UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

____________________

FORM 10-Q

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

FOR THE QUARTERLY PERIOD ENDED ~~JUNE~~SEPTEMBER 30, 2014

― OR ―

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

____________________

Commission File Number 333-91935

Oncor Electric Delivery Transition Bond Company LLC

(Exact Name of Registrant as Specified in its Charter)


Delaware	75-2851358
(State of Organization)	(I.R.S. Employer Identification No.)

1616 Woodall Rodgers Fwy., Dallas, TX 75202	(214) 486-2000
(Address of Principal Executive Offices)	(Registrant’s Telephone Number)

____________________

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 No √

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 (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes √ No ___

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 definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ___ Accelerated filer ___ Non-Accelerated filer √ (Do not check if a smaller reporting company)

Smaller reporting company ___

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

As of ~~July~~October 3130, 2014, all outstanding membership interests in Oncor Electric Delivery Transition Bond Company LLC were held by Oncor Electric Delivery Company LLC.

Oncor Electric Delivery Transition Bond Company LLC meets the conditions set forth in General Instructions (H) (1) (a) and (b) of Form 10-Q and is therefore filing this report with the reduced disclosure format.

TABLE OF CONTENTS

		Page
GLOSSARY		2
PART I.	FINANCIAL INFORMATION
Item 1.	Financial Statements	4
	Condensed Statements of Income —Three and Six Months Ended June 30, 2014 and 2013	4
	Condensed Statements of Income —Three and Nine Months Ended September 30, 2014 and 2013	4
	Condensed Statements of Cash Flows —Six Months Ended June 30, 2014 and 2013	4
	Condensed Statements of Cash Flows —Nine Months Ended September 30, 2014 and 2013	4
	Condensed Balance Sheets —June 30, 2014 and December 31, 2013	5
	Condensed Balance Sheets —September 30, 2014 and December 31, 2013	5
	Notes to Condensed Financial Statements	6
Item 2.	Management’s Discussion and Analysis of Financial Condition andResults of Operations	10
Item 4.	Controls and Procedures	13
PART II.	OTHER INFORMATION	14
	Required Reports	14
Item 1A.	Risk Factors	15
Item 6.	Exhibits	15
SIGNATURE		16

Oncor Electric Delivery Transition Bond Company LLC’s annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and any amendments to those reports are made available to the public, free of charge, on the Oncor Electric Delivery Company LLC website at http://www.oncor.com as soon as reasonably practicable after they have been filed with or furnished to the Securities and Exchange Commission. The information on Oncor Electric Delivery Company LLC’s website or available by hyperlink from the website shall not be deemed a part of, or incorporated by reference into, this quarterly report on Form 10-Q.

GLOSSARY

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


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2003 Bonds	Refers collectively to the four series of securitization bonds issued in August 2003. Three of these series were retired at maturity in 2007, 2010 and 2013.
2004 Bonds	Refers collectively to the three series of securitization bonds issued in June 2004. Two of these series were retired at maturity in 2009 and 2012.
2013 Form 10-K	Oncor Electric Delivery Transition Bond Company LLC’s Annual Report on Form 10-K for the year ended December 31, 2013
Bondco	Refers to Oncor Electric Delivery Transition Bond Company LLC, a wholly-owned consolidated bankruptcy-remote financing subsidiary of Oncor that has issued securitization (transition) bonds to recover certain regulatory assets and other costs.
EFCH	Refers to Energy Future Competitive Holdings Company LLC, a direct, wholly-owned subsidiary of EFH Corp. and the direct parent of TCEH, and/or its subsidiaries, depending on context.
EFH Bankruptcy Proceedings	Refers to voluntary petitions for relief under Chapter 11 of the US Bankruptcy Code filed in US Bankruptcy Court for the District of Delaware on April 29, 2014 by Energy Future Holdings Corp. and the substantial majority of its direct and indirect subsidiaries, including EFIH, EFCH and TCEH. The Oncor Ring-Fenced Entities are not parties to the EFH Bankruptcy Proceedings.
EFH Corp.	Refers to Energy Future Holdings Corp., a holding company, and/or its subsidiaries, depending on context. Its major subsidiaries include Oncor and TCEH.
EFIH	Refers to Energy Future Intermediate Holding Company LLC, a direct, wholly-owned subsidiary of EFH Corp. and the direct parent of Oncor Holdings.
ERCOT	Electric Reliability Council of Texas, Inc., the independent system operator and the regional coordinator of various electricity systems within Texas
Financing Order	The financing order issued by the PUCT on August 5, 2002 to Oncor, its successors and assignees that provide electricity transmission and distribution service
GAAP	generally accepted accounting principles
Indenture	The agreement (dated as of August 21, 2003 as appended) between Bondco, as issuer, and the Indenture Trustee, which describes the governing terms of, and secures payment of, the Transition Bonds
Indenture Trustee	The Bank of New York Mellon, a New York banking corporation
Luminant	Refers to subsidiaries of TCEH engaged in competitive market activities consisting of electricity generation and wholesale energy sales and purchases as well as commodity risk management and trading activities, all largely in Texas.
Oncor	Refers to Oncor Electric Delivery Company LLC, a direct, majority-owned subsidiary of Oncor Holdings, and/or its wholly-owned consolidated bankruptcy-remote financing subsidiary, Bondco, depending on context, that is engaged in regulated electricity transmission and distribution activities.

