SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM 10-Q

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, ~~2004~~2005

Commission File Number: 001-12477

CHEVY CHASE PREFERRED CAPITAL CORPORATION(Exact name of registrant as specified in its charter)

                                Maryland                                      52-1998335
                     (State or other jurisdiction of                       (I.R.S. Employer
                     incorporation or organization)                       Identification No.)

7501 Wisconsin Avenue
Bethesda, Maryland 20814
(Address of principal executive office) (Zip Code)

(301) 987-2265
(Registrant's telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes _X_ No ___

Indicate by check mark whether the registrant is an accelerated filer (as defined in Exchange Act Rule 12b-2). Yes ___ No _X_

The number of shares outstanding of the registrant’s sole class of common stock was 100 shares, $1.00 par value per share, as of April 15, ~~2004~~2005. All of such shares were owned by Chevy Chase Bank; therefore, no common stock was held by non-affiliates.

CHEVY CHASE PREFERRED CAPITAL CORPORATION

PART I - FINANCIAL INFORMATION

                                                                                                                                                                             Page
                                                                          ------
Item 1. Financial Statements::...................................................................... 1
                 (a)       Statements of Financial Condition as of March 31, 20042005 and
                                   December 31, 20032004................................................................2
                 (b)       Statements of Operations for the Three Months Ended
                                   March 31, 20042005 and 20032004 .........................................................3
                 (c)       Statement of Stockholders' Equity for the Three Months
                                   Ended March 31, 20042005.............................................................4
                 (d)       Statements of Cash Flows for the Three Months Ended
                                   March 31, 20042005 and 20032004 .........................................................5
                 (e)       Notes to Financial Statements......................................................6

Item 2.  Management’s Discussion and Analysis of Financial
                      Condition and Results of Operations...............................7.........................8

Item 3.  Quantitative and Qualitative Disclosures about Market Risk.................................10

Item 4.  Controls and Procedures..............................................10......................11

PART II -– OTHER INFORMATION

Item 1.  Legal Proceedings....................................................11

Item 2.  Changes in Securities.....................12

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds..........................11......12

Item 3.  Defaults Upon Senior Securities......................................11......................12

Item 4.  Submission of Matters to a Vote of Security Holders..................11......................12

Item 5.  Other Information....................................................11......................12

Item 6.  Exhibits and Reports on Form 8-K.....................................11..............................................12

PART I

ITEM 1. Financial Statements

The following unaudited financial statements and notes of Chevy Chase Preferred Capital Corporation (the “Company”) have been prepared in accordance with accounting principles generally accepted ~~accounting~~ ~~principles~~in the United States for interim financial information. In the opinion of management, all adjustments necessary for a fair presentation of the financial position and the results of operations for the interim period presented have been included. ~~Such~~These unaudited financial statements and notes should be read in conjunction with the Company’s financial statements and notes for the year ended December 31, ~~2003~~2004 included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 24 29, ~~2004~~2005 (the “~~2003~~2004 10-K”).

-1-

CHEVY CHASE PREFERRED CAPITAL CORPORATION
STATEMENTS OF FINANCIAL CONDITION

                                                                                                                                   March 31,                     December 31,
                                                                                                                                        2005                     2004             2003
                                                                                                                           ----------------------   ----------------------
                                                                                                                                 (Unaudited)
                                                                                                      ASSETS

Cash and interest-bearing deposits                               $     148,201    3,770,426           $   5    2,411318,004102
Residential mortgage loans (net of allowance for
   losses of $40,333 for both periods)                             299                              374,904067,031      296391              374,062458,742643
Accounts receivable from parent                                      2                                         404,955,639        297                1,755591,369546
Accrued interest receivable                                                                                     1,103424,962        326                1,031346,352764
Prepaid expenses                                                        29                                                         44,063            6762                    5,500000
                                                                                                                           ----------------------   ----------------------
         Total assets                                                                                       $ 304   379,140711,896    202          $ 304   379,266720,967055
                                                                                                                           ======================   ======================

                                                                                      LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Loan payable to parent                                          $    75,000,000          $    75,000,000
Accrued interest payable to parent                                      228,625                   81,500
Accounts payable to others and accrued expenses                  $      17                          31,016    $       6138                   41,719063
Dividends payable to parent                                             42                                                   -                  700,614          350,000
Dividends payable to others                                                                                     3,890,625                        3,890,625
                                                                                                                           --------------   --------   ------
    Total liabilities                                                3,950,255        4,247,344
                                                                 --------------   --
    Total liabilities                                                79,150,388               79,713,188
                                                          ------------                                                                 ----------   ----      ----------------------

Stockholders' Equity:
Preferred Stock, 10,000,000 shares authorized:
      10 3/8% Noncumulative Exchangeable Preferred Stock, 
  Series A,
     $5 par value, 3,000,000 shares issued and outstanding
      outstanding(liquidation value of $150,000,000 plus 
  accrued and unpaid
     dividends)                                                                                            15,000,000                     15,000,000
Common stock, $1 par value, 1,000 shares authorized, 100 shares
      shares issued and outstanding                                                                                              100                                   100
Capital contributed in excess of par                                                               284,999,900                   284,999,900
Retained earnings                                                      190                                                       560,641          19814                    6,623867
                                                                                                                           --------------  --------   ----------------------
Total stockholders' equity                                                                                   300,190560,641     814              300,019006,623867
                                                                                                                           --------------  --------   ----------------------
         Total liabilities and stockholders' equity                           $ 304   379,140711,896   202          $ 304   379,266720,967055
                                                                                                                          ==============  ========    ======================














                                See the accompanying Notes to Financial Statements.

See the accompanying Notes to Financial Statements.

