Form SC 13G EXELON CORP Filed by: FRANKLIN RESOURCES INC

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February 9, 2015 11:50 AM EST

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�

�� CUSIP NO. 30161N101�� 13G�� Page 1 of 14

�

�� UNITED STATES

�� SECURITIES AND EXCHANGE COMMISSION

�� Washington, D.C. 20549

�

�� SCHEDULE 13G

�

�� Under the Securities Exchange Act of 1934

�� (Amendment No. )*

�

�� EXELON CORPORATION

�� (Name of Issuer)

�

�� Common Stock, without par value

�� (Title of Class of Securities)

�

�� 30161N101�

�� (CUSIP Number)

�

�� December 31, 2014

�

�� (Date of Event Which Requires Filing of this Statement)

�

�� Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

�

�� [X] Rule 13d1(b)

�� [ ] Rule 13d1(c)

�� [ ] Rule 13d1(d)

�

�� *The remainder of this cover page shall be filled out for a reporting person's initial

�� filing on this form with respect to the subject class of securities, and for any

�� subsequent amendment containing information which would alter the disclosures provided in

�� a prior cover page.

�

�� The information required in the remainder of this cover page shall not be deemed to be

�� "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or

�� otherwise subject to the liabilities of that section of the Act but shall be subject to

�� all other provisions of the Act (however, see the Notes).

�

�� CUSIP NO. 30161N101�� 13G�� Page 2 of 14

�

�� 1.�� NAMES OF REPORTING PERSONS.��

�

�� Franklin Resources, Inc.

�

�� 2.�� CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

�

�� (a)�

�� (b) X

�

�� 3.�� SEC USE ONLY

�

�� 4.�� CITIZENSHIP OR PLACE OF ORGANIZATION

�

�� Delaware�

�

�� NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

�

�� 5.�� SOLE VOTING POWER

�

�� (See Item 4)

�

�� 6.�� SHARED VOTING POWER

�

�� (See Item 4)

�

�� 7.�� SOLE DISPOSITIVE POWER

�

�� (See Item 4)

�

�� 8.�� SHARED DISPOSITIVE POWER

�

�� (See Item 4)

�

�� 9.�� AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

�

�� 45,614,955^[1]

�

�� 10.�� CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES

�� CERTAIN SHARES [ ]

�

�� 11.�� PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

�

�� 5.3%�

�

�� 12.�� TYPE OF REPORTING PERSON

�

�� HC, CO (See Item 4)

[1]

�� Includes 3,085,830 shares of common stock issuable on conversion of preferred stock

��(as computed under Rule 13d3(d)(1)(i)).

�

�� CUSIP NO. 30161N101�� 13G�� Page 3 of 14

�

�� 1.�� NAMES OF REPORTING PERSONS.��

�

�� Charles B. Johnson

�

�� 2.�� CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

�

�� (a)�

�� (b) X

�

�� 3.�� SEC USE ONLY

�

�� 4.�� CITIZENSHIP OR PLACE OF ORGANIZATION

�

�� USA�

�

�� NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

�

�� 5.�� SOLE VOTING POWER

�

�� (See Item 4)

�

�� 6.�� SHARED VOTING POWER

�

�� (See Item 4)

�

�� 7.�� SOLE DISPOSITIVE POWER

�

�� (See Item 4)

�

�� 8.�� SHARED DISPOSITIVE POWER

�

�� (See Item 4)

�

�� 9.�� AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

�

�� 45,614,955�

�

�� 10.�� CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES

�� CERTAIN SHARES [ ]

�

�� 11.�� PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

�

�� 5.3%�

�

�� 12.�� TYPE OF REPORTING PERSON

�

�� HC, IN (See Item 4)

�

�� CUSIP NO. 30161N101�� 13G�� Page 4 of 14

�

�� 1.�� NAMES OF REPORTING PERSONS.��

�

�� Rupert H. Johnson, Jr.

