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The Right Stuff




                               Positioned for Success
                               in a Dynamic Industry
Edward Jones Mid-Cap Utility
        Conference
      March 28, 2006

     Joseph M. Rigby
  Senior Vice President &
   Chief Financial Officer
Safe Harbor Statement

Some of the statements contained in today’s presentation are forward-looking
statements within the meaning of Section 21E of the Securities Exchange Act
of 1934 and are subject to the safe harbor created by the Private Securities
Litigation Reform Act of 1995. These statements include all financial
projections and any declarations regarding management’s intents, beliefs or
current expectations. In some cases, you can identify forward-looking
statements by terminology such as “may,” “will,” “should,” “expects,”
“plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential” or
“continue” or the negative of such terms or other comparable terminology.
Any forward-looking statements are not guarantees of future performance,
and actual results could differ materially from those indicated by the forward-
looking statements. Forward-looking statements involve estimates,
assumptions, known and unknown risks, uncertainties and other factors that
may cause actual results, levels of activity, performance or achievements to
be materially different from any future results, levels of activity, performance
or achievements expressed or implied by such forward-looking statements.
Each forward-looking statement speaks only as of the date of the particular
statement, and we undertake no obligation to publicly update or revise any
forward-looking statement, whether as a result of new information, future
events or otherwise.

                                                                                   2
Safe Harbor Statement (Continued)
A number of factors could cause actual results or outcomes to differ materially
from those indicated by the forward-looking statements contained in this
presentation. These factors include, but are not limited to, prevailing
governmental policies and regulatory actions affecting the energy industry,
including with respect to allowed rates of return, industry and rate structure,
acquisition and disposal of assets and facilities, operation and construction of
plant facilities, recovery of purchased power expenses, and present or
prospective wholesale and retail competition; changes in and compliance with
environmental and safety laws and policies; weather conditions; population
growth rates and demographic patterns; competition for retail and wholesale
customers; general economic conditions, including potential negative impacts
resulting from an economic downturn; growth in demand, sales and capacity
to fulfill demand; changes in tax rates or policies or in rates of inflation;
potential changes in accounting standards or practices; changes in project
costs; unanticipated changes in operating expenses and capital expenditures;
the ability to obtain funding in the capital markets on favorable terms;
restrictions imposed by Federal and/or state regulatory commissions; legal
and administrative proceedings (whether civil or criminal) and settlements that
influence our business and profitability; pace of entry into new markets;
volatility in market demand and prices for energy, capacity and fuel; interest
rate fluctuations and credit market concerns; and effects of geopolitical
events, including the threat of domestic terrorism. Readers are referred to the
most recent reports filed with the Securities and Exchange Commission.           3
We’ve Delivered
 We’ve made progress on several strategic issues
 amid considerable challenges since the 2002
 merger
   Paid down merger related debt
   Divested non-strategic businesses
   Effectively managed through Mirant bankruptcy process
   to date
   Invested in our utility infrastructure (rate base) at
   appropriate levels, with appropriate goals
   Integrated the operating utilities
   Developed a successful C&I commodity business at
   Pepco Energy Services that is expandable
   Managed Conectiv Energy through cyclical downturn in
   energy markets
                                                           4
PHI Overview

                                                               Regulated
                                                                Electric
                                                                 & Gas
                                                                Delivery
      2005 Revenues of $8.1B
        $14.0B Total Assets                                    Business
          $4.2B Market Cap
                                                                                           71% of Operating Income
   1.8 Million Electric Customers
      120,000 Gas Customers




                                                              Competitive
                                                             Regulated
                                                                Energy/
                                                             Electric                              PHI Investments
                                                             & Gas
                                                                 Other
                                                             Delivery
                                                             Business                      29% of Operating Income

Note: Financial and customer data as of December 31, 2005. Operating Income percentage calculations are shown net of special items.
      See appendix for details.

                                                                                                                                5
PHI Strategy - Summary
      PHI’s corporate strategy is to remain a regional diversified
      energy delivery utility and competitive services company
        focused on value creation and operational excellence

             Power Delivery Utility Operations
                   Operate with excellence
                   Achieve constructive regulatory outcomes
                   Invest in infrastructure

             Conectiv Energy
                   Optimize assets and capture market opportunities
                   Adjust hedging strategy as conditions change
                   Continue to evaluate asset purchase opportunities


             Pepco Energy Services
                   Expand into additional attractive markets
                                                                            6
Note: See Safe Harbor Statement at the beginning of today’s presentation.
Power Delivery Summary

                                          + Sales Growth
           Achieve
                                          + Infrastructure Investments

                                          + Operational Excellence

                                          + Constructive Regulatory Outcomes

                                          At Least 4% Annual Average
             Deliver
                                          Earnings Growth




 Note: See Safe Harbor Statement at the beginning of today’s presentation.


                                                                             7
Power Delivery Business Service Territory
                                                                      Robust Service Territory Economy
                                                                            Area is less susceptible to economic
          Combined Service Territory
                                                                            downturns
                                                                             Employment growth exceeds national
                                                                             average
                                                                             Diverse government and private sectors
                                                                             Per capita income is 15% above national
                                                                             average
                                                                             Sales growth of approximately 2%




                                                                               Diversified Customer Mix

                                                                    Residential 35%
                                                                                                          Commercial 46%




                                                                  Government 10%

                                                                              Industrial 9%

                                                                                         2005 Mwh Sales
Note: See Safe Harbor Statement at the beginning of today’s presentation.
                                                                                                                       8
Power Delivery - Summary of Regulated Assets
         (Dollars in Millions)
                                                                                   2005-2009
                                                                                    Capital
                                                                  Rate
                                                                  Base (1)        Expenditures (2)


            Distribution Rate Bases:

                                                                     $3,101              $ 1,690
               Electric (Pepco, DPL and ACE)
                                                                        223                  101
               Gas (DPL)


            Transmission Rate Base (12/31/04)                               790                577

                                                                     $4,114              $2,368
               Total Regulated Assets



 (1)
             Data are taken from the most recent reports filed with the Company’s regulatory commissions between
             December 31, 2004 and September 30, 2005 (except Atlantic City Electric which is December 31, 2002).
             Such reports are developed in accordance with commission instructions, which are not necessarily the
             same as, and do not necessarily reflect, the Company’s filing position in all respects.

 (2)
             Reflects 2005 actual expenditures and 2006 through 2009 projected expenditures.


                                                                                                                9
Note: See Safe Harbor Statement at the beginning of today’s presentation.
Power Delivery - Regulated Distribution Summary

 (Dollars in Millions)                                                                                                           Atlantic City
                                                           Pepco                                Delmarva Power                     Electric
                                                District of                                                           Delaware
                                                Columbia       Maryland         Delaware      Maryland     Virginia     Gas      New Jersey

 Date of Most Recent Report                      12/31/04       9/30/05          3/31/05       12/31/04    12/31/04    9/30/05     12/31/02

 Rate Base                                        $973.9        $786.6           $418.9        $235.5       $31.3      $222.8       $654.9

 Equity Ratio                                    47.46%         46.71%           47.72%        49.29%      49.29%     47.76%        46.22%

 Earned Return on Rate Base (as adjusted)         6.96%         6.91%            7.47%          5.10%       5.75%      4.57%        8.14%

 Regulatory Earned Return on Equity               7.47%         7.86%            10.64%         4.76%       6.06%      4.41%     Not stipulated

 Most Recent Authorized Return on Equity         11.10%         11.00%           11.50%        11.90%      11.05%     10.50%     Not stipulated

 Anticipated Filing Date                         Fall 2006   Summer 2006        Filed 9/05   Summer 2006     N/A        TBD           N/A




 Notes: See appendix for additional details.

          See Safe Harbor Statement at the beginning of today's presentation.