-2-

CHEVY CHASE PREFERRED CAPITAL CORPORATION
STATEMENTS OF OPERATIONS
(Unaudited)

                                                                                                                 Three Months Ended
                                                                                                                           March 31,
                                                                                             ----------------------------------------------
                                                                                                          2005                      2004             2003
                                                                                             --------------   ------      --------------------
Interest Income

     Residential mortgage loans                                      $   45,353383,480    940              $     4,241353,772480
     Other                                                                                                3,832                     1,716            9,988
                                                                                             --------------   ------      --------------------
           Total interest income                                                           5,387,772                 4,355,196        
   Interest expense                                        638,542                         -
                                                   --------------------      --------------------
      Total operating income                             4,251749,760230                 4,355,196
                                                                                             --------------   ------      --------------------

Operating Expenses

   Loan servicing fees - parent                                             232,805                   156,244          226,608
   Advisory fees - parent                                                           50,000                               50,000
   Directors' fees                                9,500                                                       8,000                     9,500
   General and administrative                               13,853                    35,195           29,610
                                                                                             --------------   ------      --------------------
     Total operating expenses                                   304,658                   250,939          314,218
                                                                                             --------------   ------      --------------------

NET INCOME                                                                           $   4,104444,257    572              $   3  4,937104,542257
                                                                                              ==============   ======      ====================

PREFERRED STOCK DIVIDENDS                                                     3,890,625                         3,890,625
                                                                                              --------------   ------      --------------------


EARNINGS AVAILABLE TO
   COMMON STOCKHOLDER                                                     $     213553,632    947               $      46   213,917632
                                                                                               ==============   ======      ====================

NUMBERAVERAGE OF COMMON SHARES                                                                       100                                     100
                                                                                               ==============   ======      ====================
EARNINGS PER COMMON SHARE                                             $    5,539.47              $   2,136.32    $      469.17
                                                                                               ==============   ======      ====================


















                                See the accompanying Notes to Financial Statements.

See the accompanying Notes to Financial Statements.

-3-CHEVY CHASE PREFERRED CAPITAL CORPORATIONSTATEMENTS OF STOCKHOLDERS' EQUITY(Unaudited)

CHEVY                                                               Capital
                                                             Contributed
                                 Preferred      Common       In CHASEExcess        Retained       Stockholders'
                                   Stock        Stock         of PREFERREDPar          Earnings           Equity
                              -------------- CAPITAL----------- CORPORATIONSTATEMENT---------------- OF---------------- STOCKHOLDERS’----------------

Balance, EQUITYDecember 31, 2004     $ 15,000,000     $   100    $ 284,999,900     $    6,867      $ 300,006,867

Net income                                -           -                -      4,444,572          4,444,572

Dividends on 10 3/8%
  Noncumulative Exchangeable
  Preferred Stock, Series A               -           -                -     (Unaudited3,890,625)        (3,890,625)
                              -------------- ----------- ---------------- ---------------- ----------------

Balance, March 31, 2005        $ 15,000,000     $   100    $ 284,999,900     $  560,814      $ 300,560,814
                              ============== =========== ================ ================ ================

See the accompanying Notes to Financial Statements.

                                                        Capital
                                                      Contributed                    Total
                                Preferred    Common    In Excess      Retained    Stockholders'
                                  Stock       Stock     of Par        Earnings       Equity
                              ------------- -------- -------------- ------------ --------------

Balance, December 31, 2003    $ 15,000,000  $   100  $ 284,999,900  $    19,623  $ 300,019,623

Net income                               -        -              -    4,104,257      4,104,257

Dividends on common stock                -        -              -      (42,614)       (42,614)

Dividends on 10 3/8%
  Noncumulative Exchangeable
  Preferred Stock, Series A              -        -              -   (3,890,625)    (3,890,625)
                              ------------- -------- -------------- ------------ --------------

Balance, March 31, 2004       $ 15,000,000  $   100  $ 284,999,900  $   190,641  $ 300,190,641
                              ============= ======== ============== ============ ==============



























                                See the accompanying Notes to Financial Statements.

-4-

CHEVY CHASE PREFERRED CAPITAL CORPORATION
STATEMENTS OF CASH FLOWS
(Unaudited)

                                                                                                                                                      Three Months Ended
                                                                                                                                                                 March 31,
                                                                                                                                      --------------------------------------------
                                                                                                                                               2005                     2004            2003
                                                                                                                                     -------------   ------      -------------------
Cash flows from operating activities:

Net income                                                                                                                     $  4,104444,257    572             $  34,937104,542257
Adjustments to reconcile net income to net cash
     provided by (used in) operating activities:
         (Increase) decrease in accounts receivable from parent                         1,187,249               (1,200,270)      1,267,074
    (     Increase) decrease in accrued interest receivable                                                 (77,562)                 (72,610)         40,310
         Increase   in prepaid expenses                                                                                 (2239,563762)                         (2622,250563)
         Increase (decrease) in accounts payable to others and accrued expenses
        expenses                                                              (9,925)                  10,297          61
     Increase in accrued interest payable to parent                          147,766125                        -
                                                                                                                                      -------------   ------      -------------------
         Net cash provided by operating activities                                                    5,651,697                2,819,111       5,280,442
                                                                                                                                      -------------   ------      -------------------

Cash flows from investing activities:

         Purchases of residential mortgage loans                                                    (31,910307,578714)                 (5531,709910,307578)
         Repayments of residential mortgage loans                                                    31,698,966               28,069,289      54,473,042
                                                                                                                                      -------------   ------      -------------------
         Net cash provided by (used in) investing activities                                 391,252               (3,841,289)     (1,236,265)
                                                                                                                                      -------------   ------      -------------------

Cash flows from financing activities:

    Capital contribution from common stockholder                            -         165,279
         Dividends paid on preferred stock                                                                  (3,890,625)                   (3,890,625)
         Dividends paid on common stock                                                                            (350700,000)                     (1350,100,000)
                                                                                                                                       -------------   ------      -------------------
         Net cash used in financing activities                                                          (4,240590,625)                   (4,825240,346625)
                                                                                                                                       -------------   ------      -------------------

Net increase (decrease) in cash and cash equivalents                                                 1,452,324               (5,262,803)       (781,169)

Cash and cash equivalents at beginning of period                                               2,318,102                5,411,004       2,986,496
                                                                                                                                       -------------   ------      -------------------
Cash and cash equivalents at end of period                                                      $  3,770,426              $   148,201    $  2,205,327
                                                                                                                                       =============   ======      ===================

















               See the accompanying Notes to Financial Statements.

See the accompanying Notes to Financial Statements.

