM 5.  OTHER INFORMATION

         None.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)      Exhibits:

Exhibit No.       Description
-----------       ---------------
   27             Financial Data Schedule.

(b)      Reports on Form 8-K filed during the reporting period:

         None





                                       9
<PAGE>


                          PECO ENERGY TRANSITION TRUST


                                   SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.





Date:  August 14, 2000                      By:  /s/ George R. Shicora
                                                     ------------------------
                                                     George R. Shicora
                                                     Beneficiary Trustee

























                                       10