Oncor Holdings	Refers to Oncor Electric Delivery Holdings Company LLC, a direct, wholly-owned subsidiary of EFIH and the direct majority owner (approximately 80%) of Oncor, and/or its subsidiaries, depending on context.
Oncor Ring-Fenced Entities	Refers to Oncor Holdings and its direct and indirect subsidiaries.
PUCT	Public Utility Commission of Texas
REP	retail electric provider
SEC	US Securities and Exchange Commission
Sponsor Group	Refers collectively to certain investment funds affiliated with Kohlberg Kravis Roberts & Co. L.P., TPG Global LLC and GS Capital Partners, an affiliate of Goldman Sachs & Co., that have an ownership interest in Texas Holdings.
TCEH	Refers to Texas Competitive Electric Holdings Company LLC, a direct, wholly-owned subsidiary of EFCH and an indirect subsidiary of EFH Corp., and/or its subsidiaries, depending on context.
Texas Holdings	Refers to Texas Energy Future Holdings Limited Partnership, a limited partnership controlled by the Sponsor Group that owns substantially all of the common stock of EFH Corp.
Texas Holdings Group	Refers to Texas Holdings and its direct and indirect subsidiaries other than the Oncor Ring-Fenced Entities.
Texas Transmission	Refers to Texas Transmission Investment LLC, a limited liability company that owns a 19.75% equity interest in Oncor. Texas Transmission is not affiliated with EFH Corp., any of EFH Corp.’s subsidiaries or any member of the Sponsor Group.
Transition Bonds	Refers collectively to the 2003 Bonds and the 2004 Bonds.
TXU Energy	Refers to TXU Energy Retail Company LLC, a direct, wholly-owned subsidiary of TCEH engaged in the retail sale of electricity to residential and business customers. TXU Energy is a REP in competitive areas of ERCOT.
US	United States of America

PART I. FINANCIAL INFORMATION

Item 1. FINANCIAL STATEMENTS

ONCOR ELECTRIC DELIVERY TRANSITION BOND COMPANY LLC

CONDENSED STATEMENTS OF INCOME

(Unaudited)

	Three Months Ended June 30,				Six Months Ended June 30,
	Three Months Ended September 30,				Nine Months Ended September 30,
	2014		2013		2014		2013
	(thousands of dollars)
Operating revenues:
Transition charge revenue:
Nonaffiliates	$	2429,~~992~~211	$	2530,~~503~~633	$	5180,~~563~~774	$	4980,~~584~~217
Affiliates		911,~~052~~239		1012,~~271~~893		1830,~~970~~209		1932,~~995~~888
Investment income		1-		1-		1		1
Total operating revenues		3440,~~045~~450		3543,~~775~~526		70110,~~534~~984		69113,~~580~~106
Operating expenses:
Interest expense		3,~~521~~118		54,~~215~~836		710,~~476~~594		1015,~~838~~674
Amortization of transition property		3134,~~630~~699		2932,~~929~~975		6297,~~972~~671		5992,~~604~~579
Over/(under) recovery of transition charges		(12,~~314)~~425		~~423~~5,508		~~(329)~~2,096		(14,~~277)~~231
Servicing fees, administrative and general expenses		208		~~208~~207		~~415~~623		~~415~~622
Total operating expenses		3440,~~045~~450		3543,~~775~~526		70110,~~534~~984		69113,~~580~~106
Net income	$	-	$	-	$	-	$	-

See Notes to Financial Statements.

CONDENSED STATEMENTS OF CASH FLOWS

(Unaudited)

	Six Months Ended June 30,
		Nine Months Ended September 30,
	~~2014~~	2014	~~2013~~			2013
	~~(thousands of dollars)~~	(thousands of dollars)
Cash flows – operating activities:
Net income	$	-$	$-	-	$		-
Adjustments to reconcile net income to cash provided by operating activities:
Amortization of transition property		~~62,972~~	97,671	~~59,604~~			92,579
Over/(under) recovery of transition charges		~~(329)~~	2,096	~~(1,277)~~			4,231
Changes in operating assets		~~(1,602)~~	(646)	~~(5,373)~~			(7,435)
Changes in operating liabilities		~~1,321~~	4,274	~~(865)~~			599
Cash provided by operating activities		~~62,362~~	103,395	~~52,089~~			89,974
Cash flows – financing activities:
Repayment of debt		~~(65,117)~~	(88,472)	~~(61,814)~~			(83,805)
Cash used in financing activities		~~(65,117)~~	(88,472)	~~(61,814)~~			(83,805)
Cash flows – investing activities:
Change in restricted funds		~~2,755~~	(14,923)	~~9,725~~			(6,169)
Cash provided by investing activities		2,755		9,725
Cash used in investing activities			(14,923)				(6,169)
Net change in cash and cash equivalents		-	-	-			-
Cash and cash equivalents – beginning balance		3	3	2			2
Cash and cash equivalents – ending balance	$	3$	$3	2	$		2
Supplemental cash flow disclosures:
Cash interest payments	$	~~8,293~~$	$10,401	~~11,599~~	$		15,067

See Notes to Financial Statements.