-5-

CHEVY CHASE PREFERRED CAPITAL CORPORATION
NOTES TO FINANCIAL STATEMENTS
(Unaudited)

NOTE 1 – ORGANIZATION AND BASIS OF PRESENTATION:

The Company is a Maryland corporation which acquires, holds and manages real estate assets. Chevy Chase Bank, F.S.B. (the “Bank”), a federally insured stock savings bank, owns all of the Company’s common stock. The Bank is in compliance with its regulatory capital requirements.

NOTE 2 – RESIDENTIAL MORTGAGE LOANS:

Residential mortgage loans consist of adjustable-rate mortgages (“ARMs”) and fixed-rate ~~mortgages~~ ~~with 15 and 30 year final maturities~~mortgages. The ARMs have interest rates which are fixed for the indicated period (one month, one year, three years, five years, seven years or ten years) and which adjust thereafter based on the margin, index and frequency, subject to interest rate adjustment caps, all as specified in the related mortgage notes. Each of the mortgage loans is secured by a mortgage, deed of trust or other security instrument which created a first lien on ~~the~~ a residential ~~dwellings located in their respective jurisdictions~~dwelling. The ~~following~~ following table shows the residential mortgage loan portfolio by type at the ~~dates~~ dates indicated:

                                                March 31,                     December 31,
                                                  2005                      2004             2003
                                                                                        --------------   ----      -----------------------
          Monthly ARMs                                            $  44    115,112459,272    962           $  47    107,833438,336487
          One-year ARMs                         12                          11,076546,623       12660                 13,988985,634393
          Three-year ARMs                       10                        15,994534,334       12080                 13,224040,073178
          Five-year ARMs                        55113,895322,186       62153                110,720068,041100
          7/1 ARMs                              11                                5,664377,743       12008                  6,478229,626074
          10/1 ARMs                             32                              15,201386,292       38999                 17,215658,901506
          Fixed-rate                           132                             97,999480,914      109862                106,642079,464238
                                                                                        --------------   ----      -----------------------
               Total                           299                            374,944107,364      296724                374,103498,075976
          Less:
               Allowance for loan losses                         40,333                                40,333
                                                                                        --------------   ----      -----------------------

               Total                                                $ 299    374,904067,031    391           $ 296    374,062458,742643
                                                                                        ==============   ====      =======================

NOTE 3 - PREFERRED STOCK:

Cash dividends on the Company’s 10 3/8% Noncumulative Exchangeable Preferred Stock, Series A (the “Series A Preferred Shares”) are payable quarterly in arrears. The liquidation value of each Series A Preferred Share is $50 plus accrued and unpaid dividends. The Series A Preferred Shares are not redeemable until January 15, 2007 (except upon the occurrence of certain tax events) and are redeemable thereafter at the option of the Company. Except under certain limited circumstances, the holders of the Series A Preferred Shares have no voting rights. The Series A Preferred Shares are automatically exchangeable for a new series of preferred stock of the Bank upon the occurrence of certain events relating to the Bank.

NOTE 4 - DIVIDENDS:

During the three months ended March 31, ~~2004~~2005, the Company’s Board of Directors declared a cash ~~dividend~~dividends of $3,890,625 on the Company’s preferred stock out of the ~~retained~~ retained earnings of the Company. ~~The~~Dividends ~~dividend~~were ~~was~~ paid on April 15, ~~2004~~2005.

~~During~~No ~~the three months ended March 31, 2004, the company’s Board of Directors declared~~ cash dividends ~~of $42,614~~ on ~~the Company’s~~ common stock ~~out~~were ofdeclared ~~retained~~during ~~earnings of~~ the ~~Company.~~three ~~The~~months ~~dividend~~ended ~~was~~March ~~paid April 15~~31, ~~2004~~2005.

-6-NOTE 5 – LOAN PAYABLE TO PARENT:

~~ITEM~~The 2.Company ~~Management's~~borrowed $75,000,000 ~~Discussion~~from the Bank on December 20, 2004, and ~~Analysis~~used the proceeds to purchase adjustable-rate Residential Mortgage Loans from the Bank. The loan is secured by a portion of ~~Financial~~the ~~Condition~~Residential Mortgage Loan portfolio, and ~~Results~~the interest ofrate ~~Operations~~on the loan adjusts monthly based on changes in one-month LIBOR.

The loan requires no payment of principal until it matures on August 31, 2007, but can be prepaid without penalty at any time. Interest is payable monthly at a variable rate equal to the sum of one-month LIBOR plus 0.85%. At March 31, 2005, the interest rate was 3.54%.

ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

FINANCIAL CONDITION

Dividend Coverage

Based on the outstanding balance of the Company’s Residential Mortgage Loans at(as defined below) at March 31, ~~2004~~2005 and the interest rates on such loans, anticipated annual income, net of operating expenses, on the Company’s loan portfolio was approximately ~~104~~115.62% of the projected annual dividend on the Series A Preferred Shares.

If market interest rates remain at or near their recent lows, the Company’s ability to pay dividends on the Series A Preferred Shares could be adversely affected. If the Company did not have sufficient earnings available to pay those dividends, it would explore various options for generating additional funds to pay the dividends. Those options could include reducing the servicing fee paid to the Bank, reducing the advisory fee paid to the Bank, purchasing other types of loans, borrowing funds as the Company deems necessary or appropriate or using principal repayments on Residential Mortgage Loans. However, there can be no assurances that any of those measures would be implemented or, if implemented, would be sufficient to enable the Company to pay dividends on the Series A Preferred Shares.

Residential Mortgage Loans

At March 31, ~~2004~~2005 and December 31, ~~2003~~2004, the Company had $~~299~~374,~~904~~067,~~031~~391 and $~~296~~374,~~062~~458,~~742~~643, respectively, invested in loans secured by first mortgages or deeds of trust on single-family residential real estate properties (“Residential Mortgage Loans”). During the three months ended March 31, ~~2004~~2005, Residential Mortgage Loan purchases were $31,~~910~~307,~~578~~714 and principal collections were $2831,~~069~~698,~~289~~966. Management intends to continue to reinvest proceeds received from repayments of loans in additional Residential Mortgage Loans to be purchased from either the Bank or its ~~affiliates~~subsidiaries.

