Commission File No. 1-1072

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D. C. 20549


_______________________

FORM 11-K


______________________

ANNUAL REPORT

Pursuant to Section 15(d) of the
Securities Exchange Act of 1934

For the Fiscal Year Ended June 30, 2001


_______________________

POTOMAC ELECTRIC POWER COMPANY
SAVINGS PLAN FOR EXEMPT EMPLOYEES




POTOMAC ELECTRIC POWER COMPANY

701 NINTH STREET, N.W.
WASHINGTON, D. C. 20068

PEPCO SAVINGS PLAN
FORM 11-K   -   2001      

SIGNATURE

          Pursuant to the requirements of the Securities Exchange Act of 1934, the
Administrative Board has duly caused this annual report to be signed on its behalf
by the undersigned, thereunto duly authorized.

POTOMAC ELECTRIC POWER COMPANY
SAVINGS PLAN FOR EXEMPT EMPLOYEES




By:              D. R. WRAASE            
                Dennis R. Wraase, Chairman
                       Administrative Board

Date:   December 10, 2001

EXHIBIT 23

POTOMAC ELECTRIC POWER COMPANY
SAVINGS PLAN FOR EXEMPT EMPLOYEES



Consent of Independent Accountants

We hereby consent to the incorporation by reference in the Registration Statements on Forms S-8 (Numbers 33-36798 and 33-53685) of Potomac Electric Power Company of our report dated December 10, 2001, relating to the financial statements of Potomac Electric Power Company Savings Plan for Exempt Employees, appearing on page 1 of this Form 11-K

PricewaterhouseCoopers LLP
Washington, D.C.
December 10, 2001