ONCOR ELECTRIC DELIVERY TRANSITION BOND COMPANY LLC

CONDENSED BALANCE SHEETS

(Unaudited)

	At June 30,		At December 31,
	At September 30,		At December 31,
	2014		2013
	(thousands of dollars)
ASSETS
Current assets:
Cash and cash equivalents	$	3	$	3
Restricted cash (Note 5)		4966,~~191~~869		51,946
Transition charge receivable:
Nonaffiliates		1516,~~859~~586		15,660
Affiliates		86,~~224~~541		6,821
Total current assets		7389,~~277~~999		74,430
Investments:
Restricted funds held in trust (Note 5)		16,449		16,449
Transition property, net of accumulated amortization of $1,072,197 and $1,009,225		217,580		280,552
Transition property, net of accumulated amortization of $1,106,896 and $1,009,225		182,881		280,552
Total assets	$	~~307~~289,~~306~~329	$	371,431
LIABILITIES AND MEMBER'S INTEREST
Current liabilities:
Long-term debt due currently (Note 3)	$	~~134~~136,~~889~~329	$	131,387
Accounts payable – affiliate		265		265
Accounts payable – affiliate (Note 2)		3,512		265
Accrued interest		23,~~692~~703		3,509
Other current liabilities		76,~~455~~150		5,317
Total current liabilities		~~145~~149,~~301~~694		140,478
Transition bonds (Note 3)		~~110~~86,~~936~~141		179,555
Regulatory liability		3437,~~646~~071		34,975
Total liabilities		~~290~~272,~~883~~906		355,008
Member’s interest (Note 4)		16,423		16,423
Total liabilities and member's interest	$	~~307~~289,~~306~~329	$	371,431

See Notes to Financial Statements.

ONCOR ELECTRIC DELIVERY TRANSITION BOND COMPANY LLC

NOTES TO CONDENSED FINANCIAL STATEMENTS

(Unaudited)

1.DESCRIPTION OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES

Description of Business

References in this report to “we,” “our,” “us” and “the company” are to Bondco as apparent in the context. See “Glossary” for definition of terms and abbreviations.

We were organized for the limited purposes of purchasing and owning transition property and issuing Transition Bonds to recover generation-related regulatory assets and other qualified costs. We are structured and operated in a manner such that in the event of bankruptcy proceedings involving Oncor, our assets would not be consolidated into the bankruptcy estate of Oncor. Oncor is not the owner of the transition property described herein, and our assets are not available to pay creditors of Oncor or any of its affiliates.

Various “ring-fencing” measures have been taken to enhance the separateness between the Oncor Ring-Fenced Entities and the Texas Holdings Group and Oncor’s credit quality. These measures serve to mitigate Oncor’s and Oncor Holdings’ credit exposure to the Texas Holdings Group and to reduce the risk that the assets and liabilities of Oncor or Oncor Holdings would be substantively consolidated with the assets and liabilities of the Texas Holdings Group in connection with a bankruptcy of one or more of those entities. Such measures include, among other things: Oncor’s sale of a 19.75% equity interest to Texas Transmission in November 2008; maintenance of separate books and records for the Oncor Ring-Fenced Entities; Oncor’s board of directors being comprised of a majority of independent directors; and prohibitions on the Oncor Ring-Fenced Entities providing credit support to, or receiving credit support from, any member of the Texas Holdings Group. The assets and liabilities of the Oncor Ring-Fenced Entities are separate and distinct from those of the Texas Holdings Group, including TXU Energy and Luminant, and none of the assets of the Oncor Ring-Fenced Entities are available to satisfy the debt or contractual obligations of any member of the Texas Holdings Group. Oncor does not bear any liability for debt or contractual obligations of the Texas Holdings Group, and vice versa. Accordingly, Oncor’s operations are conducted, and its cash flows are managed, independently from the Texas Holdings Group.

On April 29, 2014, EFH Corp. and the substantial majority of its direct and indirect subsidiaries that are members of the Texas Holdings Group, including EFIH, EFCH and TCEH, commenced proceedings under Chapter 11 of the US Bankruptcy Code. The Oncor Ring-Fenced Entities are not parties to the EFH Bankruptcy Proceedings. We believe the “ring-fencing” measures discussed above mitigate Oncor’s exposure to the EFH Bankruptcy Proceedings. In addition, we do not expect the EFH Bankruptcy Proceedings to have a material impact on our reported results of operations, financial condition or liquidity because we do not believe those proceedings will adversely impact our ability to recover transition charges from the affected REPs as a result of security previously posted for our benefit. In May 2014, the bankruptcy court in the EFH Bankruptcy Proceedings entered an order authorizing payment of the transition charges by Oncor’s affiliated REPs.

