`CHEVY CHASE
                          PREFERRED CAPITAL CORPORATION
                                    FORM 10-Q
                                 March 31, 2002












______________________________________________________________________________

                       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, 2002

                        Commission File Number: 333-10495

                    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 offices) (Zip Code)

                                 (301) 986-7000
              (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

     The number of shares  outstanding of the registrant's  sole class of common
stock was 100 shares, $1 par value, as of April 30, 2002.







______________________________________________________________________________



                    CHEVY CHASE PREFERRED CAPITAL CORPORATION

                                TABLE OF CONTENTS

                         PART I - FINANCIAL INFORMATION

                                                                            Page
Item 1. Financial Statements:..................................................1
 (a) Statements of Financial Condition at March 31, 2002 and
      December 31, 2001........................................................2
 (b) Statements of Operations for the Three Months Ended
      March 31, 2002 and 2001..................................................3
 (c) Statement of Stockholders' Equity for the Three Months
      Ended March 31, 2002.....................................................4
 (d) Statements of Cash Flows for the Three Months Ended
      March 31, 2002 and 2001..................................................5
 (e) Notes to Financial Statements.............................................6

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

Item 3.  Quantitative and Qualitative Disclosures about Market Risk...........11

                           PART II - OTHER INFORMATION

Item 1.  Legal Proceedings....................................................12

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

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

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

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

Item 6.  Exhibits and Reports on Form 8-K.....................................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
generally accepted accounting principles 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  unaudited  financial  statements and notes
should be read in conjunction with the Company's financial  statements and notes
for the year ended December 31, 2001 included in the Company's  Annual Report on
Form 10-K (File No. 333-10495) filed with the Securities and Exchange Commission
on March 29, 2002 (the "2001 10-K").


                                      -1-


                    CHEVY CHASE PREFERRED CAPITAL CORPORATION
                        STATEMENTS OF FINANCIAL CONDITION

                                                 March 31,         December 31,
                                                   2002                2001
                                             ----------------   ----------------
                                               (Unaudited)
                                     ASSETS

Cash and interest-bearing deposits             $   2,487,301      $   5,764,867
Residential mortgage loans (net of allowance
  for losses of $40,333 for both periods)        291,130,420        287,523,781
Accounts receivable from parent                    9,342,566         11,825,608
Accrued interest receivable                        1,308,063          1,196,337
Prepaid expenses                                      11,097              8,000
                                             ----------------   ----------------
  Total assets                                 $ 304,279,447      $ 306,318,593
                                             ================   ================

                      LIABILITIES AND STOCKHOLDERS' EQUITY

Accounts payable to parent                     $      22,825      $       -
Accrued expenses and accounts payable
  to others                                           29,100             69,050
Dividends payable to parent                            -              2,700,000
Dividends payable to others                        3,890,625          3,890,625
                                              ---------------   ----------------
   Total liabilities                               3,942,550          6,659,675
                                              ---------------   ----------------

10 3/8 % Noncumulative Exchangeable
 Preferred Stock, $5 par value,
 10,000,000 shares authorized,
 3,000,000 shares issued and
 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
 issued and outstanding                                  100                100
Capital contributed in excess of par             284,999,900        284,658,818
Retained earnings                                    336,897              -                                                                                            -
                                              ----------------   ---------------

 Total stockholders' equity                      300,336,897        299,658,918
                                              ----------------   ---------------

 Total liabilities and stockholders' equity    $ 304,279,447      $ 306,318,593
                                              ================   ===============





   The Notes to Financial Statements are an integral part of these statements.
                                      -2-



                    CHEVY CHASE PREFERRED CAPITAL CORPORATION
                            STATEMENTS OF OPERATIONS
                                   (Unaudited)

                                                Three Months Ended
                                                     March 31,
                                 -----------------------------------------------
                                          2002                       2001
                                 ----------------------   ----------------------
Interest Income
 Residential mortgage loans        $     4,513,523          $     5,556,152
 Other
                                            29,955                   29,916
                                 ----------------------   ----------------------
    Total interest income                4,543,478                5,586,068

Gain on sales of real estate
 acquired in settlement of
 loans, net                                  -                       21,924
                                 ----------------------   ----------------------

    Total income                         4,543,478                5,607,992
                                 ----------------------   ----------------------

Operating Expenses
 Loan servicing fees paid to
  parent                                   240,684                  270,705
 Advisory fees paid to parent               50,000                   50,000
 Directors fees                              8,000                    8,000
 General and administrative                 17,272                    6,687
                                 ----------------------   ----------------------

    Total operating expenses               315,956                  335,392
                                 ----------------------   ----------------------

Income before income taxes               4,227,522                5,272,600
Provision for income taxes                   -                        2,300
                                 ----------------------   ----------------------

NET INCOME                       $       4,227,522         $      5,270,300
                                 ======================   ======================

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

EARNINGS AVAILABLE TO
   COMMON STOCKHOLDER            $         336,897         $      1,379,675
                                 ======================   ======================

