PHI Elects William Torgerson Vice Chairman and General Counsel

Friday, May 23, 2003

For Immediate Release

Pepco Holdings, Inc. (NYSE:POM) announced today that the PHI Board of Directors has elected William T. Torgerson Vice Chairman and General Counsel, effective June 1, with responsibility for all corporate legal, external relations and public policy matters.

Torgerson is currently Executive Vice President and General Counsel of PHI. He served in a similar capacity with Potomac Electric Power Co. prior to its merger last year with Conectiv and the creation of PHI as its holding company. Before joining Pepco in 1982, Torgerson was engaged in private law practice in Washington, D.C. Torgerson holds an A.B. in politics from Princeton University and is an honors graduate of the University of Maryland School of Law. He served as an officer in the United States Navy.

"Bill Torgerson''s broad experience in legal and public policy matters will be of great service to PHI in his new role," said Dennis Wraase, who will become PHI''s President and Chief Executive Officer on June 1.

Torgerson is a member and former Chairman of the Electricity Committee of the American Bar Association''s Section on Public Utility, Communications and Transportation Law, a member of the Legal Committee of the Edison Electric Institute and a member of the Conference Board''s Council of Chief Legal Officers. He serves as a Director of the U.S. Chamber of Commerce''s National Chamber Litigation Center, Leadership Maryland, the National Symphony Orchestra, Tudor Place Foundation and Council for Court Excellence. He is a founding member of the District of Columbia Bar''s Conference on Minorities and Women in the Legal Profession.

Pepco Holdings, Inc. is a diversified energy company withheadquarters in Washington, D.C. Its principal operations consist of Pepcoand Conectiv Power Delivery, which deliver 50,000 gigawatt-hours of powerto more than 1.8 million customers in Washington, Delaware, Maryland,New Jersey and Virginia. PHI engages in regulated utility operations bydelivering electricity and natural gas, and provides competitive energyand energy products and services to residential and commercial customers.
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Forward-Looking Statements: Except for historical statementsand discussions, the statements in this news release constitute "forward-lookingstatements" within the meaning of federal securities law. These statementscontain management''s beliefs based on information currently availableto management and on various assumptions concerning future events. Forward-lookingstatements are not a guarantee of future performance or events. They aresubject to a number of uncertainties and other factors, many of whichare outside the company''s control. Factors that could cause actual resultsto differ materially from those in the forward-looking statements hereininclude general economic, business and financing conditions; availabilityand cost of capital; changes in laws, regulations or regulatory policies;weather conditions; competition; governmental actions; and other presentlyunknown or unforeseen factors. These uncertainties and factors could causeactual results to differ materially from such statements. PHI disclaimsany intention or obligation to update or revise any forward-looking statements,whether as a result of new information, future events or otherwise. Thisinformation is presented solely to provide additional information to furtherunderstand the results and prospects of PHI.