Basis of Presentation

Our condensed financial statements have been prepared in accordance with US GAAP and on the same basis as the audited financial statements included in the 2013 Form 10-K. All adjustments (consisting of normal recurring accruals) necessary for a fair presentation of the results of operations and financial position have been included therein. Certain information and footnote disclosures normally included in our annual consolidated financial statements prepared in accordance with US GAAP have been omitted pursuant to the rules and regulations of the SEC. Because the condensed interim financial statements do not include all of the information and footnotes

required by US GAAP, they should be read in conjunction with the audited financial statements and related notes included in the 2013 Form 10-K. The results of operations for an interim period may not give a true indication of results for a full year due to seasonality. All dollar amounts in the financial statements and tables in the notes are stated in US dollars unless otherwise indicated.

Use of Estimates

The preparation of our financial statements requires management to make estimates and assumptions about future events that affect the reporting and disclosure of assets and liabilities at the balance sheet dates and the reported amounts of revenues and expenses, including fair value measurements of debt at the period end and unbilled revenue estimates. In the event estimates and/or assumptions prove to be different from actual amounts, adjustments are made in subsequent periods to reflect more current information. No material adjustments were made to previous estimates or assumptions during the current year.

Over/(Under) Recovery of Transition Charges

We account for the difference between transition charge revenues and the total of interest expense, amortization of the transition property and other fees and expenses as an over- or under-recovery of transition charges. To the extent revenues exceed expenses, we record an increase to expense with a corresponding increase to a regulatory liability. To the extent revenues are less than expenses, we record a decrease to expense with a corresponding decrease to the regulatory liability.

Annual and Interim True-Up Adjustments

Variations in customer usage impact transition charge revenues resulting in temporary over/(under) recovery of transition charges. In such instances where sufficient funds are not collected through transition charges, the over-collateralization and the capital subaccounts are drawn down on the payment date to make scheduled payments on the Transition Bonds. Oncor files, on behalf of the company, an annual true-up adjustment with the PUCT with respect to each series of Transition Bonds. The annual true-up adjustments for the 2003 Bonds and the 2004 Bonds are filed in August and May, respectively. In any true-up filing, Oncor requests the PUCT to increase or decrease the authorized transition charges such that, based on the then current forecast of customer usage, sufficient funds will be collected during the following period to meet the scheduled debt service payments and replenish the over-collateralization and capital subaccounts to their required levels. We also have the right, under certain circumstances, to file interim true-up adjustment requests semi-annually, if needed, to make scheduled payments.

2.RELATED–PARTY TRANSACTIONS

Pursuant to administration and servicing agreements between us and Oncor, Oncor furnishes to us, at a fixed fee per year, billing, payment processing, collection, accounting and other administrative services, which are reflected as administrative and general expenses in our income statement. Our expenses for servicing and administration activities performed by Oncor totaled approximately $~~207~~206,000 for each of the three-month periods ended ~~June~~ September 30, 2014 and 2013 and $~~413~~619,000 for each of the ~~six~~nine-month periods ended ~~June~~September 30, 2014 and 2013.

Transition charges billed to the REP subsidiaries of TCEH, which are included in operating revenues, totaled $911,~~052~~239,000 and $1012,~~271~~893,000 for the three months ended ~~June~~ September 30, 2014 and 2013, respectively, and $1830,~~970~~209,000 and $1932,~~995~~888,000 for the ~~six~~nine months ended ~~June~~September 30, 2014 and 2013, respectively. The balance of the transition charge receivable due from the REP subsidiaries of TCEH totaled $6,~~680~~541,000 and $6,821,000 at ~~June~~ September 30, 2014 and December 31, 2013, respectively.

Oncor, as servicer of the Transition Bonds, collects transition charge receivables and any required security deposits from REPs and remits these amounts to the Indenture Trustee as they are collected. ~~At June~~No amounts were outstanding from Oncor at September 30, 2014 and December 31, 2013~~, amounts~~. In ~~outstanding~~September ~~from~~2014, Oncor ~~totaled~~remitted to the Indenture Trustee $13,~~544~~295,000 more than it collected in transition charge receivables and ~~zero,~~security ~~respectively~~deposits. This amount is reflected as accounts payable – affiliate on our balance sheet. Oncor reviews the security amount for the REPs quarterly and requests increases when required. At ~~June~~ September 30, 2014 and December 31, 2013, the ~~Indenture Trustee held security in the amount of $10,182,000 and $9,395,000, respectively, for the REP subsidiaries of TCEH.~~

Indenture Trustee held security in the amount of $9,451,000 and $9,395,000, respectively, for the REP subsidiaries of TCEH.

Also see discussion in Note 4 regarding cash distributions.

3.FINANCING ARRANGEMENTS

Long-Term Debt

At ~~June~~ September 30, 2014 and December 31, 2013, our long-term debt (Transition Bonds) consisted of the following:

	At June 30,		At December 31,
	At September 30,		At December 31,
	2014		2013
	(thousands of dollars)
5.420% Fixed Series 2003 Bonds due in semi-annual installments through August 15, 2015	$	7754,~~762~~407	$	105,984
5.290% Fixed Series 2004 Bonds due in semi-annual installments through May 15, 2016		168,063		204,958
Total		~~245~~222,~~825~~470		310,942
Less amount due currently		(~~134~~136,~~889~~329)		(131,387)
Total long-term debt	$	~~110~~86,~~936~~141	$	179,555

The transition property sold to us, as well as restricted cash of $6,449,000 in the capital subaccount at ~~June~~ September 30, 2014 and December 31, 2013, is pledged as collateral for the Transition Bonds. Collections of transition charges will be used to pay the principal, interest and associated costs of the Transition Bonds. We are required to maintain restricted cash pledged as collateral for the Transition Bonds in an amount equal to 0.50% of the initial aggregate principal amount of Transition Bonds outstanding. Should the transition charges collected through the specified payment dates listed above not provide adequate funds to make the scheduled payments of principal, the transition charges can continue to be collected for approximately two years before the Transition Bonds go into default for nonpayment of principal.