                                                                                                                                                  10
Standard Offer Service
Delaware

   Supply pricing becomes market based 5/1/06 for Delmarva Power customers

   Competitive bid process for supply completed; 59% total bill increase for residential customers to
   become effective 5/1/06

   Delmarva Power filed a deferral proposal with the DE PSC on 3/16/06

          Three step phase in of rates over thirteen months –
            • One third on 5/1/06, one third on 1/1/07, then full increase on 6/1/07
          Maximum after-tax deferral balance of approximately $60 million
          Recovery of deferral balance, plus interest costs, over two years, beginning 6/1/07

Maryland

   Supply pricing became market based 7/1/04 for Pepco and Delmarva Power customers

   Competitive bid process for supply completed; 35% - 39% total bill increase for residential customers
   to become effective 6/1/06

   Pepco and Delmarva Power filed a deferral proposal with the MD PSC on 3/15/06

          Two step phase in of rates over nine months –
           • 21% through 2/28/07, then full increase on 3/1/07
          Maximum after-tax deferral balance (Pepco + Delmarva) of approximately $60 million
          Recovery of deferral balance, plus interest costs, over 15 months, beginning 3/1/07



                                                                                                           11
Conectiv Energy - Business Overview
  Property, Plant & Equipment – 12/31/05              $ 1,309 million

  Average Net Cost of Installed Capacity              $      354/kW

  Number of Generating Units                                    52

  Number of Plant Sites                                         18

  Generating Capacity                                        3,692 MWs

  2005 Earnings                                       $     48.1 million




                                           Bethlehem – 1,092 MW’s
        Hay Road – 1,066 MW’s



  Hay Road ~ 1,090 MWs                     Bethlehem ~ 1,092 MWs

                                                                           12
Conectiv Energy – Business Drivers

                   Advantageous PJM location
                   ● Flexible, multi-fuel capable plants
                   ● Favorable PJM East locations
Focus Captures
    Value          Competitive capacity within the mid-merit supply in PJM East
                   ● Significant ancillary service capabilities
                   ● Minimal capital expenditures needed


                   Liquid PJM market provides hedging flexibility

                   Generation output and natural gas requirements highly hedged
Hedge Positions
                   in 2006
 Enhance Value
                   Hedge position provides near-term predictability and preserves
                   long-term upside potential


                   Market conditions strengthening in PJM
                   ● Continued PJM load growth
Improving Market
                   ● Improving generation margins
   Conditions
  Amplify Value    Minimal new PJM capacity additions planned

                   PJM considering new capacity pricing method that may
                   provide higher and more stable prices for capacity
                                                                                  13
Conectiv Energy - Recent Activities

 Conectiv Energy has been successful in recent SOS auctions with
 load contracted in MD, NJ, DE, VA, and DC

 Conectiv Energy uses a combination of standard swap contracts,
 tolling agreements and standard offer service agreements

 Hedging values for energy and capacity margins are meeting 36
 month targets:
                Month     Target Range   As of 12/31/05
                 1 – 12    50 – 100%         91%
                13 – 24    25 – 75%          66%
                25 – 36      0 – 50%         18%


 PJM’s proposal on capacity pricing is still being considered by the
 FERC




                                                                       14
Conectiv Energy –
Generation & Full Requirements Gross Margins*


                                                                                          $ 300
                          $300
                                   $ 267
                                                    $ 248
                                                                        $ 240
                          $250
    Dollars in Millions




                                                                                          $ 240
                          $200
                                                                        $ 200

                          $150

                          $100

                          $50

                           $0
                                 2004 Actual      2005 Actual       2006 Forecast*   2007 Forecast*

                                 Actual Results                 Forecast Annual Gross Margin*


* See Safe Harbor Statement at the beginning of today’s presentation.
  See appendix for Other Power, Oil and Gas Marketing gross margins forecast.
  See appendix for additional information regarding Generating and Full Requirements gross margins forecast.

                                                                                                           15
Pepco Energy Services Overview

A retail energy supply and energy services business
serving the C&I market:

 Retail Energy Supply
 • Electricity
 • Natural Gas
 • 800 MW Generation
                                                 C&I
                                              Customers
 Energy Services
 • Energy savings performance contracting
 • Central Plant operations and maintenance
 • Construction
 • Other Services




                                                          16
Pepco Energy Services Competitive Edge

•    Relationship-based Sales
      – Not brand dependent
      – 14 local sales offices
•    Conservative Supply Acquisition
      – Manage toward a flat book; no speculative trading
      – Value-at-Risk Limit: $3 million
•    Innovative Products
      – Strong back office allows for tailored billing options
      – Contract optionality creates value for both PES and customer by taking
          advantage of changes in wholesale versus SOS rates
      –   ESCO business unit provides additional services to customers
•    Strong Earnings Growth
      – 2005 earnings doubled versus 2004
      – 2005 results indicative of near-term future earnings
      – Going forward, earnings will depend on regulatory and market conditions
      Note: See Safe Harbor Statement at the beginning of today’s presentation.
                                                                                  17
PHI Financial Performance
        (Dollars in Millions)
                                                                                            Earnings excluding
       Actual Earnings                                                                        Special Items
   Year Ended December 31,                                                                 Year Ended December 31,
                (Restated)                                                                             (Restated)
        2005              2004                                                                 2005             2004

                                                   Power Delivery
       $302.1           $227.1                                                                $225.0           $218.5

                                                   Conectiv Energy
         $48.1            $60.2                                                                $50.7            $61.8

                                          Pepco Energy Services
         $25.7            $12.9                                                                $25.7            $11.4

                                            Other Non-Regulated
         $47.9            $25.6                                                                $39.0            $44.0

                                               Corporate & Other
        ($52.6)          ($65.2)                                                              ($52.6)          ($62.1)

                                                     Total PHI
       $371.2           $260.6                                                                $287.8           $273.6



Note: Management believes the special items are not representative of the Company’s core business operations. See Appendix
     for details.

                                                                                                                             18
     See Appendix for 2005 Financial Highlights.
Cash from Operations -
   Covers Dividends and Capital Expenditures

                            Actual
                                                   Cash from Operations Projected Range - $750M to $850M
                           $874 M
                    $900

                    $800

                    $700

                    $600

                                                     $768                  $702                     $697                      $677
                           $656
                    $500
      M illio n s




                    $400

                    $300

                    $200

                    $100

                      $0
                                         (1)
                           2005 Actual           2006 Projection        2007 Projection          2008 Projection           2009 Projection

                                                    Dividends and Capital Expenditures (2)                             Dividends and Cap. Ex.


                                                                                                                       Cash from Operations

(1) Cash from operations in 2005 excluding proceeds of $112.9 million from sale of Pepco’s Mirant TPA claim is $874 million.
(2) Dividend amount is based on the current annualized dividend rate of $1.04 per share. The dividend level is reviewed quarterly by
    the Board of Directors.

                                                                                                                                                19
See Safe Harbor Statement at the beginning of today’s presentation.
Capital Expenditures -
 Covered by Internally Generated Funds


                                                 Capital Expenditures
            $600                                 $571
                                                 $36
                                                                            $505         $500               $480
            $500                                                            $28
                        $467                                                              $30
                                                                                                            $26
                        $35

            $400
                                                $365
 Millions




                                                                            $336
            $300
                                                                                          $370
                        $328                                                                                $392

            $200



            $100
                                                $170
                                                                            $141
                        $104                                                              $100
                                                                                                            $62
              $0
                   2005 Actual            2006 Projection          2007 Projection   2008 Projection   2009 Projection
                                    Transmission                     Distribution           Competitive


                                                                                                                         20
Note: See Safe Harbor Statement at the beginning of today’s presentation.
Stable, Secure Dividend

                                                                 Attractive Dividend Yield
          Indicated annual dividend
          of $1.04 per share
                                                      5.0%

                                                                       4.38%

                                                      4.0%
                                                                                        3.47%

                                                      3.0%




                                                      2.0%

          Current dividend yield is
          26% higher than the                         1.0%
          average dividend yield for
          companies in the S&P                        0.0%
          Electric Utilities                                             PHI       S&P Electric Utilities




Notes: Dividend yield = Annual dividend per share / common stock price per share
       Pricing data as of February 28, 2006
                                                                                                            21
      Source for S&P Electric Utilities information is Thomson Financial
Why Invest in PHI ?

