For Immediate Release
August 7, 2001

Potomac Electric Power Co. (NYSE: POM) and Conectiv (NYSE:CIV/CIVA) have received antitrust clearance on their proposed merger under the Hart-Scott-Rodino Antitrust Improvements Act (HSR), effective August 7, 2001. The $2.2 billion merger was announced February 12, 2001. HSR provides the Federal Trade Commission and the Justice Department the opportunity to review the proposed transaction prior to its completion to ensure it will not violate antitrust laws.

The merger also is being reviewed by various state regulatory agencies, and the companies anticipate that the merger will close in the first quarter 2002.

When completed, the combination will create the largest electricity delivery company, measured by throughput, in the mid-Atlantic PJM (Pennsylvania-New Jersey-Maryland power pool) region, serving more than 1.8 million customers in Delaware, the District of Columbia, Maryland, New Jersey and Virginia.

About Pepco
Pepco is an investor-owned company that delivers electricity to more than 700,000 customers in Washington, D.C., and the Maryland suburbs. Through its family of subsidiaries, Pepco also operates in the competitive arenas of telecommunications and energy products and services in the mid-Atlantic region. For more information, visit the company's Web site at www.pepco.com.

About Conectiv
Conectiv, a Fortune 500 company headquartered in Wilmington, Del., is focused on two core energy businesses. Conectiv Power Delivery provides safe, reliable and affordable energy service to more than one million customers in New Jersey, Delaware, Maryland and Virginia. Conectiv Energy uses a sophisticated power-trading unit to optimize the value of a growing portfolio of mid-merit power plants that can start and stop quickly in response to changes in the demand for power within the PJM power pool. For more information, visit www.conectiv.com.