�

�� 2.�� CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

�

�� (a)�

�� (b) X

�

�� 3.�� SEC USE ONLY

�

�� 4.�� CITIZENSHIP OR PLACE OF ORGANIZATION

�

�� USA�

�

�� NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

�

�� 5.�� SOLE VOTING POWER

�

�� (See Item 4)

�

�� 6.�� SHARED VOTING POWER

�

�� (See Item 4)

�

�� 7.�� SOLE DISPOSITIVE POWER

�

�� (See Item 4)

�

�� 8.�� SHARED DISPOSITIVE POWER

�

�� (See Item 4)

�

�� 9.�� AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

�

�� 45,614,955�

�

�� 10.�� CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES

�� CERTAIN SHARES [ ]

�

�� 11.�� PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

�

�� 5.3%�

�

�� 12.�� TYPE OF REPORTING PERSON

�

�� HC, IN (See Item 4)

�

�� CUSIP NO. 30161N101�� 13G�� Page 5 of 14

�

�� 1.�� NAMES OF REPORTING PERSONS.��

�

�� Franklin Advisers, Inc.

�

�� 2.�� CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

�

�� (a)�

�� (b) X

�

�� 3.�� SEC USE ONLY

�

�� 4.�� CITIZENSHIP OR PLACE OF ORGANIZATION

�

�� California�

�

�� NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:

�

�� 5.�� SOLE VOTING POWER

�

�� 45,254,730 �

�

�� 6.�� SHARED VOTING POWER

�

�� 0�

�

�� 7.�� SOLE DISPOSITIVE POWER

�

�� 45,589,730 �

�

�� 8.�� SHARED DISPOSITIVE POWER

�

�� 0�

�

�� 9.�� AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

�

�� 45,589,730�

�

�� 10.�� CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES

�� CERTAIN SHARES [ ]

�

�� 11.�� PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

�

�� 5.3%�

�

�� 12.�� TYPE OF REPORTING PERSON

�

�� IA, CO (See Item 4)

�

�� CUSIP NO. 30161N101�� 13G�� Page 6 of 14

�

�� Item 1.

�

�� (a)�� Name of Issuer

�

�� EXELON CORPORATION

�

�� (b)�� Address of Issuer's Principal Executive Offices

�

�� 10 South Dearborn Street

�� P.O. Box 805379

�� Chicago, IL 60680-5379

�

�� Item 2.

�

�� (a)�� Name of Person Filing

�� (i):�� Franklin Resources, Inc.

�

�� (ii):� Charles B. Johnson

�

�� (iii): Rupert H. Johnson, Jr.

�

�� (iv):� Franklin Advisers, Inc.

�

�� (b)�� Address of Principal Business Office or, if none, Residence

�

�� (i), (ii), and (iii):

�� One Franklin Parkway

�� San Mateo, CA 944031906

�� (iv): One Franklin Parkway

�� San Mateo, CA� 944031906

�

�� (c)�� Citizenship

�

�� (i):�� Delaware

�

�� (ii) and (iii): USA

�

�� (iv): California

�

�� (d)�� Title of Class of Securities

�

�� Common Stock, without par value

�

�� (e)�� CUSIP Number

�

�� 30161N101�

�

�� CUSIP NO. 30161N101�� 13G�� Page 7 of 14

�

�� Item 3. If this statement is filed pursuant to ��240.13d1(b) or 240.13d2(b) or (c),

�� check whether the person filing is a:

�� (a) [ ] Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

�

�� (b) [ ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

�

�� (c) [ ] Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C.

�� 78c).�

�

�� (d) [ ] Investment company registered under section 8 of the Investment Company

�� Act of 1940 (15 U.S.C 80a8).

�

�� (e) [X] An investment adviser in accordance with �240.13d1(b)(1)(ii)(E);

�

�� (f) [ ] An employee benefit plan or endowment fund in accordance with

�� 240.13d1(b)(1)(ii)(F);�

�

�� (g) [X] A parent holding company or control person in accordance with

�� 240.13d1(b)(1)(ii)(G);�

�

�� (h) [ ] A savings associations as defined in Section 3(b) of the Federal Deposit

�� Insurance Act (12 U.S.C. 1813);

�

�� (i) [ ] A church plan that is excluded from the definition of an investment

�� company under section 3(c)(14) of the Investment Company Act of 1940 (15

�� U.S.C. 80a3);

�

�� (j) [ ] A nonU.S. institution in accordance with �240.13d1(b)(ii)(J);

�

�� (k) [ ] Group, in accordance with �240.13d 1(b)(1)(ii)(K).