        Growing regulated utility earnings base with
        incremental earnings from competitive
        energy businesses

        Robust cash flow supports attractive
        dividend rate and provides cash for growth
        investments

        On-going strengthening of the balance sheet

        We’ve delivered on our commitments


Note: See Safe Harbor Statement at the beginning of today’s presentation.
                                                                            22
Appendix




           23
Regulatory




             24
Power Delivery Regulatory Highlights
 New Jersey base rate case settled effective June 2005; annual pre-tax
 earnings increase of approximately $20 million
 FERC formula rate application filed for annual transmission rate update; rates
 in effect June 1, 2005 subject to refund
 Delaware base rate case pending; filed for $5.1 million annual increase in
 electric rates
 Maryland and the District of Columbia base rate cases being prepared. Rate
 caps end effective 1/1/2007 and 8/7/2007, respectively
 SOS Margins established
     District of Columbia (Pepco) and Maryland (Pepco/DPL) – approximately
     0.2 cents per kilowatt hour, on average
     Delaware (DPL) – Key component of margin is a fixed annual amount of
     $2.75 million (effective May 2006)

 Auction completed for ACE’s interests in Keystone and Conemaugh. Auction
 for B. L. England expected to be completed in early 2006
 Decision pending on appeal of 2003 New Jersey $45 million deferral
 disallowance decision




                                                                              25
Power Delivery Regulatory Summary

                                                                          District of
                                           Maryland                                                    Delaware               New Jersey          Virginia
                                                                          Columbia
2005 MWh Distribution Sales(1)                39%                             22%                         18%                     20%                  1%

Retail Delivery Rate Cap         Through December 2006              Through August 2007         Through April 2006          No caps             Through
                                 (unless FERC transmission rates    (unless FERC                (with a one-time                                December
                                 increase more than 10%)            transmission rates          exception for FERC                              2010 (with
                                                                    increase more than 10%)     transmission rate                               exceptions)
                                                                                                changes)

Default Service                  Provided through a PSC             Provided through a PSC      Third party supplier        Provided through    Provided
                                 approved wholesale bidding         approved wholesale          through April 2006          a BPU approved      through DPL
                                 process; approximately             bidding process;            (provided by Conectiv       wholesale bidding   managed
                                 0.2¢/kWh margin to Pepco /         approximately 0.2¢/kWh      Energy); thereafter to be   process             competitive
                                 DPL                                margin to Pepco             provided through a PSC                          bidding
                                                                                                approved bidding                                process
                                                                                                process; settlement
                                                                                                provides for a fixed
                                                                                                annual margin of $2.75M


Recent Rate Case Outcomes        In rate review cases mandated      In rate review case         Gas base rate increase of   Annual pre-tax      None
                                 by the merger, it was shown that   mandated by the merger      $7.75M effective 12/03;     earnings increase
                                 the current delivery rates for     settlement, it was shown    ancillary service rate      of approximately
                                 Pepco and DPL should not be        that the current delivery   increase of $12.4M          $20M effective
                                 decreased, and that DPL was        rates for Pepco should      effective 7/04;             6/05
                                 entitled to increase delivery      not be decreased; no        transmission service
                                 rates by $1.1M, effective 7/04,    increase was allowed        revenue filing pending
                                 which was the only increase        under the settlement        ($6.2 M); base rate case
                                 allowed under the merger                                       pending ($5.1M)
                                 settlements until 2007




                                                                                                                                                              26
(1)     As a percentage of total PHI distribution sales.
Delmarva Power – Delaware Rate Case
         Filed September 1, 2005

         Requested $5.1 million annual increase in electric rates
               $1.6 million* in distribution rates and $3.5 million transferred from
               distribution to supply rates

         Requested capital structure/rate of return:

              Type of Capital               Ratio            Cost Rate         Overall ROR
            Long Term Debt                    50.55%                   4.57%          2.31%
            Preferred Stock                     1.73%                  4.81%          0.08%
            Common Equity                     47.72%               11.00%             5.25%
                Total                        100.00%                                  7.64%


         Key Dates:
               Hearing Examiner’s Report – March 31, 2006
               Proposed Effective Date – May 1, 2006


                                                                                              27
* Includes $0.4 million for changes in collection and reconnect fees
FERC Formula Rate Filing
  Settlement reached with parties, filed with FERC on March 20th
  ROE – 10.8% for existing facilities, 11.3% for new facilities after
  January 1, 2006
  No refunds for rates in effect since June 1, 2005; true-up in
  rates effective June 1, 2006
  50% / 50% sharing of pole attachment revenue
  Projects projected to be in-service in the current year are
  reflected in current rates
  Transmission rate base at December 31, 2004 (dollars in
  millions):
               Pepco                           $311.8
               Delmarva Power                   268.9
               Atlantic City Electric           209.7
                 Total                         $790.4
                                                                        28
Regulated Distribution - Pepco
          (Dollars in Millions)                                      District of Columbia             Maryland

          Date of Most Recent Report Data                                   12/31/04                   9/30/05

          Rate Base (1)                                                      $973.9                     $786.6

          Equity Ratio                                                      47.46%                     46.71%

          Earned Return on Rate Base (as adjusted) (1)                       6.96%                      6.91%

          Regulatory Earned Return on Equity (2)                             7.47%                      7.86%

                                                                           11.10%(3)                  11.00% (4)
          Most Recent Authorized Return on Equity

          Revenue Increase Necessary Based on Earned
          Returns Shown Above at:
              11.0% ROE                                                       $27.9                     $19.6
              Estimated total bill percentage increase (5)                    4.1%                       1.9%
              10.5% ROE                                                       $23.9                     $16.5
              Estimated total bill percentage increase (5)                    3.5%                       1.6%

          Anticipated Filing Date                                          Fall 2006               Summer 2006




Notes: (1) Data are taken from the most recent reports filed with the Company’s regulatory commissions between December 31, 2004
           and September 30, 2005. Such reports are developed in accordance with Commission instructions, which are not
           necessarily the same as, and do not necessarily reflect, the Company’s filing position in all respects.
       (2) The Regulatory Earned Return on Equity is computed by deducting the composite embedded costs of debt and preferred
           stock from the Earned Return on Rate Base and dividing the remainder by the equity percentage in the capital structure.
       (3) Formal Case No. 939, Order No. 10646 effective 7/11/95.
                                                                                                                               29
       (4) Case No. 8791 Settlement, Order No. 74711 effective 12/1/98.
       (5) Based on total billed revenues for 12 month period ending with the dates noted above.
Regulated Distribution - Delmarva Power
            (Dollars in Millions)                                 Delaware      Maryland      Virginia       Delaware
                                                                  – Electric    – Electric    – Electric       - Gas

                                                                                               12/31/04       9/30/05
       Date of Most Recent Report Data                             3/31/05       12/31/04

       Rate Base (1)                                               $418.9         $235.5        $31.3          $222.8

       Equity Ratio                                                47.72%        49.29%        49.29%         47.76%

       Earned Return on Rate Base (as adjusted)(1)                  7.47%         5.10%         5.75%          4.57%

       Regulatory Earned Return on Equity (2)                      10.64%         4.76%         6.06%          4.41%

                                                                  11.50% (3)    11.90% (4)    11.05% (5)     10.50% (6)
       Most Recent Authorized Return on Equity

       Revenue Increase Necessary Based on Earned
       Returns Shown Above at:
           11.0% ROE                                                 $1.2         $12.2          $1.2          $11.8
           Estimated Total Bill Percentage Increase (7)              0.2%         4.0%           3.5%          6.6%
           10.5% ROE                                                $(0.5)        $11.2          $1.1          $10.9
           Estimated Total Bill Percentage Increase (7)             (0.1%)        3.6%           3.2%          6.1%
       Anticipated Filing Date                                      Filed       Summer           N/A            TBD
                                                                    9/05         2006




Notes: (1) Data are taken from the most recent reports filed with the Company’s regulatory commissions between December 31, 2004 and September 30,
           2005. Such reports are developed in accordance with Commission instructions, which are not necessarily the same as, and do not
           necessarily reflect, the Company’s filing position in all respects.
       (2) The Regulatory Earned Return on Equity is computed by deducting the composite embedded costs of debt and preferred stock from the
           Earned Return on Rate Base and dividing the remainder by the equity percentage in the capital structure.
       (3) Docket No. 94-84, Order No. 3991, effective 5/1/95.
       (4) Case No. 8492 Settlement, Order No. 70415, effective 4/1/93.
       (5) PUE 930036, effective 10/5/93.
                                                                                                                                           30
       (6) Docket No. 03-127, Order No. 6327, effective 12/9/03.
       (7) Based on total billed revenues for 12 month period ending with the dates noted above.
Regulated Distribution – Atlantic City Electric
           (Dollars in Millions)
                                                                                            New Jersey

                Date of Most Recent Report Data                                              12/31/02
                                *
                                                                                               $654.9
                Rate Base

                Equity ratio (as stipulated)                                                  46.22%
                                                                              *
                                                                                               8.14%
                Earned Return on Rate Base (as adjusted)

                                                                                        Not stipulated in
                Regulatory Earned Return on Equity
                                                                                          settlement

                                                                                        Not stipulated in
                Most Recent Authorized Return on Equity
                                                                                          settlement

       New Jersey rate case settled effective June 2005
       Annual pre-tax earnings increase of approximately $20 million



* Data are taken from the Company’s approved settlement agreement in the most recent rate case. The Company
 does not file a periodic report with the New Jersey Board of Public Utilities.

