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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, as amended, and are subject to the safe harbor created by the Private Securities
Litigation Reform Act of 1995. These statements include declarations regarding Pepco Holdings’ intents, beliefs and 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 PHI’s 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. The forward-looking statements contained herein are qualified in
their entirety by reference to the following important factors, which are difficult to predict, contain uncertainties, are beyond
Pepco Holdings’ control and may cause actual results to differ materially from those contained in forward-looking statements:
prevailing governmental policies and regulatory actions affecting the energy industry, including allowed rates of return,
industry and rate structure, acquisition and disposal of assets and facilities, operation and construction of transmission and
distribution facilities, and the recovery of purchased power expenses; changes in and compliance with environmental and
safety laws and policies; weather conditions; population growth rates and demographic patterns; general economic conditions,
including potential negative impacts resulting from an economic downturn; changes in tax rates or policies or in rates of
inflation; 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; rules and
regulations imposed by Federal and/or state regulatory commissions, PJM, the North American Electric Reliability Corporation
and other applicable electric reliability organizations; legal and administrative proceedings (whether civil or criminal) and
settlements that influence PHI’s business and profitability; pace of entry into new markets; volatility in customer demand for
electricity and natural gas; interest rate fluctuations and credit and capital market conditions; and effects of geopolitical events,
including the threat of domestic terrorism. Any forward-looking statements speak only as to the date of this presentation and
Pepco Holdings undertakes no obligation to update any forward-looking statements to reflect events or circumstances after
the date on which such statements are made or to reflect the occurrence of unanticipated events. New factors emerge from
time to time, and it is not possible for Pepco Holdings to predict all such factors, nor can Pepco Holdings assess the impact of
any such factor on Pepco Holdings’ business or the extent to which any factor, or combination of factors, may cause results to
differ materially from those contained in any forward-looking statement. The foregoing review of factors should not be
construed as exhaustive. Readers are referred to the most recent reports filed with the Securities and Exchange Commission.
Safe Harbor Statement