�

�� If filing as a nonU.S. institution in accordance with �240.13d1(b)(1)(ii) (J).

�� please specify the type of institution:

�

�� Item 4.� Ownership

�

�� The securities reported herein are beneficially owned by one or more open or

�� closedend investment companies or other managed accounts that are investment

�� management clients of investment managers that are direct and indirect subsidiaries

�� (each, an Investment Management Subsidiary and, collectively, the Investment

�� Management Subsidiaries) of Franklin Resources Inc. (FRI), including the Investment

�� Management Subsidiaries listed in this Item 4.� When an investment management contract

�� (including a subadvisory agreement) delegates to an Investment Management Subsidiary

�� investment discretion or voting power over the securities held in the investment

�� advisory accounts that are subject to that agreement, FRI treats the Investment

�� Management Subsidiary as having sole investment discretion or voting authority, as the

�� case may be, unless the agreement specifies otherwise. Accordingly, each Investment

�� Management Subsidiary reports on Schedule 13G that it has sole investment discretion

�� and voting authority over the securities covered by any such investment management

�� agreement, unless otherwise noted in this Item 4.� As a result, for purposes of Rule

�� 13d3 under the Act, the Investment Management Subsidiaries listed in this Item 4 may

�� be deemed to be the beneficial owners of the securities reported in this Schedule 13G.

�

�� CUSIP NO. 30161N101�� 13G�� Page 8 of 14

�

�� Beneficial ownership by Investment Management Subsidiaries and other FRI affiliates is

�� being reported in conformity with the guidelines articulated by the SEC staff in

�� Release No. 3439538 (January 12, 1998) relating to organizations, such as FRI, where

�� related entities exercise voting and investment powers over the securities being

�� reported independently from each other.� The voting and investment powers held by

�� Franklin Mutual Advisers, LLC (FMA), an indirect whollyowned Investment Management

�� Subsidiary, are exercised independently from FRI and from all other Investment

�� Management Subsidiaries (FRI, its affiliates and the Investment Management

�� Subsidiaries other than FMA are collectively, FRI affiliates). Furthermore, internal

�� policies and procedures of FMA and FRI establish informational barriers that prevent

�� the flow between FMA and the FRI affiliates of information that relates to the voting

�� and investment powers over the securities owned by their respective management

�� clients. Consequently, FMA and FRI affiliates report the securities over which they

�� hold investment and voting power separately from each other for purposes of Section 13

�� of the Act.

�

�� Charles B. Johnson and Rupert H. Johnson, Jr. (the Principal Shareholders) each own

�� in excess of 10% of the outstanding common stock of FRI and are the principal

�� stockholders of FRI.� FRI and the Principal Shareholders may be deemed to be, for

�� purposes of Rule 13d3 under the Act, the beneficial owners of securities held by

�� persons and entities for whom or for which FRI subsidiaries provide investment

�� management services.� The number of shares that may be deemed to be beneficially owned

�� and the percentage of the class of which such shares are a part are reported in Items

�� 9 and 11 of the cover pages for FRI and each of the Principal Shareholders.� FRI, the

�� Principal Shareholders and each of the Investment Management Subsidiaries disclaim any

�� pecuniary interest in any of the such securities.� In addition, the filing of this

�� Schedule 13G on behalf of the Principal Shareholders, FRI and the FRI affiliates, as

�� applicable, should not be construed as an admission that any of them is, and each of

�� them disclaims that it is, the beneficial owner, as defined in Rule 13d3, of any of

�� the securities reported in this Schedule 13G.