The fair value of the outstanding Transition Bonds was approximately $~~256~~230,~~679~~082,000 and $328,074,000 at ~~June~~ September 30, 2014 and December 31, 2013, respectively. The fair values are estimated based upon market values as determined by quoted market prices, representing Level 1 valuations under accounting standards related to the determination of fair value.

Covenants

The terms of the Indenture contain various covenants, including payment covenants, covenants to file certain information with the SEC and covenants to deliver certain information to the Indenture Trustee. At ~~June~~ September 30, 2014 and December 31, 2013, we were in compliance with these covenants.

4.MEMBER’S INTEREST

Subject to certain provisions of the Indenture and favorable interest rates, we receive interest income with respect to the Indenture Trustee reserve account and capital subaccounts. Cash distributions to Oncor, which typically represent interest income released by the Indenture Trustee, totaled zero in each of the ~~six~~nine-month periods ended ~~June~~ September 30, 2014 and 2013. Distributions, if any, are recorded as a reduction in member’s interest.

5.RESTRICTED CASH

	Balance Sheet Classification
	At June 30, 2014				At December 31, 2013
	At September 30, 2014				At December 31, 2013
	Current Assets		Investment		Current Assets		Investment
	(thousands of dollars)
Collections related to Transition Bonds used only to service debt and pay expenses (includes over-collateralization subaccount of $4,979, $—, $5,209 and $—)	$	49,191	$	-	$	51,946	$	-
Collections related to Transition Bonds used only to service debt and pay expenses (includes over-collateralization subaccount of $5,583, $—, $5,209 and $—)	$	66,869	$	-	$	51,946	$	-
Funds for payment of fees associated with Transition Bonds (Indenture Trustee reserve account)		-		10,000		-		10,000
Reserve for shortfalls of Transition Bond charges (capital subaccount)		-		6,449		-		6,449
Total	$	4966,~~191~~869	$	16,449	$	51,946	$	16,449

Item 2.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of our financial condition and results of operations for the ~~six~~nine months ended ~~June~~ September 30, 2014 and 2013 should be read in conjunction with our condensed financial statements and the notes to those statements.

The information required hereunder is in its reduced format as allowed for under General Instruction (H) (1) of Form 10-Q. All dollar amounts in the ~~in the~~ following tables and discussion and analysis are stated in US dollars unless otherwise indicated.

BUSINESS

We are a bankruptcy-remote, special-purpose Delaware limited liability company, wholly-owned by Oncor. Oncor is a regulated electricity transmission and distribution company principally engaged in providing delivery services to REPs, including subsidiaries of TCEH, that sell power in the north-central, eastern and western parts of Texas. Oncor is a direct, majority-owned (approximately 80%) subsidiary of Oncor Holdings, which is a direct, wholly-owned subsidiary of EFIH, a direct, wholly-owned subsidiary of EFH Corp. See Note 1 to Financial Statements for discussion of certain “ring-fencing” measures taken by EFH Corp. and Oncor to enhance the separateness between the Oncor Ring-Fenced Entities and the Texas Holdings Group and Oncor’s credit quality.

We were organized for the limited purpose of purchasing and owning transition property and issuing Transition Bonds to recover generation-related regulatory assets and other qualified costs. We are structured and operated in a manner such that in the event of bankruptcy proceedings against Oncor, our assets would not be consolidated into the bankruptcy estate of Oncor. Oncor is not the owner of the transition property described herein, and our assets are not available to pay creditors of Oncor or any of its affiliates.

RESULTS OF OPERATIONS — ~~Six~~Nine Months Ended ~~June~~ September 30, 2014 Compared to ~~Six~~Nine Months Ended ~~June~~ September 30, 2013

Our operations are restricted by our organizational documents to billing and collecting transition charges and using those funds to service the Transition Bonds. Other than investment income on funds held by the Indenture Trustee, all revenues are restricted for servicing the Transition Bonds. Therefore, the difference between transition charge revenue and the total of interest expense, amortization of the transition property (which is equal to the Transition Bonds’ scheduled principal payments) and other fees and expenses is accounted for as an over- or under-recovery of transition charges resulting in minimal net income.

Transition charge revenue necessary to service the Transition Bonds can be impacted by variations in electricity volumes delivered by Oncor resulting in temporary over- or under-recovery of transition charges. In such instances where sufficient funds are not collected through transition charges, the over-collateralization and the capital subaccounts are drawn down on the payment date to make scheduled payments on the Transition Bonds. Oncor files, on our behalf, an annual true-up adjustment with the PUCT with respect to each series of Transition Bonds. The annual true-up adjustments for the 2003 Bonds and the 2004 Bonds are filed in August and May, respectively. In any true-up filing, Oncor requests the PUCT to increase or decrease the authorized transition charges such that, based on the then current forecast of customer usage, sufficient funds will be collected during the

following period to meet the scheduled debt service payments and replenish the over-collateralization and capital subaccounts to their required levels. See Note 1 to Financial Statements.