                                                                                                              31
Power Delivery - Infrastructure Investment Strategy
      Major Transmission Construction Projects
 (Dollars in Millions)                                                                                Scheduled                Project
                                                                                     Utility          In Service                Total

          New 230 KV Transmission Line between Cardiff and Oyster                      ACE             Completed           $        112
                                                                                                       June 2005
          Creek to enhance reliability in southern New Jersey


          New 230 KV Transmission Line and Substation to replace BL                    ACE             Dec 2007                      82
          England generating station

                                                                                       ACE             May 2008                      62
          New Alloway 500/230 KV Transmission Substation to alleviate
          PJM System overload contingency problem (land and permits
          to be obtained in 2006)

          New 230 KV Transmission Line between Red Lion, Milford                       DPL              Jun 2006                     62
          and Indian River substations to meet southern peninsula import
          capability requirements
          New 230 KV underground Transmission Lines between                           Pepco            May 2007                      70
          Palmers Corner, MD and Blue Plains, MD/DC to replace the
          transmission capability of Mirant's Potomac River generating
          station, which may be closed down
                                                (1)
                                                                                                                           $        388
      Total Major Transmission Projects




      (1) Projects included in the Regional Transmission Expansion Plan (RTEP) mandated by PJM Interconnection, a FERC approved Regional
          Transmission Organization (RTO).




                                                                                                                                           32
      Note: See Safe Harbor Statement at the beginning of today's presentation.
33
Conectiv Energy - Power, Oil and Gas Marketing


● Within this grouping the following major activities are housed:

     -    Oil marketing through our subsidiary Petron Oil Company
     -    Power and Gas Origination activities
     -    Short term power marketing via our real time desk
     -    Third party asset management contracts


● Overall, our expectations from this segment are gross margins
  in a range of $15-$25 million*




                                                                        34
* See Safe Harbor Statement at the beginning of today’s presentation.
Conectiv Energy –
Generation & Full Requirements Forecasts*


 ● 2006 margins are likely to be impacted by several factors, compared to 2005:

       ↓ Lower value from standard product hedges
       ↓ Expiration of tolling contract May 1, 2006
       ↓ Weather
       ↑ Expiration of POLR contracts
       ↑ Option value of plants during summer peak period is regained


 ● 2007 margins reflect anticipated improvements over 2006 projections:
       ↑ Higher capacity prices
       ↑ Improved margins on standard product hedges
       ↑ Higher output, reflecting improved supply/demand fundamentals
       ↑ Re-pricing of POLR/SOS contracts




                                                                                  35
* See Safe Harbor Statement at the beginning of today’s presentation.
Conectiv Energy - Critical Assumptions*

 Our forecasted generation and load serving margins reflect an
 improving PJM market and the following critical assumptions:

       -     2006 generation is highly hedged
       -     Merchant generation energy and capacity margin improvements
             beginning in 2007
       -     Generation output of 5.0 to 5.5 GWh’s in 2006
       -     Generation output of 5.7 to 6.2 GWh’s in 2007
       -     No change in PJM operating or dispatching rules
       -     Maintaining improvements in plant availability and on-dispatch
             results
       -     Hedge effectiveness is maintained
       -     Re-pricing of POLR/SOS contracts at more favorable margins
       -     No replacement of existing tolling agreement
       -     Replacement of standard product hedges at more favorable margins




                                                                                36
* See Safe Harbor Statement at the beginning of today’s presentation.
Conectiv Energy Generation Plants
                                                         Coal Fired Baseload                   MW
                                                         Edge Moor 3 & 4                       260
                                                         Deepwater 6                            80

                                                         Oil Fired Steam                       MW
                                                         Edge Moor 5                           445
                                                         Deepwater 1                            86

                                                         Gas Combined Cycle                     MW
                                                         Hay Road Units 1-4                     545
                                Essex
                Bethlehem                                Hay Road Units 5-8                     545
        Mt. Carmel                                       Bethlehem Units 1-8                  1,092

                                                         Peaking Units                         MW
                    Edge Moor/                           Cumberland 1                           84
                                                         Sherman Avenue 1                       81
         Christiana Hay Road Mickleton                   Middle 1-3                             77
                                 Sherman Avenue          Carll’s Corner 1 & 2                   73
            West
                                 Cedar                   Cedar 1 & 2                            68

       Deepwater                                         Missouri Avenue B,C,D                  60
                                Missouri Avenue          Mickleton 1                            59
      Delaware City          Cumberland/Carll’s Corner
                                                         Christiana                             45
                                                         Edge Moor Unit 10                      13
                                                         West Sub                               15
                              Middle                     Delaware City                          16
                                                         Tasley 10                              26
                                                         Crisfield 1-4                          10
                                                         Bayview 1-6                            12
       Crisfield
                       Chesapeake
                                                         Generation Capacity Under Contract    MW
                     Tasley                              Mt. Carmel                             40

                   Bayview                               Chesapeake                            315
                                                         Essex                                  60




                                                                                                37
PHI – Financial Performance Details




                                      38
PHI 2005 Financial Highlights                                          (1)



 Execution of our strategy generated favorable financial results


 Power Delivery results driven by:
        Higher sales due to warmer weather; T&D system performed well as it handled new record peaks for
        electric usage
        Lower interest expense due to aggressive debt buydown and refinancing efforts
        Lower standard offer service margins due to increased customer migration


 Conectiv Energy results driven by:
        Higher generation output due to warmer weather and load growth in PJM; output up 8.4% versus 2004
       Captured increased opportunities to take advantage of unit operating flexibility
        Lower Full Requirements Load Service margins due to higher energy prices
        Effective hedging strategy and risk management capability provided stable results even with record
        high natural gas and oil prices


 Pepco Energy Services results driven by:
       C&I retail load acquisition increased by 56% contributing to higher electric gross margins for the year
       Higher generation output due to warmer weather


 Common equity ratio was 41.8% at year end 2005, an improvement of 370 basis points
 since year end 2004               (2)




(1) 2005 compared to 2004; excluding special items.
(2) Exclusive of transition bonds issued by ACE Transition Funding.

                                                                                                                 39
Strengthening the Balance Sheet

                                                 Total Debt and Preferred Stock
                                     $7,000
                                                $6,626
                                                                           $6,376
                                                  $440                                                                                               Total Reduction
                                                                                                     $5,898
                                                                             $577
                                     $6,000                                                                                                             = $1.14 B
                                                                                                                                $5,488
                                                                                                       $551
                        (Millions)


                                                                                                                                 $523
                                     $5,000

                                                 $6,186
                                                                            $5,799
                                                                                                      $5,347
                                     $4,000                                                                                     $4,965


                                       $0
                                     $3,000
                                                            (1)                        (2)                       (3)                         (4)
                                               12/31/2002                 12/31/2003                12/31/2004                 12/31/2005
                                                      Other Debt & Preferred                          Transition Bond Debt




 Common Equity Ratio (5)                         32.5%                      33.6%                       38.1%                    41.8%


Notes:
1) Other debt includes capital lease obligations ($135.4M), Company Obligated Mandatorily Redeemable Preferred Securities of Subsidiary Trust which holds Parent Junior
   Subordinated Debentures ($290.0M), Mandatorily Redeemable Serial Preferred Stock ($47.5M), Serial Preferred Stock ($63.2M), Short-term debt ($1,362.4M) and Long-term debt
   ($4,287.5M).
2) Other debt includes capital lease obligations ($131.2M), Company Obligated Mandatorily Redeemable Preferred Securities of Subsidiary Trust which holds solely Parent Junior
   Subordinated Debentures ($98.0M), Mandatorily Redeemable Serial Preferred Stock ($45.0M), Serial Preferred Stock ($63.2M), Short-term debt ($872.4M) and Long-term debt
   ($4,588.9M).
3) Other debt includes capital lease obligations ($127.0M), Serial Preferred Stock ($54.9M), Short-term debt ($802.5M) and Long-term debt ($4,362.1M).
4) Other debt includes capital lease obligations ($121.9M), Serial Preferred Stock ($45.9M), Short-term debt ($594.3M) and Long-term debt ($4,202.9M).