�

�� FRI, the Principal Shareholders, and each of the Investment Management Subsidiaries

�� believe that they are not a group within the meaning of Rule 13d5 under the Act and

�� that they are not otherwise required to attribute to each other the beneficial

�� ownership of the securities held by any of them or by any persons or entities for whom

�� or for which the Investment Management Subsidiaries provide investment management

�� services.�

�

�� (a)�� Amount beneficially owned:

�

�� 45,614,955�

�

�� (b)�� Percent of class:

�

�� 5.3%�

�

�� (c)�� Number of shares as to which the person has:

�

�� (i)� Sole power to vote or to direct the vote

�

�� Franklin Resources, Inc.:�� 0

�

�� Charles B. Johnson:�� 0

�

�� Rupert H. Johnson, Jr.:�� 0

�

�� Franklin Advisers, Inc.:�� 45,254,730

�

�� Franklin Advisory Services, LLC:�� 14,000

�

�� Fiduciary Trust Company International:�� 425

�

�� Franklin Templeton Institutional, LLC:�� 10,800

�

�� (ii)� Shared power to vote or to direct the vote

�

�� 0�

�

�� CUSIP NO. 30161N101�� 13G�� Page 9 of 14

�

�� (iii)� Sole power to dispose or to direct the disposition of

�

�� Franklin Resources, Inc.:�� 0

�

�� Charles B. Johnson:�� 0

�

�� Rupert H. Johnson, Jr.:�� 0

�

�� Franklin Advisers, Inc.:�� 45,589,730

�

�� Franklin Advisory Services, LLC:�� 14,000

�

�� Franklin Templeton Institutional, LLC:�� 10,800

�

�� Fiduciary Trust Company International:�� 425

�

�� (iv)�� Shared power to dispose or to direct the disposition of

�

�� 0�

�

�� Item 5.� Ownership of Five Percent or Less of a Class

�

�� If this statement is being filed to report the fact that as of the date

�� hereof the reporting person has ceased to be the beneficial owner of more

�� than five percent of the class of securities, check the following [ ].

�

�� Item 6.� Ownership of More than Five Percent on Behalf of Another Person

�

�� The clients of the Investment Management Subsidiaries, including investment

�� companies registered under the Investment Company Act of 1940 and other

�� managed accounts, have the right to receive or power to direct the receipt of

�� dividends from, and the proceeds from the sale of, the securities reported

�� herein.� �

�

�� Item 7.� Identification and Classification of the Subsidiary Which Acquired the

�� Security Being Reported on By the Parent Holding Company

�

�� See Attached Exhibit C

�

�� Item 8.� Identification and Classification of Members of the Group

�

�� Not Applicable

�

�� Item 9.� Notice of Dissolution of Group

�

�� Not Applicable

�

�� CUSIP NO. 30161N101�� 13G�� Page 10 of 14

�

�� Item 10.� Certification

�

�� By signing below I certify that, to the best of my knowledge and belief, the

�� securities referred to above were acquired and are held in the ordinary course of

�� business and were not acquired and are not held for the purpose of or with the effect

�� of changing or influencing the control of the issuer of the securities and were not

�� acquired and are not held in connection with or as a participant in any transaction

�� having that purpose or effect.

�

�� This report shall not be construed as an admission by the persons filing the report

�� that they are the beneficial owner of any securities covered by this report.

�

�� Exhibits.�

�� Exhibit A Joint Filing Agreement

�� Exhibit B Limited Powers of Attorney for Section 13 Reporting Obligations

�� Exhibit C Item 7 Identification and Classification of Subsidiaries

�

�� SIGNATURE�

�

�� After reasonable inquiry and to the best of my knowledge and belief, I certify that

�� the information set forth in this statement is true, complete and correct.

�

�� Dated:� February 2, 2015

�

�� Franklin Resources, Inc.

�

�� Charles B. Johnson

�

�� Rupert H. Johnson, Jr.

�

�� Franklin Advisers, Inc.

�

�� By:�� /s/MARIA GRAY

��

�� Maria Gray

�� Vice President and Secretary of Franklin Resources, Inc.