At March 31, ~~2004~~2005, the Company had ~~two~~four non-accrual loans (contractually past due 90 days or more or with respect to which other factors indicate that full payment of principal and interest is unlikely) with an aggregate principal balance of $~~501~~1,~~633~~112,320 (or 0.1730% of loans). At December 31, ~~2003~~2004, the Company had ~~five~~two non-accrual loans with an aggregate principal balance of $1546,~~589,670~~701 (or 0.5415% of loans).

At March 31, ~~2004~~2005, the Company had ~~three~~one ~~loans~~loan which ~~were~~was delinquent 30-89 days with ana ~~aggregate~~ principal balance of $~~974~~203,~~425~~033 (or 0.3205% of loans). At December 31, ~~2003~~2004, the Company had ~~three~~two loans which were delinquent 30-89 days with an aggregate principal balance of $~~807~~576,~~205~~ 811 (or 0.2715% of loans).

Allowance for Loan Losses

An analysis is performed periodically to determine the level of allowance for loan losses required and takes into consideration such factors as the economy in lending areas, delinquency statistics and past loss experience. The allowance for loan losses is based on estimates, and ultimate losses may vary from current estimates. As adjustments to the allowance become necessary, provisions for loan losses are reported in operations in the periods they are determined to be necessary. There was no activity in the allowance for loan losses during the three months ended March 31, ~~2004~~2005 and ~~2003~~2004. The balance of the allowance for loan losses was $40,333 at March 31, ~~2004~~2005 and ~~2003~~2004.

Interest Rate Risk

The Company’s income consists primarily of interest payments on Residential Mortgage Loans. If there is a decline in interest rates, then the Company will experience a decrease in income available to be distributed to its stockholders. Certain Residential Mortgage Loans which the Company holds allow borrowers to convert an ARM to a fixed-rate mortgage, thus “locking in” a fixed interest rate at a time when interest rates may have declined. In addition, when interest rates decline, ~~holders~~ holders of fixed-rate mortgages are more likely to prepay such mortgages. In recent periods, primarily as a result of a decline in interest rates, the Company has experienced an increase in conversions of ARMs to fixed-rate mortgages and in prepayments on its Residential Mortgage Loans.

In response to reduced market interest rates, the Company has taken steps to increase the funds available to pay dividends on the Series A Preferred Shares. On December 20, 2004, the Company borrowed $75,000,000 from the Bank and used the proceeds to purchase adjustable-7rate Residential Mortgage Loans from the Bank. The loan is secured by a portion of the Residential Mortgage Loan portfolio and the interest rate on the loan adjusts monthly based on changes in one-month LIBOR.

IfThere ~~market~~can ~~interest~~be ~~rates~~no assurance ~~remain~~that atan orinterest ~~near~~rate ~~their~~environment ~~recent~~in ~~lows,~~which there is a decline in interest rates would not adversely affect the Company’s ability to pay dividends on the Series A Preferred Shares ~~could~~or bethe ~~adversely~~Common ~~affected~~Stock. See “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Financial Condition – Dividend Coverage.” The Company, to date, has not used any derivative instruments to manage its interest rate risk.

There have been no material changes to the Company’s market risk disclosures from the disclosures made in the ~~2003~~2004 10-K.

Significant Concentration of Credit Risk

Concentration of credit risk ~~arises~~exists when a number of customers ~~engage~~are engaged in similar business activities, or activities in the same geographical region, or have similar economic features that would cause their ability to meet contractual obligations to be similarly affected by changes in economic conditions. Concentration of credit risk indicates the relative sensitivity of the Company’s performance to both positive and negative developments affecting a particular industry. The Company’s exposure to geographic concentrations directly affects the credit risk of the Residential Mortgage Loans within the portfolio.

~~The~~Many ~~Company’s exposure to geographic concentrations directly affects the credit risk of the Residential Mortgage Loans within the portfolio. A majority~~ (or 5639.67%) of the Company’s Residential Mortgage Loans are secured by residential real estate ~~properties~~ properties located in the Washington, DC metropolitan area. ~~Service~~In ~~industries and Federal~~addition, 11.4% ~~state~~of ~~and~~the ~~local~~Residential ~~governments~~Mortgage ~~employ~~Loans aare ~~significant~~secured ~~portion~~by ofresidential ~~the~~real ~~Washington, DC~~estate ~~area~~properties ~~labor~~located ~~force~~in California. Consequently, ~~these~~a ~~loans~~concentration of risk exists and the Company may be subject to a greater risk of default ~~than other comparable residential mortgage loans~~ in the event of ~~adverse~~ adverse economic, political or business developments ~~and~~in ~~natural~~Washington, ~~hazards~~DC, Maryland, inVirginia ~~the~~and ~~region~~ California that may affect the ability of residential property owners in ~~the~~any ~~region~~of these areas to make payments of principal and interest on the underlying mortgages.

Liquidity and Capital Resources

The objective of liquidity management is to ensure the availability of sufficient cash flows to meet all of the Company’s financial commitments. In managing liquidity, the Company takes into account various legal limitations placed on a real estate investment trust (a “REIT”), as discussed below in “Tax Status of the Company.”

