P O T O M A C E L E C T R I C P O W E R C O M P A N Y POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that the undersigned directors and officers of POTOMAC ELECTRIC POWER COMPANY (the "Company") hereby constitute and appoint Edward F. Mitchell, William T. Torgerson, Dennis R. Wraase, Anthony J. Kamerick, Peyton G. Middleton, Jr. and Ellen Sheriff Rogers, and each of them, their true and lawful attorneys and agents with full power and authority, in their names and on their behalf, or otherwise, to do any and all acts and things and to execute any and all instruments which said attorneys and agents, or any of them, may deem necessary or advisable to enable Potomac Electric Power Company to comply with the Securities Act of 1933, as amended (the "Act"), and any rules, regulations and requirements of the Securities and Exchange Commission in respect thereof, in connection with a Registration Statement on Form S-3 to be filed under the Act for the registration of $200,000,000 aggregate principal amount of First Mortgage Bonds and/or Medium-Term Notes of the Company (the "Securities"), and a Registration Statement for the registration of up to an additional 20% of aggregate principal amount of securities filed in accordance with Rule 462(b) under the Act, including specifically, but without limiting the generality of the foregoing, power and authority to sign the names of the undersigned directors and officers in the respective capacities indicated below, to any and all amendments to said Registration Statements and to any instruments or documents filed as a part of or in connection with said Registration Statements or amendments thereto; and each of the undersigned hereby ratifies and confirms all that said attorneys and agents, or any of them, shall do or cause to be done by virtue hereof. IN WITNESS WHEREOF, each of the undersigned has subscribed, or caused to be subscribed, these presents this 5th day of August, 1997. Signature /S/ EDWARD F. MITCHELL Principal Executive Officers: EDWARD F. MITCHELL Chairman of the Board and Chief Executive Officer /S/ JOHN M. DERRICK, JR. JOHN M. DERRICK, JR. President and Director Principal Financial Officer: /S/ DENNIS R. WRAASE Principal Accounting Officer: DENNIS R. WRAASE Senior Vice President and Chief Financial Officer (over) /S/ ROGER R. BLUNT, SR. Director ___________________________________ ROGER R. BLUNT, SR. /S/ A. JAMES CLARK Director ___________________________________ A. JAMES CLARK /S/ H. LOWELL DAVIS Director ___________________________________ H. LOWELL DAVIS /S/ RICHARD E. MARRIOTT Director ___________________________________ RICHARD E. MARRIOTT /S/ DAVID O. MAXWELL Director ___________________________________ DAVID O. MAXWELL /S/ FLORETTA D. MCKENZIE Director ___________________________________ FLORETTA D. McKENZIE /S/ ANN D. MCLAUGHLIN Director ___________________________________ ANN D. McLAUGHLIN /S/ PETER F. O'MALLEY Director ___________________________________ PETER F. O'MALLEY /S/ LOUIS A. SIMPSON Director ___________________________________ LOUIS A. SIMPSON /S/ A. THOMAS YOUNG Director ___________________________________ A. THOMAS YOUNG