                                                                                                                                                                            40
5) Total capitalization excludes Transition Bond Debt and includes Pepco Energy Services’ Project Debt.
Reconciliation of Earnings Per Share
              GAAP EPS Reconciled to EPS Excluding Special Items

                                                                                            Twelve Months Ended
                                                                                                December 31,
                  Earnings per Share
                                                                                                            (Restated)
                                                                                                              2004
                                                                                              2005
                  Reported (GAAP) Earnings per Share                                          $1.96           $1.48
                  Special Items:
                  Non lease financial asset IRS settlement                                       -               0.11
                  IRS Revenue Ruling 2005-53 - Mixed Service Costs                             0.06                -
                  Conectiv Bethlehem term loan buy down                                          -               0.04
                  Starpower investment impairment                                                -               0.04
                  Severance cost accruals                                                        -               0.05
                  Impairment of jointly owned generation project                               0.01                -
                  New Jersey base rate case settlement                                        (0.03)               -
                  Gain on sale of Vineland co-generation facility                                -              (0.04)
                  Gain on sale of Vineland distribution assets                                   -              (0.05)
                  Liquidation of financial investment previously written off                  (0.04)               -
                  Local tax benefit - retroactive change in regulations                          -              (0.07)
                  Gain on sale of Buzzard Point non-utility land                              (0.22)               -
                  Gain on settlement of Mirant Transitional Power
                    Agreement claim and asbestos claim                                        (0.22)              -
                  Earnings per Share, Excluding Special Items                                 $1.52             $1.56




                                                                                                                         41
Note: Management believes the special items are not representative of the Company’s core business operations.
Reconciliation of Earnings
   GAAP Earnings Reconciled to Earnings Excluding Special Items

                                                                                                    Twelve Months Ended
                                                                                                       December 31,
    Net Earnings - Dollars in Millions
                                                                                                                  (Restated)
                                                                                                                    2004
                                                                                                     2005
    Reported (GAAP) Net Earnings                                                                       $371.2       $260.6
    Special Items:
    Non lease financial asset IRS settlement                                                                  -        19.7
    IRS Revenue Ruling 2005-53 - Mixed Service Costs                                                       10.9           -
    Conectiv Bethlehem term loan buy down                                                                     -         7.7
    Starpower investment impairment                                                                           -         7.3
    Severance cost accruals                                                                                   -         6.7
    Impairment of jointly owned generation project                                                          2.6           -
    New Jersey base rate case settlement                                                                  (5.1)           -
    Gain on sale of Vineland co-generation facility                                                           -       (6.6)
    Gain on sale of Vineland distribution assets                                                              -       (8.6)
    Liquidation of financial investment previously written off                                            (8.9)           -
    Local tax benefit - retroactive change in regulations                                                     -      (13.2)
    Gain on sale of Buzzard Point non-utility land                                                       (40.7)           -
    Gain on settlement of Mirant Transitional Power Agreement claim and asbestos claim                   (42.2)           -

    Net Earnings, Excluding Special Items                                                               $287.8      $273.6




                                                                                                                               42
Note: Management believes the special items are not representative of the Company’s core business operations.
Reconciliation of Operating Income
    Reported Operating Income Reconciled to Operating Income Excluding Special Items




                                                                               Pepco      Other
                                                         Power      Conectiv    Energy    Non-    Corporate  PHI
                                                        Delivery     Energy    Services Regulated & Other Consolidated
                                                         $670.8      $103.9      $42.4     $86.9     $1.4      $905.4
Reported Segment Operating Income
   Percent of operating income                            74.1%        11.5%      4.7%      9.5%      0.2%     100.0%

Special Items:
                                                           (68.1)                                               (68.1)
 Gain on sale of non utility land, Buzzard Point
                                                           (70.5)                                               (70.5)
 Gain on sale of Pepco Mirant TPA and asbestos claim
                                                                                           (13.3)               (13.3)
 Final liquidation of Financial Investment
 Atlantic City Electric - New Jersey -
                                                             6.6                                                  6.6
   Base Rate Case settlement

                                                          $538.8      $103.9      $42.4     $73.6     $1.4     $760.1
Operating Income excluding Special Items
  Percent of operating income excluding special items     70.9%        13.7%      5.6%      9.6%      0.2%     100.0%



Note: Management believes the special items are not representative of the Company's core business operations.




                                                                                                                         43

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Positioned for Success in Dynamic Industry

