8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 22, 2006
PEPCO HOLDINGS, INC.                                   (Exact name of registrant as specified in its charter)
Delaware             (State or other jurisdiction         of incorporation)				001-31403      (Commission File Number)		52-2297449     (IRS Employer Identification No.)
701 Ninth Street, N.W., Washington, DC               (Address of principal executive offices)						20068              (Zip Code)
Registrant's telephone number, including area code           (202) 872-3526
Not Applicable                                        (Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Pepco Holdings, Inc. Form 8-K
Item 7.01		Regulation FD Disclosure.
		Exhibit 99, attached hereto, is hereby incorporated by reference.
Item 9.01		Financial Statements and Exhibits.
		(c)   Exhibits
		The following exhibits are furnished herewith:
		Exhibit No.	Description of Exhibit
		99	Pepco Holdings, Inc. Presentation
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
					PEPCO HOLDINGS, INC.             (Registrant)
Date        May 22, 2006					/s/ JOSEPH M. RIGBY                       Name:  Joseph M. Rigby Title:    Senior Vice President and                 Chief Financial Officer
-2-

EX-99