The Company’s principal liquidity needs ~~will~~are beprimarily tothe ~~fund~~funding of the acquisition of additional mortgage assets as current mortgage assets held by the Company are repaid and tothe ~~pay~~ payment of dividends on the Series A Preferred Shares. The acquisition of such additional mortgage assets will be funded with the proceeds from principal repayments on its current portfolio of mortgage assets. The Company does not anticipate that it will have any other material capital expenditures. The Company ~~expects~~believes tothat ~~pay dividends on~~ the ~~Series A Preferred Shares out of~~ cash generated from ~~operating activities.~~the Aspayment ~~discussed earlier under “Item 2 Management’s Discussion~~of ~~and~~principal ~~Analysis of Financial Condition~~ and ~~Results~~interest ~~of Operations – Financial Condition – Dividend Coverage,” our anticipated annual income, based~~ on ~~our~~its mortgage ~~loan~~asset portfolio atwill ~~March~~provide ~~31, 2004, is 104.6% of the projected~~sufficient ~~annual~~funds ~~dividend~~to onmeet ~~the~~its ~~Series~~operating Arequirements ~~Preferred~~and ~~Shares. If market interest rates remain at or near their recent lows, the Company’s ability~~ to pay dividends on ~~the~~in ~~Series~~accordance ~~A Preferred Shares could be adversely affected. If~~ with the ~~Company~~requirements ~~did not have sufficient earnings available~~ to ~~pay~~be ~~those~~treated ~~dividends,~~as ita ~~would~~REIT ~~explore various options~~ for ~~generating~~income ~~additional~~tax ~~funds~~purposes tofor ~~pay~~ the foreseeable ~~dividends~~future. ~~Those options~~As ~~could~~discussed ~~include~~earlier ~~reducing~~under ~~the~~“Item ~~servicing~~2 ~~fee paid to the Bank, reducing the~~Management’s ~~advisory~~Discussion ~~fee~~and ~~paid~~Analysis toof ~~the~~Financial ~~Bank,~~Condition ~~purchasing~~and ~~other~~Results ~~types~~ of ~~loans,~~Operations ~~borrowing funds~~– asFinancial ~~the~~Condition ~~Company~~– ~~deems~~Dividend ~~necessary or appropriate~~Coverage,” orour ~~using~~anticipated ~~principal repayments on~~annual ~~Residential Mortgage Loans. However~~income, ~~there~~based ~~can~~on beour nomortgage ~~assurances~~loan ~~that~~portfolio ~~any~~at ~~of those~~March ~~measures would be implemented or~~31, ~~if implemented~~2005, ~~would~~is be115.2% ~~sufficient~~of tothe ~~enable~~projected ~~the~~annual ~~Company~~dividend ~~to pay dividends~~ on the Series A Preferred Shares.

~~Notwithstanding~~The ~~the foregoing, the~~ Company believes that it will be able to continue to meet the requirements to bequalify ~~treated~~ as a REIT for income tax purposes for the foreseeable future.

The ~~company~~Company has no off balance sheet transactions, contractual obligations, contingent liabilities, or commitments as of March 31, ~~2004~~2005.

-8-

Tax Status of the Company

The Company has elected to be taxed as a REIT under Sections 856 through 860 of the Code. As a REIT, the Company generally will not be subject to federal income tax on its net income (excluding capital gains) provided that it distributes annually 100% of its REIT taxable income to its stockholders, meets certain organizational, stock ownership and operational requirements and meets certain income and asset tests. To remain qualified as a REIT, the Company must (a) distribute to stockholders each year at least 90% of its “REIT taxable income” (not including capital gains) for that year, ~~to stockholders~~ (b) meet certain income tests, (c) meet certain asset tests and (d) meet certain ownership tests. If in any taxable year the Company fails to qualify as a REIT, the Company would not be allowed a deduction ~~for~~ for distributions to stockholders in computing its taxable income and would be subject to federal and state income tax (including any applicable alternative minimum tax) on its taxable income at regular corporate rates. In addition, the Company would be disqualified from treatment as a REIT for the four taxable years following the year during which qualification was lost. As of March 31, ~~2004~~2005, the Company met the requirements of all applicable tests.

No income tax was paid during either of the three month periods ended March 31, ~~2004~~2005 and ~~2003~~2004.

RESULTS OF OPERATIONS

Three Months Ended March 31, 20042005 Compared to Three Months Ended March 31, 20032004

During the three months ended March 31, ~~2004~~2005 and ~~2003~~2004, the Company reported net income of $4,~~104~~444,~~257~~572 and $34,~~937~~104,~~542~~257, respectively.

Total interest income was $45,~~355~~387,~~196~~772 for the three months ended March 31,~~2004~~ 2005 (the “~~2004~~2005 quarter”) compared to $4,~~251~~355,~~760~~196 for the three months ended March 31, ~~2003~~2004 (the “~~2003~~2004 quarter”). Interest income on Residential Mortgage Loans totaled $45,~~353~~383,~~480~~940 for the ~~2004~~2005 quarter compared to $4,~~241~~353,~~772~~480 for the ~~2003~~2004 quarter. The increase in interest income resulted from the higher average ~~balances~~ balance of loans receivable, ~~which~~and ~~was~~an ~~partially~~increase ~~offset by a decrease~~ in the average yield on such loans to 5.8279% in the ~~2004~~2005 quarter from 5.9775% in the ~~2003~~2004 quarter. The average balance of the Residential Mortgage Loan portfolio was $~~299~~372,~~228~~159,~~924~~ 896 in the ~~2004~~2005 quarter compared to $~~288~~299,~~265~~228,~~768~~924 in the ~~2003~~2004 quarter. The Company would have recorded an additional $914,~~969~~649 and $117,~~327~~787 in interest income for the three months ended March 31, ~~2004~~2005 and ~~2003~~2004, respectively, had its non-accrual loans been current in accordance with their original terms.

Other interest income of $13,~~716~~832 and $91,~~988~~716 was recognized on the Company’s interest bearing deposits during the three months ended March 31, ~~2004~~2005 and ~~2003~~2004, respectively. The ~~decrease~~increase was due to ~~lower~~an increase in average balances of interest bearing deposits to $1,002,668 in the 2005 quarter from $972,661 in the 2004 quarter and ~~lower~~a higher average ~~yields~~yield on ~~the~~ interest bearing deposits, ~~during~~which increased by 82 basis points (to 1.53% from 0.71%) from the average yield in the 2004 quarter.

NoDuring ~~provision~~the ~~for~~2005 ~~loan~~quarter, ~~losses was recorded for~~ the ~~three~~Company ~~months~~incurred ~~ended~~interest ~~March~~expense ~~31,~~totaling ~~2004 and 2003~~$638,542.