  • 1. The Right Stuff Positioned for Success in a Dynamic Industry Edward Jones Mid-Cap Utility Conference March 28, 2006 Joseph M. Rigby Senior Vice President & Chief Financial Officer
  • 2. Safe Harbor Statement Some of the statements contained in today’s presentation are forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934 and are subject to the safe harbor created by the Private Securities Litigation Reform Act of 1995. These statements include all financial projections and any declarations regarding management’s intents, beliefs or current expectations. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential” or “continue” or the negative of such terms or other comparable terminology. Any forward-looking statements are not guarantees of future performance, and actual results could differ materially from those indicated by the forward- looking statements. Forward-looking statements involve estimates, assumptions, known and unknown risks, uncertainties and other factors that may cause actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. Each forward-looking statement speaks only as of the date of the particular statement, and we undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. 2
  • 3. Safe Harbor Statement (Continued) A number of factors could cause actual results or outcomes to differ materially from those indicated by the forward-looking statements contained in this presentation. These factors include, but are not limited to, prevailing governmental policies and regulatory actions affecting the energy industry, including with respect to allowed rates of return, industry and rate structure, acquisition and disposal of assets and facilities, operation and construction of plant facilities, recovery of purchased power expenses, and present or prospective wholesale and retail competition; changes in and compliance with environmental and safety laws and policies; weather conditions; population growth rates and demographic patterns; competition for retail and wholesale customers; general economic conditions, including potential negative impacts resulting from an economic downturn; growth in demand, sales and capacity to fulfill demand; changes in tax rates or policies or in rates of inflation; potential changes in accounting standards or practices; changes in project costs; unanticipated changes in operating expenses and capital expenditures; the ability to obtain funding in the capital markets on favorable terms; restrictions imposed by Federal and/or state regulatory commissions; legal and administrative proceedings (whether civil or criminal) and settlements that influence our business and profitability; pace of entry into new markets; volatility in market demand and prices for energy, capacity and fuel; interest rate fluctuations and credit market concerns; and effects of geopolitical events, including the threat of domestic terrorism. Readers are referred to the most recent reports filed with the Securities and Exchange Commission. 3
  • 4. We’ve Delivered We’ve made progress on several strategic issues amid considerable challenges since the 2002 merger Paid down merger related debt Divested non-strategic businesses Effectively managed through Mirant bankruptcy process to date Invested in our utility infrastructure (rate base) at appropriate levels, with appropriate goals Integrated the operating utilities Developed a successful C&I commodity business at Pepco Energy Services that is expandable Managed Conectiv Energy through cyclical downturn in energy markets 4
  • 5. PHI Overview Regulated Electric & Gas Delivery 2005 Revenues of $8.1B $14.0B Total Assets Business $4.2B Market Cap 71% of Operating Income 1.8 Million Electric Customers 120,000 Gas Customers Competitive Regulated Energy/ Electric PHI Investments & Gas Other Delivery Business 29% of Operating Income Note: Financial and customer data as of December 31, 2005. Operating Income percentage calculations are shown net of special items. See appendix for details. 5
  • 6. PHI Strategy - Summary PHI’s corporate strategy is to remain a regional diversified energy delivery utility and competitive services company focused on value creation and operational excellence Power Delivery Utility Operations Operate with excellence Achieve constructive regulatory outcomes Invest in infrastructure Conectiv Energy Optimize assets and capture market opportunities Adjust hedging strategy as conditions change Continue to evaluate asset purchase opportunities Pepco Energy Services Expand into additional attractive markets 6 Note: See Safe Harbor Statement at the beginning of today’s presentation.
  • 7. Power Delivery Summary + Sales Growth Achieve + Infrastructure Investments + Operational Excellence + Constructive Regulatory Outcomes At Least 4% Annual Average Deliver Earnings Growth Note: See Safe Harbor Statement at the beginning of today’s presentation. 7
  • 8. Power Delivery Business Service Territory Robust Service Territory Economy Area is less susceptible to economic Combined Service Territory downturns Employment growth exceeds national average Diverse government and private sectors Per capita income is 15% above national average Sales growth of approximately 2% Diversified Customer Mix Residential 35% Commercial 46% Government 10% Industrial 9% 2005 Mwh Sales Note: See Safe Harbor Statement at the beginning of today’s presentation. 8
  • 9. Power Delivery - Summary of Regulated Assets (Dollars in Millions) 2005-2009 Capital Rate Base (1) Expenditures (2) Distribution Rate Bases: $3,101 $ 1,690 Electric (Pepco, DPL and ACE) 223 101 Gas (DPL) Transmission Rate Base (12/31/04) 790 577 $4,114 $2,368 Total Regulated Assets (1) Data are taken from the most recent reports filed with the Company’s regulatory commissions between December 31, 2004 and September 30, 2005 (except Atlantic City Electric which is December 31, 2002). Such reports are developed in accordance with commission instructions, which are not necessarily the same as, and do not necessarily reflect, the Company’s filing position in all respects. (2) Reflects 2005 actual expenditures and 2006 through 2009 projected expenditures. 9 Note: See Safe Harbor Statement at the beginning of today’s presentation.
  • 10. Power Delivery - Regulated Distribution Summary (Dollars in Millions) Atlantic City Pepco Delmarva Power Electric District of Delaware Columbia Maryland Delaware Maryland Virginia Gas New Jersey Date of Most Recent Report 12/31/04 9/30/05 3/31/05 12/31/04 12/31/04 9/30/05 12/31/02 Rate Base $973.9 $786.6 $418.9 $235.5 $31.3 $222.8 $654.9 Equity Ratio 47.46% 46.71% 47.72% 49.29% 49.29% 47.76% 46.22% Earned Return on Rate Base (as adjusted) 6.96% 6.91% 7.47% 5.10% 5.75% 4.57% 8.14% Regulatory Earned Return on Equity 7.47% 7.86% 10.64% 4.76% 6.06% 4.41% Not stipulated Most Recent Authorized Return on Equity 11.10% 11.00% 11.50% 11.90% 11.05% 10.50% Not stipulated Anticipated Filing Date Fall 2006 Summer 2006 Filed 9/05 Summer 2006 N/A TBD N/A Notes: See appendix for additional details. See Safe Harbor Statement at the beginning of today's presentation. 10
  • 11. Standard Offer Service Delaware Supply pricing becomes market based 5/1/06 for Delmarva Power customers Competitive bid process for supply completed; 59% total bill increase for residential customers to become effective 5/1/06 Delmarva Power filed a deferral proposal with the DE PSC on 3/16/06  Three step phase in of rates over thirteen months – • One third on 5/1/06, one third on 1/1/07, then full increase on 6/1/07  Maximum after-tax deferral balance of approximately $60 million  Recovery of deferral balance, plus interest costs, over two years, beginning 6/1/07 Maryland Supply pricing became market based 7/1/04 for Pepco and Delmarva Power customers Competitive bid process for supply completed; 35% - 39% total bill increase for residential customers to become effective 6/1/06 Pepco and Delmarva Power filed a deferral proposal with the MD PSC on 3/15/06  Two step phase in of rates over nine months – • 21% through 2/28/07, then full increase on 3/1/07  Maximum after-tax deferral balance (Pepco + Delmarva) of approximately $60 million  Recovery of deferral balance, plus interest costs, over 15 months, beginning 3/1/07 11
  • 12. Conectiv Energy - Business Overview Property, Plant & Equipment – 12/31/05 $ 1,309 million Average Net Cost of Installed Capacity $ 354/kW Number of Generating Units 52 Number of Plant Sites 18 Generating Capacity 3,692 MWs 2005 Earnings $ 48.1 million Bethlehem – 1,092 MW’s Hay Road – 1,066 MW’s Hay Road ~ 1,090 MWs Bethlehem ~ 1,092 MWs 12
  • 13. Conectiv Energy – Business Drivers Advantageous PJM location ● Flexible, multi-fuel capable plants ● Favorable PJM East locations Focus Captures Value Competitive capacity within the mid-merit supply in PJM East ● Significant ancillary service capabilities ● Minimal capital expenditures needed Liquid PJM market provides hedging flexibility Generation output and natural gas requirements highly hedged Hedge Positions in 2006 Enhance Value Hedge position provides near-term predictability and preserves long-term upside potential Market conditions strengthening in PJM ● Continued PJM load growth Improving Market ● Improving generation margins Conditions Amplify Value Minimal new PJM capacity additions planned PJM considering new capacity pricing method that may provide higher and more stable prices for capacity 13
  • 14. Conectiv Energy - Recent Activities Conectiv Energy has been successful in recent SOS auctions with load contracted in MD, NJ, DE, VA, and DC Conectiv Energy uses a combination of standard swap contracts, tolling agreements and standard offer service agreements Hedging values for energy and capacity margins are meeting 36 month targets: Month Target Range As of 12/31/05 1 – 12 50 – 100% 91% 13 – 24 25 – 75% 66% 25 – 36 0 – 50% 18% PJM’s proposal on capacity pricing is still being considered by the FERC 14
  • 15. Conectiv Energy – Generation & Full Requirements Gross Margins* $ 300 $300 $ 267 $ 248 $ 240 $250 Dollars in Millions $ 240 $200 $ 200 $150 $100 $50 $0 2004 Actual 2005 Actual 2006 Forecast* 2007 Forecast* Actual Results Forecast Annual Gross Margin* * See Safe Harbor Statement at the beginning of today’s presentation. See appendix for Other Power, Oil and Gas Marketing gross margins forecast. See appendix for additional information regarding Generating and Full Requirements gross margins forecast. 15
