FWP 1 dfwp.htm FREE WRITING PROSPECTUS Free Writing Prospectus

Filed Pursuant to Rule 433

Registration No. 333-145691-01

November 6, 2008

ATLANTIC CITY ELECTRIC

COMPANY

$250,000,000

First Mortgage Bonds, 7.75% Series due November 15, 2018

 

Issuer:

      Atlantic City Electric Company

Issue:

      First Mortgage Bonds, 7.75% Series due November 15, 2018

Ratings:*

      A3 (negative)/A- (stable)/A- (stable) (Moody’s/S&P/Fitch)

Offering Size:

      $250,000,000

Coupon:

      7.75%

Trade Date:

      November 6, 2008

Settlement Date:

      November 14, 2008 (T+5)

Stated Maturity:

      November 15, 2018

Initial Public Offering Price:

      99.541% per Bond

Proceeds to Issuer (before expenses):

      $247,227,500

Yield to Maturity:

      7.817%

Benchmark Treasury:

      4.000% due August 2018

Benchmark Treasury Yield:

      3.692%

Spread to Benchmark Treasury:

      + 412.5 bps

Optional Redemption:

      Make-whole call, 50 bps spread over U.S. Treasuries

Interest Payment Dates:

      May 15 and November 15 of each year, commencing on May 15, 2009

CUSIP Number:

      048303CD1

Book-runners:

     

J.P. Morgan Securities Inc.

Morgan Stanley & Co. Incorporated

Greenwich Capital Markets, Inc.

* A security rating is not a recommendation to buy, sell or hold securities and should be evaluated independently of any other rating. The rating is subject to revision or withdrawal at any time by the assigning rating organization.

The issuer has filed a registration statement (including a prospectus and a preliminary prospectus supplement) with the Securities and Exchange Commission, or SEC, for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement, the preliminary prospectus supplement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in this offering will arrange to send you the prospectus if you request it by calling J.P. Morgan Securities Inc. collect at 1-212-834-4533, Morgan Stanley & Co. Incorporated toll-free at 1-866-718-1649 or Greenwich Capital Markets, Inc. toll-free at 1-866-884-2071.