Atlantic City Electric Company Offer to Purchase for Cash
Shares of its $7.80 No Par Preferred Stock (cumulative)
THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 5:00 P.M.,
NEW YORK CITY TIME, ON MONDAY, OCTOBER 7, 1996 UNLESS THE OFFER IS
To Our Clients:
Enclosed for your consideration are the Offer to Purchase dated August 29, 1996 (the "Offer to Purchase"), and
the Letter of Transmittal (which together constitute the "Offer") setting forth an offer by Atlantic City Electric
Company, a New Jersey corporation (the "Company"), to purchase all outstanding shares of its $7.80 No Par
Preferred Stock (cumulative) (the "Shares") at a price of $111.00 per Share, net to the seller in cash, upon the
terms and subject to the conditions of the Offer. The Company will purchase all Shares validly tendered and not
withdrawn, upon the terms and subject to the conditions of the Offer (as described in the Offer to Purchase).
We are the holder of record of Shares held for your account. A tender of such Shares can be made only by us as
the holder of record and pursuant to your instructions. The Letter of Transmittal is furnished to you for your
information only and cannot be used by you to tender Shares held by us for your account.
We request instructions as to whether you wish us to tender any or all of the Shares held by us for your account,
upon the terms and subject to the conditions set forth in the Offer to Purchase and the Letter of Transmittal.
Your attention is invited to the following:
(1) The Offer is for all outstanding Shares. The Offer is not conditioned upon any minimum number of Shares of
Preferred being tendered, but the Offer is subject to certain other conditions.
(2) The Offer and withdrawal rights will expire at 5:00 p.m., New York City time, on Monday, October 7, 1996,
unless the Offer is extended. Your instructions to us should be forwarded to us in ample time to permit us to
submit a tender on your behalf. If you would like to withdraw your Shares that we have tender