Transition charge revenue ~~increased~~decreased 12% for the ~~six~~nine months ended ~~June~~ September 30, 2014 reflecting lower transition charge tariff rates as a result of annual true-ups, partially offset by higher electricity volumes delivered by Oncor due to the effects of customer ~~colder~~growth and colder winter weather in 2014 as compared to 2013~~, partially offset by lower transition charge tariff rates reflecting annual true-ups~~.

Interest expense decreased 3132% for the ~~six~~nine months ended ~~June~~ September 30, 2014, and will continue to decrease each period, reflecting lower average debt balances due to scheduled principal payments on the Transition Bonds.

Amortization of transition property increased 6% for the ~~six~~nine months ended ~~June~~ September 30, 2014, and will continue to increase each period, reflecting increased principal payments on the Transition Bonds.

Fluctuations in the over/(under) recovery of transition charges primarily result from variances in revenues from the revenue forecast used to set the transition charges. See discussion under “Over/(Under) Recovery of Transition Charges” in Note 1 to Financial Statements.

Net income was zero for each of the ~~six~~nine-month periods ended ~~June~~September 30, 2014 and 2013. Net income includes interest earned on the Indenture Trustee reserve account and capital subaccounts, which we expect to periodically distribute to Oncor as released by the Indenture Trustee. See Note 4 to Financial Statements.

FINANCIAL CONDITION — ~~Six~~ Nine Months Ended ~~June~~ September 30, 2014 Compared to ~~Six~~Nine Months Ended ~~June~~ September 30, 2013

Cash Flows — Cash provided by operating activities increased $1013,~~273~~421,000, or 2015%, for the ~~six~~nine months ended ~~June~~ September 30, 2014. The change was driven by a $36,~~771~~789,000 decrease in accounts receivables, a $34,~~306~~666,000 decrease in cash interest payments as a result of principal payments that have been made on the Transition Bonds, a $23,~~242~~295,000 increase in accounts payable to affiliate and a $793,000 increase in customer deposits received, including a $1,404,000 deposit received from TCEH (reported in other current liabilities on the balance sheet). These ~~and~~increases in cash were partially offset by a $~~954~~2,122,000 ~~increase~~decrease in transition charge revenues primarily reflecting changes in certain transition charge tariffs ~~and higher volumes delivered due to colder winter weather in 2014 compared to 2013~~.

Cash used in financing activities increased 56% for the ~~six~~nine months ended ~~June~~ September 30, 2014 and was driven by scheduled principal payments on the Transition Bonds.

Cash ~~provided~~used byin investing activities totaled $214,~~755~~923,000 and $96,~~725~~169,000 for the ~~six~~nine months ended ~~June~~ September 30, 2014 and 2013, respectively. These amounts represent changes in the balances of restricted cash accounts. See Note 5 to Financial Statements for information regarding restricted cash.

As discussed in Note 1 to Financial Statements, Oncor, as servicer, files for increases or decreases (true-ups) in transition charges with the PUCT to ensure sufficient funds will be collected during the following period to meet scheduled payments on the Transition Bonds and to maintain the capital and over-collateralization subaccounts at the required levels. The latest filings of the annual true-ups for the Transition Bonds were in ~~May~~August 2014 and May ~~August~~2014 ~~2013~~ for the ~~2004~~2003 Bonds and the ~~2003~~2004 Bonds, respectively. Based on the approved transition charges and current forecast of customer usage, we expect that revenues collected will be sufficient to make the scheduled payments.

At ~~June~~ September 30, 2014, restricted cash included the balances in the capital subaccount totaling $2,500,000 and $3,949,000 for the 2003 Bonds and the 2004 Bonds, respectively, which are equal to the required levels under the Indenture. Additionally, at ~~June~~ September 30, 2014, the balance in the over-collateralization subaccount for the 2003 Bonds totaled $12,~~688~~292,000, ~~compared~~which is equal to the required level ~~of $2~~,~~188,000~~ and for the 2004 Bonds totaled $3,291,000, which is equal to the required level. Required levels are determined at the respective scheduled payment dates. Required level amounts reported above are as of the most recent payment dates. There are no penalties as a result of being above or below the required levels in the capital and over-collateralization subaccounts. Any future shortfalls in the subaccounts for either series of Transition Bonds would be addressed in future true-up filings with the PUCT.

FINANCING ACTIVITIES

Our financing activities are limited to issuance of the Transition Bonds. There is no provision to allow for any other borrowings.

Covenants and Cross Default Provisions — The terms of the Indenture contain various covenants, including payment covenants, covenants to file certain information with the SEC and covenants to deliver certain information to the Indenture Trustee. At ~~June~~ September 30, 2014, we were in compliance with these covenants.