  • 16. Pepco Energy Services Overview A retail energy supply and energy services business serving the C&I market: Retail Energy Supply • Electricity • Natural Gas • 800 MW Generation C&I Customers Energy Services • Energy savings performance contracting • Central Plant operations and maintenance • Construction • Other Services 16
  • 17. Pepco Energy Services Competitive Edge • Relationship-based Sales – Not brand dependent – 14 local sales offices • Conservative Supply Acquisition – Manage toward a flat book; no speculative trading – Value-at-Risk Limit: $3 million • Innovative Products – Strong back office allows for tailored billing options – Contract optionality creates value for both PES and customer by taking advantage of changes in wholesale versus SOS rates – ESCO business unit provides additional services to customers • Strong Earnings Growth – 2005 earnings doubled versus 2004 – 2005 results indicative of near-term future earnings – Going forward, earnings will depend on regulatory and market conditions Note: See Safe Harbor Statement at the beginning of today’s presentation. 17
  • 18. PHI Financial Performance (Dollars in Millions) Earnings excluding Actual Earnings Special Items Year Ended December 31, Year Ended December 31, (Restated) (Restated) 2005 2004 2005 2004 Power Delivery $302.1 $227.1 $225.0 $218.5 Conectiv Energy $48.1 $60.2 $50.7 $61.8 Pepco Energy Services $25.7 $12.9 $25.7 $11.4 Other Non-Regulated $47.9 $25.6 $39.0 $44.0 Corporate & Other ($52.6) ($65.2) ($52.6) ($62.1) Total PHI $371.2 $260.6 $287.8 $273.6 Note: Management believes the special items are not representative of the Company’s core business operations. See Appendix for details. 18 See Appendix for 2005 Financial Highlights.
  • 19. Cash from Operations - Covers Dividends and Capital Expenditures Actual Cash from Operations Projected Range - $750M to $850M $874 M $900 $800 $700 $600 $768 $702 $697 $677 $656 $500 M illio n s $400 $300 $200 $100 $0 (1) 2005 Actual 2006 Projection 2007 Projection 2008 Projection 2009 Projection Dividends and Capital Expenditures (2) Dividends and Cap. Ex. Cash from Operations (1) Cash from operations in 2005 excluding proceeds of $112.9 million from sale of Pepco’s Mirant TPA claim is $874 million. (2) Dividend amount is based on the current annualized dividend rate of $1.04 per share. The dividend level is reviewed quarterly by the Board of Directors. 19 See Safe Harbor Statement at the beginning of today’s presentation.
  • 20. Capital Expenditures - Covered by Internally Generated Funds Capital Expenditures $600 $571 $36 $505 $500 $480 $500 $28 $467 $30 $26 $35 $400 $365 Millions $336 $300 $370 $328 $392 $200 $100 $170 $141 $104 $100 $62 $0 2005 Actual 2006 Projection 2007 Projection 2008 Projection 2009 Projection Transmission Distribution Competitive 20 Note: See Safe Harbor Statement at the beginning of today’s presentation.
  • 21. Stable, Secure Dividend Attractive Dividend Yield Indicated annual dividend of $1.04 per share 5.0% 4.38% 4.0% 3.47% 3.0% 2.0% Current dividend yield is 26% higher than the 1.0% average dividend yield for companies in the S&P 0.0% Electric Utilities PHI S&P Electric Utilities Notes: Dividend yield = Annual dividend per share / common stock price per share Pricing data as of February 28, 2006 21 Source for S&P Electric Utilities information is Thomson Financial
  • 22. Why Invest in PHI ? Growing regulated utility earnings base with incremental earnings from competitive energy businesses Robust cash flow supports attractive dividend rate and provides cash for growth investments On-going strengthening of the balance sheet We’ve delivered on our commitments Note: See Safe Harbor Statement at the beginning of today’s presentation. 22
  • 23. Appendix 23
  • 25. Power Delivery Regulatory Highlights New Jersey base rate case settled effective June 2005; annual pre-tax earnings increase of approximately $20 million FERC formula rate application filed for annual transmission rate update; rates in effect June 1, 2005 subject to refund Delaware base rate case pending; filed for $5.1 million annual increase in electric rates Maryland and the District of Columbia base rate cases being prepared. Rate caps end effective 1/1/2007 and 8/7/2007, respectively SOS Margins established District of Columbia (Pepco) and Maryland (Pepco/DPL) – approximately 0.2 cents per kilowatt hour, on average Delaware (DPL) – Key component of margin is a fixed annual amount of $2.75 million (effective May 2006) Auction completed for ACE’s interests in Keystone and Conemaugh. Auction for B. L. England expected to be completed in early 2006 Decision pending on appeal of 2003 New Jersey $45 million deferral disallowance decision 25
  • 26. Power Delivery Regulatory Summary District of Maryland Delaware New Jersey Virginia Columbia 2005 MWh Distribution Sales(1) 39% 22% 18% 20% 1% Retail Delivery Rate Cap Through December 2006 Through August 2007 Through April 2006 No caps Through (unless FERC transmission rates (unless FERC (with a one-time December increase more than 10%) transmission rates exception for FERC 2010 (with increase more than 10%) transmission rate exceptions) changes) Default Service Provided through a PSC Provided through a PSC Third party supplier Provided through Provided approved wholesale bidding approved wholesale through April 2006 a BPU approved through DPL process; approximately bidding process; (provided by Conectiv wholesale bidding managed 0.2¢/kWh margin to Pepco / approximately 0.2¢/kWh Energy); thereafter to be process competitive DPL margin to Pepco provided through a PSC bidding approved bidding process process; settlement provides for a fixed annual margin of $2.75M Recent Rate Case Outcomes In rate review cases mandated In rate review case Gas base rate increase of Annual pre-tax None by the merger, it was shown that mandated by the merger $7.75M effective 12/03; earnings increase the current delivery rates for settlement, it was shown ancillary service rate of approximately Pepco and DPL should not be that the current delivery increase of $12.4M $20M effective decreased, and that DPL was rates for Pepco should effective 7/04; 6/05 entitled to increase delivery not be decreased; no transmission service rates by $1.1M, effective 7/04, increase was allowed revenue filing pending which was the only increase under the settlement ($6.2 M); base rate case allowed under the merger pending ($5.1M) settlements until 2007 26 (1) As a percentage of total PHI distribution sales.
  • 27. Delmarva Power – Delaware Rate Case Filed September 1, 2005 Requested $5.1 million annual increase in electric rates $1.6 million* in distribution rates and $3.5 million transferred from distribution to supply rates Requested capital structure/rate of return: Type of Capital Ratio Cost Rate Overall ROR Long Term Debt 50.55% 4.57% 2.31% Preferred Stock 1.73% 4.81% 0.08% Common Equity 47.72% 11.00% 5.25% Total 100.00% 7.64% Key Dates: Hearing Examiner’s Report – March 31, 2006 Proposed Effective Date – May 1, 2006 27 * Includes $0.4 million for changes in collection and reconnect fees
  • 28. FERC Formula Rate Filing Settlement reached with parties, filed with FERC on March 20th ROE – 10.8% for existing facilities, 11.3% for new facilities after January 1, 2006 No refunds for rates in effect since June 1, 2005; true-up in rates effective June 1, 2006 50% / 50% sharing of pole attachment revenue Projects projected to be in-service in the current year are reflected in current rates Transmission rate base at December 31, 2004 (dollars in millions): Pepco $311.8 Delmarva Power 268.9 Atlantic City Electric 209.7 Total $790.4 28
  • 29. Regulated Distribution - Pepco (Dollars in Millions) District of Columbia Maryland Date of Most Recent Report Data 12/31/04 9/30/05 Rate Base (1) $973.9 $786.6 Equity Ratio 47.46% 46.71% Earned Return on Rate Base (as adjusted) (1) 6.96% 6.91% Regulatory Earned Return on Equity (2) 7.47% 7.86% 11.10%(3) 11.00% (4) Most Recent Authorized Return on Equity Revenue Increase Necessary Based on Earned Returns Shown Above at: 11.0% ROE $27.9 $19.6 Estimated total bill percentage increase (5) 4.1% 1.9% 10.5% ROE $23.9 $16.5 Estimated total bill percentage increase (5) 3.5% 1.6% Anticipated Filing Date Fall 2006 Summer 2006 Notes: (1) Data are taken from the most recent reports filed with the Company’s regulatory commissions between December 31, 2004 and September 30, 2005. Such reports are developed in accordance with Commission instructions, which are not necessarily the same as, and do not necessarily reflect, the Company’s filing position in all respects. (2) The Regulatory Earned Return on Equity is computed by deducting the composite embedded costs of debt and preferred stock from the Earned Return on Rate Base and dividing the remainder by the equity percentage in the capital structure. (3) Formal Case No. 939, Order No. 10646 effective 7/11/95. 29 (4) Case No. 8791 Settlement, Order No. 74711 effective 12/1/98. (5) Based on total billed revenues for 12 month period ending with the dates noted above.
  • 30. Regulated Distribution - Delmarva Power (Dollars in Millions) Delaware Maryland Virginia Delaware – Electric – Electric – Electric - Gas 12/31/04 9/30/05 Date of Most Recent Report Data 3/31/05 12/31/04 Rate Base (1) $418.9 $235.5 $31.3 $222.8 Equity Ratio 47.72% 49.29% 49.29% 47.76% Earned Return on Rate Base (as adjusted)(1) 7.47% 5.10% 5.75% 4.57% Regulatory Earned Return on Equity (2) 10.64% 4.76% 6.06% 4.41% 11.50% (3) 11.90% (4) 11.05% (5) 10.50% (6) Most Recent Authorized Return on Equity Revenue Increase Necessary Based on Earned Returns Shown Above at: 11.0% ROE $1.2 $12.2 $1.2 $11.8 Estimated Total Bill Percentage Increase (7) 0.2% 4.0% 3.5% 6.6% 10.5% ROE $(0.5) $11.2 $1.1 $10.9 Estimated Total Bill Percentage Increase (7) (0.1%) 3.6% 3.2% 6.1% Anticipated Filing Date Filed Summer N/A TBD 9/05 2006 Notes: (1) Data are taken from the most recent reports filed with the Company’s regulatory commissions between December 31, 2004 and September 30, 2005. Such reports are developed in accordance with Commission instructions, which are not necessarily the same as, and do not necessarily reflect, the Company’s filing position in all respects. (2) The Regulatory Earned Return on Equity is computed by deducting the composite embedded costs of debt and preferred stock from the Earned Return on Rate Base and dividing the remainder by the equity percentage in the capital structure. (3) Docket No. 94-84, Order No. 3991, effective 5/1/95. (4) Case No. 8492 Settlement, Order No. 70415, effective 4/1/93. (5) PUE 930036, effective 10/5/93. 30 (6) Docket No. 03-127, Order No. 6327, effective 12/9/03. (7) Based on total billed revenues for 12 month period ending with the dates noted above.