�

�� AttorneyinFact for Charles B. Johnson pursuant to Power of Attorney

�� attached to this Schedule 13G

�

�� AttorneyinFact for Rupert H. Johnson, Jr. pursuant to Power of Attorney

�� attached to this Schedule 13G

�

�� Secretary of Franklin Advisers, Inc.

�

�� CUSIP NO. 30161N101�� 13G�� Page 11 of 14

�

�� EXHIBIT A

�

�� JOINT FILING AGREEMENT

�

�� In accordance with Rule 13d1(k) under the Securities Exchange Act of 1934, as

�� amended, the undersigned hereby agree to the joint filing with each other of the

�� attached statement on Schedule 13G and to all amendments to such statement and that

�� such statement and all amendments to such statement are made on behalf of each of

�� them.�

�

�� IN WITNESS WHEREOF, the undersigned have executed this agreement on February 2, 2015.

�

�� Franklin Resources, Inc.

�

�� Charles B. Johnson

�

�� Rupert H. Johnson, Jr.

�

�� Franklin Advisers, Inc.

�

�� By:�� /s/MARIA GRAY

��

�� Maria Gray

�� Vice President and Secretary of Franklin Resources, Inc.

�

�� AttorneyinFact for Charles B. Johnson pursuant to Power of Attorney

�� attached to this Schedule 13G

�

�� AttorneyinFact for Rupert H. Johnson, Jr. pursuant to Power of Attorney

�� attached to this Schedule 13G

�

�� Secretary of Franklin Advisers, Inc.

�

�� CUSIP NO. 30161N101�� 13G�� Page 12 of 14

�

�� EXHIBIT B

�

�� LIMITED POWER OF ATTORNEY

�� FOR�

�� SECTION 13 REPORTING OBLIGATIONS

�

�� Know all by these presents, that the undersigned hereby makes, constitutes

�� and appoints each of Robert Rosselot and Maria Gray, each acting individually, as the

�� undersigneds true and lawful attorneyinfact, with full power and authority as

�� hereinafter described on behalf of and in the name, place and stead of the undersigned

�� to:�

�

�� (1)�� prepare, execute, acknowledge, deliver and file Schedules 13D and 13G

�� (including any amendments thereto or any related documentation) with the United States

�� Securities and Exchange Commission, any national securities exchanges and Franklin

�� Resources, Inc., a Delaware corporation (the Reporting Entity), as considered

�� necessary or advisable under Section 13 of the Securities Exchange Act of 1934 and the

�� rules and regulations promulgated thereunder, as amended from time to time (the

�� Exchange Act); and

�

�� (2)�� perform any and all other acts which in the discretion of such

�� attorneyinfact are necessary or desirable for and on behalf of the undersigned in

�� connection with the foregoing.

�

�� The undersigned acknowledges that:

�

�� (1)�� this Limited Power of Attorney authorizes, but does not require, each such

�� attorneyinfact to act in their discretion on information provided to such

�� attorneyinfact without independent verification of such information;

�� (2)�� any documents prepared and/or executed by either such attorneyinfact on

�� behalf of the undersigned pursuant to this Limited Power of Attorney will be in such

�� form and will contain such information and disclosure as such attorneyinfact, in his

�� or her discretion, deems necessary or desirable;

�� (3)�� neither the Reporting Entity nor either of such attorneysinfact assumes

�� (i) any liability for the undersigneds responsibility to comply with the requirements

�� of the Exchange Act or (ii) any liability of the undersigned for any failure to comply

�� with such requirements; and

�� (4)�� this Limited Power of Attorney does not relieve the undersigned from

�� responsibility for compliance with the undersigneds obligations under the Exchange

�� Act, including without limitation the reporting requirements under Section 13 of the

�� Exchange Act.

�� The undersigned hereby gives and grants each of the foregoing

�� attorneysinfact full power and authority to do and perform all and every act and

�� thing whatsoever requisite, necessary or appropriate to be done in and about the

�� foregoing matters as fully to all intents and purposes as the undersigned might or

�� could do if present, hereby ratifying all that each such attorneyinfact of, for and

�� on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this

�� Limited Power of Attorney.