~~Operating~~No ~~expenses~~provision ~~totaling $250,939 and $314,218~~ for ~~the three months ended March 31, 2004 and 2003, respectively, were comprised of~~ loan ~~servicing fees paid to parent, advisory~~ ~~fees~~losses paid to parent, directors’ fees and general and administrative expenses. Loan servicing fees paid to parent were $156,244 and $226,608, for the three months ended March 31, 2004 and 2003, respectively. Effective July 1, 2003, the servicing agreement between the Bank and the Company was ~~modified~~recorded ~~to reduce the servicing fee paid to the Bank to 0.250% of the outstanding loan balance from 0.375%. Advisory fees paid to parent~~ for the three months ended ~~March~~ ~~31, 2004 and 2003 totaled $50,000 for each quarter. Directors’ fees paid for the three months ended~~ March 31, ~~2004~~2005 and 2003 were $9,500 and $8,000, respectively, and represent compensation to the two independent members of the Board of Directors. General and administrative expenses totaled $35,195 and $29,610 for the three months ended March 31, 2004 ~~and 2003, respectively~~. ~~The increase in general and administrative expenses is largely due to increases in transfer agent fees and fees paid to the New York Stock Exchange.~~

OnOperating expenses totaling $304,658 and $250,939 for the three months ended March 1631, 2005 and 2004, respectively, ~~the~~were comprised of loan servicing fees paid to parent, advisory ~~Company~~fees paid to parent, directors’s ~~Board~~fees ofand ~~Directors~~general ~~declared~~and administrative expenses. Loan servicing fees paid to parent were $232,805 ~~out~~and of$156,244, for the three ~~retained~~months ~~earnings~~ended ofMarch ~~the~~31, 2005 and 2004, respectively. The increase in loan ~~Company~~servicing fees paid to parent for the quarter ended March 31, ~~cash~~2005 ~~dividends~~is attributable to an increase in the average balance of $1Residential Mortgage Loans.~~296875~~ ~~per~~Advisory ~~share~~fees onpaid to parent for the ~~outstanding~~three ~~Series~~months ~~A Preferred~~ended ~~Shares~~March 31, 2005 and 2004 totaled $~~426~~50,000 for each quarter.14 ~~per~~Directors’ ~~share~~fees onpaid for the three ~~outstanding~~months ~~common~~ended ~~shares~~March 31, 2005 and 2004 were $8,000 and $9,500, respectively, and represent compensation to the two independent members of the Board of Directors. ~~The~~General and administrative expenses totaled $13,853 and $35,195 for ~~dividends~~the ~~were~~three ~~paid~~months onended ~~April~~March 1531, 2005 and 2004, respectively.

~~-9-~~On March 15, 2005, the Company’s Board of Directors declared, out of the retained earnings of the Company, a cash dividend of $1.296875 per share on the outstanding Series A Preferred Shares which was paid on April 15, 2005.

ITEM 3. Quantitative and Qualitative Disclosures about Market Risk

Information required by this item is included in “Item 2,. “Management’s Discussion and ~~Analysis~~ Analysis of Financial Condition and Results of Operations - Interest Rate Risk,” which is hereby incorporated herein by reference.

ITEM 4. Controls and Procedures

The Company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in the Company’s reports filed under SEC regulations is recorded, processed, summarized and reported within the time periods specified in the rules and forms adopted by the SEC, which the Company must comply with under SEC regulations, and that such information is accumulated and communicated to the Company’s management, including its Chief Executive Officer and its Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure, based closely on the definition of “disclosure controls and procedures” in Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934, as amended. In designing and evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

The Company carried out an evaluation, under the supervision and with the participation of the Company’s management, including its Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures, as of March 31, ~~2004~~2005. Based upon the foregoing, the Company’s Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures were effective at the reasonable assurance level as of March 31, 2005.

~~Based~~During ~~upon~~ the ~~foregoing,~~three months ~~the~~ended ~~Company’s~~March ~~Chief~~31, ~~Executive~~2005, ~~Officer~~there ~~and~~were ~~Chief~~no ~~Financial~~changes ~~Officer~~in ~~concluded that~~ the Company’s ~~disclosure~~internal control ~~controls~~over ~~and~~financial ~~procedures~~reporting ~~were~~that ~~effective~~materially ataffected, ~~the~~or are reasonably ~~reasonable~~likely ~~assurance~~to ~~level~~materially asaffect, ofthe ~~March~~Company’s ~~31,~~internal ~~2004~~control over financial reporting.

During the three months ended March 31, 2004, there were no significant changes in the Company’s internal control over financial reporting that materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

-10-

PART II - OTHER INFORMATION

ITEM 1. Legal Proceedings

The Company is not ~~the subject of any material litigation. None of the Company, the Bank or any affiliate of the Bank is currently~~ involved in ~~nor, to the Company’s knowledge, is currently threatened with~~ any material litigation ~~with respect to the Residential Mortgage Loans included in the portfolio, other than routine litigation arising in the ordinary course of business, most of which is covered by liability insurance~~.

ITEM 2. ChangesUnregistered inSales of Equity Securities and Use of Proceeds

None.

ITEM 3. Defaults Upon Senior Securities

None.

ITEM 4. Submission of Matters to a Vote of Security Holders

None.

ITEM 5. Other Information

None.

ITEM 6. Exhibits and Reports on Form 8-K

(a) Exhibits required by Item 601 of Regulation S-K are set forth below.

Exhibit
   No.               Exhibit
------------------------
   11      Computation of Earnings Per Common Share included in Part I, Item 1 of this report.
   31.1            Rule 13a-14(a) / 15d-14(a) Certification of Chief Executive Officer.
   31.2            Rule 13a-14(a) / 15d-14(a) Certification of Chief Financial Officer.
   32.1            Section 1350 Certification of Chief Executive Officer.
   32.2            Section 1350 Certification of Chief Financial Officer.

(b) No reports on Form 8-K were filed during the three months ended March 31, 2004.

-11-

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 thereunto duly authorized.