  • 31. Regulated Distribution – Atlantic City Electric (Dollars in Millions) New Jersey Date of Most Recent Report Data 12/31/02 * $654.9 Rate Base Equity ratio (as stipulated) 46.22% * 8.14% Earned Return on Rate Base (as adjusted) Not stipulated in Regulatory Earned Return on Equity settlement Not stipulated in Most Recent Authorized Return on Equity settlement New Jersey rate case settled effective June 2005 Annual pre-tax earnings increase of approximately $20 million * Data are taken from the Company’s approved settlement agreement in the most recent rate case. The Company does not file a periodic report with the New Jersey Board of Public Utilities. 31
  • 32. Power Delivery - Infrastructure Investment Strategy Major Transmission Construction Projects (Dollars in Millions) Scheduled Project Utility In Service Total New 230 KV Transmission Line between Cardiff and Oyster ACE Completed $ 112 June 2005 Creek to enhance reliability in southern New Jersey New 230 KV Transmission Line and Substation to replace BL ACE Dec 2007 82 England generating station ACE May 2008 62 New Alloway 500/230 KV Transmission Substation to alleviate PJM System overload contingency problem (land and permits to be obtained in 2006) New 230 KV Transmission Line between Red Lion, Milford DPL Jun 2006 62 and Indian River substations to meet southern peninsula import capability requirements New 230 KV underground Transmission Lines between Pepco May 2007 70 Palmers Corner, MD and Blue Plains, MD/DC to replace the transmission capability of Mirant's Potomac River generating station, which may be closed down (1) $ 388 Total Major Transmission Projects (1) Projects included in the Regional Transmission Expansion Plan (RTEP) mandated by PJM Interconnection, a FERC approved Regional Transmission Organization (RTO). 32 Note: See Safe Harbor Statement at the beginning of today's presentation.
  • 33. 33
  • 34. Conectiv Energy - Power, Oil and Gas Marketing ● Within this grouping the following major activities are housed: - Oil marketing through our subsidiary Petron Oil Company - Power and Gas Origination activities - Short term power marketing via our real time desk - Third party asset management contracts ● Overall, our expectations from this segment are gross margins in a range of $15-$25 million* 34 * See Safe Harbor Statement at the beginning of today’s presentation.
  • 35. Conectiv Energy – Generation & Full Requirements Forecasts* ● 2006 margins are likely to be impacted by several factors, compared to 2005: ↓ Lower value from standard product hedges ↓ Expiration of tolling contract May 1, 2006 ↓ Weather ↑ Expiration of POLR contracts ↑ Option value of plants during summer peak period is regained ● 2007 margins reflect anticipated improvements over 2006 projections: ↑ Higher capacity prices ↑ Improved margins on standard product hedges ↑ Higher output, reflecting improved supply/demand fundamentals ↑ Re-pricing of POLR/SOS contracts 35 * See Safe Harbor Statement at the beginning of today’s presentation.
  • 36. Conectiv Energy - Critical Assumptions* Our forecasted generation and load serving margins reflect an improving PJM market and the following critical assumptions: - 2006 generation is highly hedged - Merchant generation energy and capacity margin improvements beginning in 2007 - Generation output of 5.0 to 5.5 GWh’s in 2006 - Generation output of 5.7 to 6.2 GWh’s in 2007 - No change in PJM operating or dispatching rules - Maintaining improvements in plant availability and on-dispatch results - Hedge effectiveness is maintained - Re-pricing of POLR/SOS contracts at more favorable margins - No replacement of existing tolling agreement - Replacement of standard product hedges at more favorable margins 36 * See Safe Harbor Statement at the beginning of today’s presentation.
  • 37. Conectiv Energy Generation Plants Coal Fired Baseload MW Edge Moor 3 & 4 260 Deepwater 6 80 Oil Fired Steam MW Edge Moor 5 445 Deepwater 1 86 Gas Combined Cycle MW Hay Road Units 1-4 545 Essex Bethlehem Hay Road Units 5-8 545 Mt. Carmel Bethlehem Units 1-8 1,092 Peaking Units MW Edge Moor/ Cumberland 1 84 Sherman Avenue 1 81 Christiana Hay Road Mickleton Middle 1-3 77 Sherman Avenue Carll’s Corner 1 & 2 73 West Cedar Cedar 1 & 2 68 Deepwater Missouri Avenue B,C,D 60 Missouri Avenue Mickleton 1 59 Delaware City Cumberland/Carll’s Corner Christiana 45 Edge Moor Unit 10 13 West Sub 15 Middle Delaware City 16 Tasley 10 26 Crisfield 1-4 10 Bayview 1-6 12 Crisfield Chesapeake Generation Capacity Under Contract MW Tasley Mt. Carmel 40 Bayview Chesapeake 315 Essex 60 37
  • 38. PHI – Financial Performance Details 38
  • 39. PHI 2005 Financial Highlights (1) Execution of our strategy generated favorable financial results Power Delivery results driven by: Higher sales due to warmer weather; T&D system performed well as it handled new record peaks for electric usage Lower interest expense due to aggressive debt buydown and refinancing efforts Lower standard offer service margins due to increased customer migration Conectiv Energy results driven by: Higher generation output due to warmer weather and load growth in PJM; output up 8.4% versus 2004 Captured increased opportunities to take advantage of unit operating flexibility Lower Full Requirements Load Service margins due to higher energy prices Effective hedging strategy and risk management capability provided stable results even with record high natural gas and oil prices Pepco Energy Services results driven by: C&I retail load acquisition increased by 56% contributing to higher electric gross margins for the year Higher generation output due to warmer weather Common equity ratio was 41.8% at year end 2005, an improvement of 370 basis points since year end 2004 (2) (1) 2005 compared to 2004; excluding special items. (2) Exclusive of transition bonds issued by ACE Transition Funding. 39
  • 40. Strengthening the Balance Sheet Total Debt and Preferred Stock $7,000 $6,626 $6,376 $440 Total Reduction $5,898 $577 $6,000 = $1.14 B $5,488 $551 (Millions) $523 $5,000 $6,186 $5,799 $5,347 $4,000 $4,965 $0 $3,000 (1) (2) (3) (4) 12/31/2002 12/31/2003 12/31/2004 12/31/2005 Other Debt & Preferred Transition Bond Debt Common Equity Ratio (5) 32.5% 33.6% 38.1% 41.8% Notes: 1) Other debt includes capital lease obligations ($135.4M), Company Obligated Mandatorily Redeemable Preferred Securities of Subsidiary Trust which holds Parent Junior Subordinated Debentures ($290.0M), Mandatorily Redeemable Serial Preferred Stock ($47.5M), Serial Preferred Stock ($63.2M), Short-term debt ($1,362.4M) and Long-term debt ($4,287.5M). 2) Other debt includes capital lease obligations ($131.2M), Company Obligated Mandatorily Redeemable Preferred Securities of Subsidiary Trust which holds solely Parent Junior Subordinated Debentures ($98.0M), Mandatorily Redeemable Serial Preferred Stock ($45.0M), Serial Preferred Stock ($63.2M), Short-term debt ($872.4M) and Long-term debt ($4,588.9M). 3) Other debt includes capital lease obligations ($127.0M), Serial Preferred Stock ($54.9M), Short-term debt ($802.5M) and Long-term debt ($4,362.1M). 4) Other debt includes capital lease obligations ($121.9M), Serial Preferred Stock ($45.9M), Short-term debt ($594.3M) and Long-term debt ($4,202.9M). 40 5) Total capitalization excludes Transition Bond Debt and includes Pepco Energy Services’ Project Debt.
  • 41. Reconciliation of Earnings Per Share GAAP EPS Reconciled to EPS Excluding Special Items Twelve Months Ended December 31, Earnings per Share (Restated) 2004 2005 Reported (GAAP) Earnings per Share $1.96 $1.48 Special Items: Non lease financial asset IRS settlement - 0.11 IRS Revenue Ruling 2005-53 - Mixed Service Costs 0.06 - Conectiv Bethlehem term loan buy down - 0.04 Starpower investment impairment - 0.04 Severance cost accruals - 0.05 Impairment of jointly owned generation project 0.01 - New Jersey base rate case settlement (0.03) - Gain on sale of Vineland co-generation facility - (0.04) Gain on sale of Vineland distribution assets - (0.05) Liquidation of financial investment previously written off (0.04) - Local tax benefit - retroactive change in regulations - (0.07) Gain on sale of Buzzard Point non-utility land (0.22) - Gain on settlement of Mirant Transitional Power Agreement claim and asbestos claim (0.22) - Earnings per Share, Excluding Special Items $1.52 $1.56 41 Note: Management believes the special items are not representative of the Company’s core business operations.
  • 42. Reconciliation of Earnings GAAP Earnings Reconciled to Earnings Excluding Special Items Twelve Months Ended December 31, Net Earnings - Dollars in Millions (Restated) 2004 2005 Reported (GAAP) Net Earnings $371.2 $260.6 Special Items: Non lease financial asset IRS settlement - 19.7 IRS Revenue Ruling 2005-53 - Mixed Service Costs 10.9 - Conectiv Bethlehem term loan buy down - 7.7 Starpower investment impairment - 7.3 Severance cost accruals - 6.7 Impairment of jointly owned generation project 2.6 - New Jersey base rate case settlement (5.1) - Gain on sale of Vineland co-generation facility - (6.6) Gain on sale of Vineland distribution assets - (8.6) Liquidation of financial investment previously written off (8.9) - Local tax benefit - retroactive change in regulations - (13.2) Gain on sale of Buzzard Point non-utility land (40.7) - Gain on settlement of Mirant Transitional Power Agreement claim and asbestos claim (42.2) - Net Earnings, Excluding Special Items $287.8 $273.6 42 Note: Management believes the special items are not representative of the Company’s core business operations.
  • 43. Reconciliation of Operating Income Reported Operating Income Reconciled to Operating Income Excluding Special Items Pepco Other Power Conectiv Energy Non- Corporate PHI Delivery Energy Services Regulated & Other Consolidated $670.8 $103.9 $42.4 $86.9 $1.4 $905.4 Reported Segment Operating Income Percent of operating income 74.1% 11.5% 4.7% 9.5% 0.2% 100.0% Special Items: (68.1) (68.1) Gain on sale of non utility land, Buzzard Point (70.5) (70.5) Gain on sale of Pepco Mirant TPA and asbestos claim (13.3) (13.3) Final liquidation of Financial Investment Atlantic City Electric - New Jersey - 6.6 6.6 Base Rate Case settlement $538.8 $103.9 $42.4 $73.6 $1.4 $760.1 Operating Income excluding Special Items Percent of operating income excluding special items 70.9% 13.7% 5.6% 9.6% 0.2% 100.0% Note: Management believes the special items are not representative of the Company's core business operations. 43