�� This Limited Power of Attorney shall remain in full force and effect until

�� revoked by the undersigned in a signed writing delivered to each such

�� attorneyinfact.�

�

�� IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney to be

�� executed as of this ��30th�� day of ��April�� , 2007

�

�� /s/Charles B. Johnson

�� Signature�

�

�� Charles B. Johnson

�� Print Name

�

�� CUSIP NO. 30161N101�� 13G�� Page 13 of 14

�

�� LIMITED POWER OF ATTORNEY

�� FOR�

�� SECTION 13 REPORTING OBLIGATIONS

�

�� Know all by these presents, that the undersigned hereby makes,

�� constitutes and appoints each of Robert Rosselot and Maria Gray, each acting

�� individually, as the undersigneds true and lawful attorneyinfact, with full power

�� and authority as hereinafter described on behalf of and in the name, place and stead

�� of the undersigned to:

�

�� (1)�� prepare, execute, acknowledge, deliver and file Schedules 13D and 13G

�� (including any amendments thereto or any related documentation) with the United

�� States Securities and Exchange Commission, any national securities exchanges and

�� Franklin Resources, Inc., a Delaware corporation (the Reporting Entity), as

�� considered necessary or advisable under Section 13 of the Securities Exchange Act of

�� 1934 and the rules and regulations promulgated thereunder, as amended from time to

�� time (the Exchange Act); and

�

�� (2)�� perform any and all other acts which in the discretion of such

�� attorneyinfact are necessary or desirable for and on behalf of the undersigned in

�� connection with the foregoing.

�

�� The undersigned acknowledges that:

�

�� (1)�� this Limited Power of Attorney authorizes, but does not require, each

�� such attorneyinfact to act in their discretion on information provided to such

�� attorneyinfact without independent verification of such information;

�� (2)�� any documents prepared and/or executed by either such attorneyinfact

�� on behalf of the undersigned pursuant to this Limited Power of Attorney will be in

�� such form and will contain such information and disclosure as such attorneyinfact,

�� in his or her discretion, deems necessary or desirable;

�� (3)�� neither the Reporting Entity nor either of such attorneysinfact

�� assumes (i) any liability for the undersigneds responsibility to comply with the

�� requirements of the Exchange Act or (ii) any liability of the undersigned for any

�� failure to comply with such requirements; and

�� (4)�� this Limited Power of Attorney does not relieve the undersigned from

�� responsibility for compliance with the undersigneds obligations under the Exchange

�� Act, including without limitation the reporting requirements under Section 13 of the

�� Exchange Act.

�� The undersigned hereby gives and grants each of the foregoing

�� attorneysinfact full power and authority to do and perform all and every act and

�� thing whatsoever requisite, necessary or appropriate to be done in and about the

�� foregoing matters as fully to all intents and purposes as the undersigned might or

�� could do if present, hereby ratifying all that each such attorneyinfact of, for and

�� on behalf of the undersigned, shall lawfully do or cause to be done by virtue of this

�� Limited Power of Attorney.

�� This Limited Power of Attorney shall remain in full force and effect

�� until revoked by the undersigned in a signed writing delivered to each such

�� attorneyinfact.�

�

�� IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney to be

�� executed as of this�� 25th�� day of ��April�� , 2007

�

�� /s/ Rupert H. Johnson, Jr.

�� Signature�

�

�� Rupert H. Johnson, Jr.

�� Print Name

�

�� CUSIP NO. 30161N101�� 13G�� Page 14 of 14

�

�� EXHIBIT C

�

�� Franklin Advisers, Inc.�� Item 3 Classification: 3(e)

�

�� Franklin Advisory Services, LLC�� Item 3 Classification: 3(e)

�

�� Franklin Templeton Institutional, LLC�� Item 3 Classification: 3(e)

�

�� Fiduciary Trust Company International�� Item 3 Classification: 3(b)

�

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