CHEVY CHASE PREFERRED CAPITAL CORPORATION
(Registrant)

May 17, 2004                                        By:  /s/ ALEXANDER R. M. BOYLE
                                                         Alexander R. M. Boyle
                                                         ViceMarch Chairman of the Board


May 1713, 2004                                        2005                                      By:  /s/ STEPHEN R. HALPIN, JR.
                                                         --------------------------------
                                                         Stephen R. Halpin, Jr.
                                                         Executive Vice President and
                                                         Chief Financial Officer
                                                         (Principal Financial Officer)


MayMarch 1713, 2004                                        2005                                      By:  /s/ JOEL A. FRIEDMAN
                                                         ------------------------------
                                                         Joel A. Friedman
                                                         Senior Vice President and Controller
                                                         (Principal Accounting Officer)

Exhibit 31.1

CERTIFICATION

I, B. Francis Saul II, certify that:

1.         I have reviewed this quarterly report on Form 10-Q for the three months ended March 31, 20042005 of Chevy
     Chase Preferred 
         Capital Corporation;

2.         Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to
     state a material fact 
         necessary to make the statements made, in light of the circumstances under which
     such statements were made, not misleading 
         with respect to the period covered by this report;

3.         Based on my knowledge, the financial statements, and other financial information included in this
     report, fairly present in 
         all material respects the financial condition, results of operations and cash
     flows of the registrant as of, and for, the 
         periods presented in this report;

4.         The registrant's other certifying officer and I are responsible for establishing and maintaining
     disclosure controls and 
         procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the
     registrant and have:

    
         (a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures
     to be designed under 
         our supervision, to ensure that material information relating to the registrant,
     including its consolidated subsidiaries, is 
         made known to us by others within those entities,
     particularly during the period in which this report is being prepared;

    
         (b) evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in
     this report our 
         conclusions about the effectiveness of the disclosure controls and procedures as of the
     end of the period covered by this 
         report based on such evaluation; and

    
         (c) disclosed in this report any change in the registrant's internal control over financial reporting
     that occurred during 
         the registrant's most recent quarter that has materially affected, or is reasonably
     likely to materially affect, the 
         registrant's internal control over financial reporting; and

5.         The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of
     internal control over 
         financial reporting, to the registrant's auditors and the audit committee of
     registrant's board of directors (or persons 
         performing the equivalent functions):

    
         (a) all significant deficiencies and material weaknesses in the design or operation of internal control
     over financial 
         reporting which  are reasonably likely to adversely affect the registrant's ability to
     record, process, summarize and report 
         financial information; and

    
         (b) any fraud, whether or not material, that involves management or other employees who have a
     significant role in the 
         registrant's internal control over financial reporting.



MayMarch 1713, 2004                                         2005                                      /s/ B. FRANCIS SAUL II
                                                    ----------------------------------
                                                     B. Francis Saul II
                                                     Chairman and Chief Executive Officer

Exhibit 31.2

CERTIFICATION

I, Stephen R. Halpin, Jr., certify that:

1.         I have reviewed this quarterly report on Form 10-Q for the three months ended March 31, 20042005 of Chevy
     Chase Preferred 
         Capital Corporation;

2.         Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to
     state a material fact 
         necessary to make the statements made, in light of the circumstances under which
     such statements were made, not misleading 
         with respect to the period covered by this report;

3.         Based on my knowledge, the financial statements, and other financial information included in this
     report, fairly present in 
         all material respects the financial condition, results of operations and cash
     flows of the registrant as of, and for, the 
         periods presented in this report;

4.         The registrant's other certifying officer and I are responsible for establishing and maintaining
     disclosure controls and 
         procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the
     registrant and have:

    
         (a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures
     to be designed under 
         our supervision, to ensure that material information relating to the registrant,
     including its consolidated subsidiaries, is 
         made known to us by others within those entities,
     particularly during the period in which this report is being prepared;

    
         (b) evaluated the effectiveness of the registrant's disclosure controls and procedures and  presented in
     this report our 
         conclusions about the effectiveness of the disclosure controls and procedures as of the
     end of the period covered by this 
         report based on such evaluation; and

    
         (c) disclosed in this report any change in the registrant's internal control over financial reporting
     that occurred during 
         the registrant's most recent quarter that has materially affected, or is reasonably
     likely to materially affect, the 
         registrant's internal control over financial reporting; and

5.         The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of
     internal control over 
         financial reporting, to the registrant's auditors and the audit committee of
     registrant's board of directors (or persons 
         performing the equivalent functions):

    
         (a) all significant deficiencies and material weaknesses in the design or operation of internal control
     over financial 
         reporting which are reasonably likely to adversely affect the registrant's ability to
     record, process, summarize and report 
         financial information; and

    
         (b) any fraud, whether or not material, that involves management or other employees who have a
     significant role in the 
         registrant's internal control over financial reporting.




MayMarch 1713, 2004                                         2005                                      /s/ STEPHEN R. HALPIN, JR.
                                                     --------------------------
                                                     Stephen R. Halpin, Jr.
                                                     Executive Vice President, Treasurer
                                                     and Chief Financial Officer

Exhibit 32.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTED PURSUANT TOSECTION 906 OF THE SARBANES-OXLEY ACT OF 2002TO

TheSECTION undersigned,906 B.OF Francis SaulTHE II, the Chairman and Chief Executive Officer of Chevy Chase Preferred Capital Corporation (the “Company”), has executed this certification in connection with the filing with the Securities and Exchange Commission of the Company’s Quarterly Report on Form 10SARBANES-QOXLEY forACT theOF three months ended March 31, 2004 (the “Report”). The undersigned hereby certifies that: 2002

~~(1) the~~The ~~Report~~undersigned, ~~fully~~B. ~~complies~~Francis Saul ~~with~~II, the ~~requirements~~Chairman ofand ~~Section~~Chief ~~13(a)~~Executive orOfficer ~~15(d)~~ of ~~the~~Chevy ~~Securities~~Chase ~~Exchange~~Preferred ~~Act~~Capital ofCorporation ~~1934; and~~ (2) the ~~information~~“Company”), ~~contained~~has inexecuted ~~the~~this ~~Report~~certification in ~~fairly~~connection ~~presents,~~with inthe ~~all~~filing ~~material~~with ~~respects,~~ the ~~financial condition~~Securities and ~~results~~Exchange ofCommission ~~operations~~ of the ~~Company.~~ ~~Date: May~~Company’s ~~17,~~Quarterly ~~2004 /s/~~Report B.on ~~FRANCIS~~Form ~~SAUL~~10-Q ~~II B.~~for ~~Francis~~the ~~Saul~~three IImonths ended ~~Chairman~~September ~~and~~30, ~~Chief~~2004 ~~Executive~~(the ~~Officer~~“Report”). The undersigned hereby certifies that:

(1)          the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)          the information contained in the Report fairly presents, in all material respects, the financial condition and results
                of operations of the Company.