Certain financing arrangements contain provisions that may result in an event of default if there were a failure under other financing arrangements to meet payment terms or to observe other covenants that could or do result in an acceleration of payments due. Such provisions are referred to as “cross default” provisions. Under the Indenture, each of the 2003 Bonds and 2004 Bonds are cross-defaulted to each other. The Indenture does not contain any cross default provisions in respect of any indebtedness of Oncor.

CHANGES IN ACCOUNTING STANDARDS

There have been no recently issued accounting standards effective after ~~June~~ September 30, 2014 that are expected to materially impact us.

FORWARD-LOOKING STATEMENTS

This report and other presentations made by us contain “forward-looking statements.” All statements, other than statements of historical facts, that are included in this report, or made in presentations, in response to questions or otherwise, that address activities, events or developments that we expect or anticipate to occur in the future (often, but not always, through the use of words or phrases such as “intends,” “plans,” “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimated,” “should,” “projection,” “target,” “goal,” “objective” and “outlook”), are forward-looking statements. Although we believe that in making any such forward-looking statement our expectations are based on reasonable assumptions, any such forward-looking statement involves uncertainties and is qualified in its entirety by reference to the discussion of risk factors under “Item 1A. Risk Factors” and the discussion under “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations" in our 2013 Form 10-K and “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this report and the following important factors, among others, that could cause our actual results to differ materially from those projected in such forward-looking statements:

state or federal legislative or regulatory developments or judicial actions;

economic conditions, including the impact of a recessionary environment;

the accuracy of the servicer’s estimates of market demand and prices for electricity;

the accuracy of the servicer’s estimates of industrial, commercial and residential growth in Oncor’s service territory, including related estimates of conservation and electricity usage efficiency;

weather conditions and other natural phenomena affecting retail customer electricity usage;

acts of sabotage, wars, terrorist or cyber security threats or activities or other catastrophic events;

the operating performance of Oncor’s facilities and third-party suppliers of electricity in Oncor’s service territory;

the accuracy of the servicer’s estimates of the payment patterns of retail electricity customers, including the rate of delinquencies and any collections curves;

the operational and financial ability of REPs to bill and collect transition charges and make timely payments of amounts billed by the servicer to the REPs for transition charges, including as a result of a bankruptcy involving a REP, and

a material reduction in the number of retail customers who pay transition charges.

Any forward-looking statement speaks only at the date on which it is made, and, except as may be required by law, we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which it is made or to reflect the occurrence of unanticipated events. New factors emerge from time to time, and it is not possible for us to predict all of them; nor can we assess the impact of each such factor or the extent to

which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statement.

Item 4. CONTROLS AND PROCEDURES

An evaluation was performed under the supervision and with the participation of management, including the principal executive officer and principal financial officer, of the effectiveness of the design and operation of the disclosure controls and procedures in effect at the end of the current period included in this report. Based on the evaluation performed, management, including the principal executive officer and principal financial officer, concluded that the disclosure controls and procedures were effective. During the most recent fiscal quarter covered by this report, no changes in internal controls over financial reporting have occurred that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

REQUIRED REPORTS

We have included in this quarterly report on Form 10-Q or furnished on Oncor’s website at www.oncor.com, as indicated, the following information in respect of each series of outstanding Transition Bonds, as required by the terms of the Indenture relating to the Transition Bonds. Exhibits that are filed as a part of this Form 10-Q are listed in Item 6.

Required Item	Filed as Exhibit or Furnished on Website
Monthly Servicer Report (Series 2004-1 for April 2014)	Exhibit 99(a)(1)
Monthly Servicer Report (Series 2004-1 for July 2014)	Exhibit 99(a)(1)
Monthly Servicer Report (Series 2004-1 for May 2014)	Exhibit 99(a)(2)
Monthly Servicer Report (Series 2004-1 for August 2014)	Exhibit 99(a)(2)
Monthly Servicer Report (Series 2004-1 for June 2014)	Exhibit 99(a)(3)
Monthly Servicer Report (Series 2004-1 for September 2014)	Exhibit 99(a)(3)
Monthly Servicer Report (Series 2003-1 for April 2014)	Exhibit 99(a)(4)
Monthly Servicer Report (Series 2003-1 for July 2014)	Exhibit 99(a)(4)
Monthly Servicer Report (Series 2003-1 for May 2014)	Exhibit 99(a)(5)
Monthly Servicer Report (Series 2003-1 for August 2014)	Exhibit 99(a)(5)
Monthly Servicer Report (Series 2003-1 for June 2014)	Exhibit 99(a)(6)
Monthly Servicer Report (Series 2003-1 for September 2014)	Exhibit 99(a)(6)
Statement of Collection Account Balances as of June 30, 2014	Exhibit 99(b)
Statement of Collection Account Balances as of September 30, 2014	Exhibit 99(b)
A quarterly statement affirming that, in all material respects, for each materially significant REP, (a) each REP has been billed in compliance with the requirements outlined in the Financing Order, (b) each REP has made payments in compliance with the requirements outlined in the Financing Order, and (c) each REP satisfies the creditworthiness requirements of the Financing Order	Exhibit 99(c)
Annual True-up of Transition Charges for the Series 2004-1 Transition Bonds filed May 15, 2014	Exhibit 99(d)
Annual True-up of Transition Charges for the Series 2003-1 Transition Bonds filed August 15, 2014	Exhibit 99(d)
Statement of Outstanding Bond Balances Series 2003-1	Exhibit 99(e)(1)
Statement of Outstanding Bond Balances Series 2004-1	Exhibit 99(e)(2)
Semi-Annual Servicer’s Certificate (Series 2004-1 for May 2014)	Exhibit 99(f)
Semi-Annual Servicer’s Certificate (Series 2003-1 for August 2014)	Exhibit 99(f)