March 13, 2005                                                /s/ B. FRANCIS SAUL II
                                                              -----------------------------------
                                                              B. Francis Saul II
                                                              Chairman and Chief Executive Officer

Exhibit 32.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTED PURSUANT TOSECTION 906 OF THE SARBANES-OXLEY ACT OF 2002TO

TheSECTION undersigned,906 StephenOF R. Halpin,THE Jr., the Executive Vice President, Treasurer and Chief Financial Officer of Chevy Chase Preferred Capital Corporation (the “Company”), has executed this certification in connection with the filing with the Securities and Exchange Commission of the Company’s Quarterly Report on Form 10SARBANES-QOXLEY for theACT threeOF months ended March 31, 2004 (the “Report”). The undersigned hereby certifies that: 2002

~~(1) the~~The ~~Report~~undersigned, ~~fully~~Stephen ~~complies~~R. Halpin, ~~with~~Jr., the ~~requirements~~Executive ofVice ~~Section~~President, ~~13(a)~~Treasurer orand ~~15(d)~~Chief Financial Officer of ~~the~~Chevy ~~Securities~~Chase ~~Exchange Act~~Preferred ofCapital ~~1934;~~Corporation ~~and~~ (2) the ~~information~~“Company”), ~~contained~~has executed inthis ~~the~~certification ~~Report~~in ~~fairly~~connection ~~presents,~~with inthe ~~all~~filing ~~material~~with ~~respects,~~ the ~~financial~~Securities ~~condition~~ and ~~results~~Exchange ofCommission ~~operations~~ of the Company~~. Date: May~~’s ~~17,~~Quarterly ~~2004 /s/~~Report ~~STEPHEN~~on R.Form ~~HALPIN,~~10-Q ~~JR.~~for ~~Stephen~~the R.three ~~Halpin,~~months ~~Jr. Executive~~ended ~~Vice~~March ~~President~~31, ~~Treasurer and~~2005 ~~Chief~~(the ~~Financial~~“Report”). ~~Officer~~The undersigned hereby certifies that:

(1)          the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)          the information contained in the Report fairly presents, in all material respects, the financial condition and results
                of operations of the Company.


March 13, 2005                                                /s/ STEPHEN R. HALPIN, JR.
                                                              --------------------------
                                                              Stephen R. Halpin, Jr.
                                                              Executive Vice President, Treasurer
                                                              and Chief Financial Officer

SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549

FORM 10-Q

Commission File Number: 001-12477

CHEVY CHASE PREFERRED CAPITAL CORPORATION(Exact name of registrant as specified in its charter)

7501 Wisconsin Avenue Bethesda, Maryland 20814 (Address of principal executive office) (Zip Code)

(301) 987-2265(Registrant's telephone number, including area code)

CHEVY CHASE PREFERRED CAPITAL CORPORATION

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION

PART II -– OTHER INFORMATION

PART I

ITEM 1. Financial Statements

-1-

CHEVY CHASE PREFERRED CAPITAL CORPORATION STATEMENTS OF FINANCIAL CONDITION

-2-

CHEVY CHASE PREFERRED CAPITAL CORPORATIONSTATEMENTS OF OPERATIONS(Unaudited)

-3-CHEVY CHASE PREFERRED CAPITAL CORPORATIONSTATEMENTS OF STOCKHOLDERS' EQUITY(Unaudited)

-4-

CHEVY CHASE PREFERRED CAPITAL CORPORATIONSTATEMENTS OF CASH FLOWS(Unaudited)

-5-

CHEVY CHASE PREFERRED CAPITAL CORPORATIONNOTES TO FINANCIAL STATEMENTS(Unaudited)

NOTE 1 – ORGANIZATION AND BASIS OF PRESENTATION:

NOTE 2 – RESIDENTIAL MORTGAGE LOANS:

NOTE 3 - PREFERRED STOCK:

NOTE 4 - DIVIDENDS:

-6-NOTE 5 – LOAN PAYABLE TO PARENT:

ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

FINANCIAL CONDITION

Dividend Coverage

Residential Mortgage Loans

Allowance for Loan Losses

Interest Rate Risk

Significant Concentration of Credit Risk

Liquidity and Capital Resources

-8-

Tax Status of the Company

RESULTS OF OPERATIONS

Three Months Ended March 31, 20042005 Compared to Three Months Ended March 31, 20032004

ITEM 3. Quantitative and Qualitative Disclosures about Market Risk

ITEM 4. Controls and Procedures

-10-

PART II - OTHER INFORMATION

ITEM 1. Legal Proceedings

ITEM 2. ChangesUnregistered inSales of Equity Securities and Use of Proceeds

ITEM 3. Defaults Upon Senior Securities

ITEM 4. Submission of Matters to a Vote of Security Holders

ITEM 5. Other Information

ITEM 6. Exhibits and Reports on Form 8-K

-11-

SIGNATURES

CHEVY CHASE PREFERRED CAPITAL CORPORATION(Registrant)

Exhibit 31.1

CERTIFICATION

Exhibit 31.2

CERTIFICATION

Exhibit 32.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTED PURSUANT TOSECTION 906 OF THE SARBANES-OXLEY ACT OF 2002TO

Exhibit 32.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER

PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTED PURSUANT TOSECTION 906 OF THE SARBANES-OXLEY ACT OF 2002TO

SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

7501 Wisconsin Avenue
Bethesda, Maryland 20814
(Address of principal executive office) (Zip Code)

(301) 987-2265
(Registrant's telephone number, including area code)

CHEVY CHASE PREFERRED CAPITAL CORPORATION
STATEMENTS OF FINANCIAL CONDITION

CHEVY CHASE PREFERRED CAPITAL CORPORATION
STATEMENTS OF OPERATIONS
(Unaudited)

CHEVY CHASE PREFERRED CAPITAL CORPORATION
STATEMENTS OF CASH FLOWS
(Unaudited)

CHEVY CHASE PREFERRED CAPITAL CORPORATION
NOTES TO FINANCIAL STATEMENTS
(Unaudited)

CHEVY CHASE PREFERRED CAPITAL CORPORATION
(Registrant)

Filing Compare · CHEVY CHASE PREFERRED CAPITAL CORP