Item 1A.RISK FACTORS

We believe that there have been no material changes to the risks disclosed in the 2013 Form 10-K, including under the heading "Risk Factors" in “Item 1A” of our 2013 Form 10-K, except for information disclosed elsewhere in this Form 10-Q that provides factual updates to risks contained in our 2013 Form 10-K. The risks disclosed in our 2013 Form 10-K are not the only risks we face.

Item 6.EXHIBITS

(a)Exhibits:
Exhibits
(99)	Additional Exhibits.
99(a)(1)		—	Monthly Servicer Report (Series 2004-1 for ~~April~~July 2014)
99(a)(2)		—	Monthly Servicer Report (Series 2004-1 for ~~May~~August 2014)
99(a)(3)		—	Monthly Servicer Report (Series 2004-1 for ~~June~~September 2014)
99(a)(4)		—	Monthly Servicer Report (Series 2003-1 for ~~April~~July 2014)
99(a)(5)		—	Monthly Servicer Report (Series 2003-1 for ~~May~~August 2014)
99(a)(6)		—	Monthly Servicer Report (Series 2003-1 for ~~June~~September 2014)
99(b)		—	Statement of Collection Account Balances as of ~~June~~September 30, 2014
99(c)		—	A quarterly statement affirming that, in all material respects, for each materially significant REP, (a) each REP has been billed in compliance with the requirements outlined in the Financing Order, (b) each REP has made payments in compliance with the requirements outlined in the Financing Order, and (c) each REP satisfies the creditworthiness requirements of the Financing Order
99(d)		—	Annual True-up of Transition Charges for the Series ~~2004~~2003-1 Transition Bonds filed ~~May~~August 15, 2014
99(e)(1)		—	Statement of Outstanding Bond Balances Series 2003-1
99(e)(2)		—	Statement of Outstanding Bond Balances Series 2004-1
99(f)		—	Semi-Annual Servicer’s Certificate (Series ~~2004~~2003-1 for ~~May~~August 2014)
	XBRL Data Files.
101.INS		—	XBRL Instance Document
101.SCH		—	XBRL Taxonomy Extension Schema Document
101.CAL		—	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF		—	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB		—	XBRL Taxonomy Extension Labels Linkbase Document
101.PRE		—	XBRL Taxonomy Extension Presentation Linkbase Document

SIGNATURE

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 hereunto duly authorized.

ONCOR ELECTRIC DELIVERY TRANSITION BOND COMPANY LLC


	By	/s/ David M. Davis
		David M. Davis
		Senior Vice President and Chief Financial Officer (Principal Financial Officer and Duly Authorized Officer)

Date: ~~July~~October 3130, 2014

EXHIBIT INDEX

Exhibits
(99)	Additional Exhibits.
99(a)(1)			—	Monthly Servicer Report (Series 2004-1 for ~~April~~July 2014)
99(a)(2)			—	Monthly Servicer Report (Series 2004-1 for ~~May~~August 2014)
99(a)(3)			—	Monthly Servicer Report (Series 2004-1 for ~~June~~September 2014)
99(a)(4)			—	Monthly Servicer Report (Series 2003-1 for ~~April~~July 2014)
99(a)(5)			—	Monthly Servicer Report (Series 2003-1 for ~~May~~August 2014)
99(a)(6)			—	Monthly Servicer Report (Series 2003-1 for ~~June~~September 2014)
99(b)			—	Statement of Collection Account Balances as of ~~June~~September 30, 2014
99(c)			—	A quarterly statement affirming that, in all material respects, for each materially significant REP, (a) each REP has been billed in compliance with the requirements outlined in the Financing Order, (b) each REP has made payments in compliance with the requirements outlined in the Financing Order, and (c) each REP satisfies the creditworthiness requirements of the Financing Order
99(d)			—	Annual True-up of Transition Charges for the Series ~~2004~~2003-1 Transition Bonds filed ~~May~~August 15, 2014
99(e)(1)			—	Statement of Outstanding Bond Balances Series 2003-1
99(e)(2)			—	Statement of Outstanding Bond Balances Series 2004-1
99(f)			—	Semi-Annual Servicer’s Certificate (Series ~~2004~~2003-1 for ~~May~~August 2014)
		XBRL Data Files.
101.INS			—	XBRL Instance Document
101.SCH			—	XBRL Taxonomy Extension Schema Document
101.CAL			—	XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF			—	XBRL Taxonomy Extension Definition Linkbase Document
101.LAB			—	XBRL Taxonomy Extension Labels Linkbase Document
101.PRE			—	XBRL Taxonomy Extension Presentation Linkbase Document

Filing Compare · ONCOR ELECTRIC DELIVERY TRANSITION BOND CO LLC