EARNINGS PER COMMON SHARE        $        3,368.97         $      13,796.75
                                 ======================   ======================




   The Notes to Financial Statements are an integral part of these statements.
                                      -3-



                    CHEVY CHASE PREFERRED CAPITAL CORPORATION
                        STATEMENT OF STOCKHOLDERS' EQUITY
                                   (Unaudited)


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

Balance, December 31, 2001     $15,000,000       $  100      $284,658,818      $    -            $ 299,658,918

Net income                             -            -                 -          4,227,522           4,227,522

Capital contribution from
  common stockholder                   -            -             341,082           -                  341,082

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

Balance, March 31, 2002        $15,000,000       $  100       $284,999,900       $ 336,897       $ 300,336,897
                              =============   ============ ===============   ===============  ===================





















    The Notes to Financial Statements are an integral part of this statement.
                                      -4-



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

                                                              Three Months Ended
                                                                    March 31,
                                                   --------------------------------------------
                                                           2002                     2001
                                                   -------------------      -------------------
Cash flows from operating activities:

  Net income                                         $     4,227,522         $     5,270,300
Adjustments to reconcile net income to net cash
  provided by operating activities:
   Gain on sales of real estate acquired in                                                                         )
    settlement of loans, net                                     -                   (21,924)
   (Increase) decrease in accounts receivable
    from parent                                            2,483,042              (4,166,839)
   (Increase) decrease in accrued interest
    receivable                                              (111,726)                 59,092
   Increase in prepaid expenses                               (3,097)                 (1,529)
   Decrease in accrued expenses and accounts
    payable to others                                        (39,950)                (42,848)
   Increase in accounts payable to parent                     22,825                     -
                                                   -------------------     -------------------

   Net cash provided by operating activities               6,578,616               1,096,252
                                                   -------------------      -------------------

Cash flows from investing activities:
   Purchases of residential mortgage loans               (42,897,263)            (14,426,304)
   Repayments of residential mortgage loans               39,290,624              18,447,741
   Net proceeds on sales of real estate acquired
    in settlement of loans                                       -                   138,330
                                                   -------------------      -------------------

   Net cash provided by (used in) investing
    activities                                            (3,606,639)              4,159,767
                                                   -------------------      -------------------

Cash flows from financing activities:
   Capital contribution from common stockholder              341,082                   1,255
   Dividends paid on preferred stock                      (3,890,625)             (3,890,625)
   Dividends paid on common stock                         (2,700,000)             (3,500,000)
                                                   -------------------      -------------------

   Net cash used in financing activities                  (6,249,543)             (7,389,370)
                                                   -------------------      -------------------

Net decrease in cash and cash equivalents                 (3,277,566)             (2,133,351)
Cash and cash equivalents at beginning of period           5,764,867               5,122,692
                                                   -------------------      -------------------
Cash and cash equivalents at end of period           $     2,487,301          $    2,989,341
                                                   ===================      ===================

Supplemental disclosures of cash flow information:

   Income taxes paid during the year                 $           -            $        2,300
                                                   ===================      ===================




   The Notes to Financial Statements are an integral part of these 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.

Certain  reclassifications  of prior  periods'  information  have  been  made to
conform with the presentation for the three months ended March 31, 2002.

NOTE 2 - RESIDENTIAL MORTGAGE LOANS:

Residential   mortgage  loans  consist  of  monthly  adjustable  rate  mortgages
("ARMs"), one-year ARMs, three-year ARMs and five-year,  seven-year and ten-year
fixed-rate loans with automatic conversion to one-year ARMs after the end of the
respective  fixed rate period,  and 30 year  fixed-rate  mortgages.  Each of the
mortgage  loans is  secured  by a  mortgage,  deed of  trust  or other  security
instrument  which created a first lien on the residential  dwellings  located in
their  respective  jurisdictions.  The  following  table  shows the  residential
mortgage loan portfolio by type at the dates indicated:

                                     March 31,           December 31,
                                       2002                 2001
                                 ----------------      ----------------
  Monthly ARMs                   $  76,628,460         $  79,541,872
  One-year ARMs                     20,184,001            21,583,666
  Three-year ARMs                   22,621,457            19,462,468
  5/1 ARMs                          53,050,872            49,804,806
  7/1 ARMs                          11,287,985             8,378,308
  10/1 ARMs                         88,560,520            99,255,916
  30 year fixed-rate                18,837,458             9,537,078
                                 ----------------      ----------------
     Total                         291,170,753           287,564,114
  Less:
     Allowance for loan losses          40,333                40,333
                                 ----------------      ----------------
     Total                       $ 291,130,420         $ 287,523,781
                                 ================      ================


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

                                      -6-



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

NOTE 3 - PREFERRED STOCK (continued):

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, 2002,  the Company's  Board of Directors
declared a cash dividend of $3,890,625 on the Company's  preferred stock, out of
the retained earnings of the Company. The dividend was paid on April 15, 2002.

                                      -7-



ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS

FINANCIAL CONDITION

Recent  Developments  Regarding  Arthur  Andersen  LLP. On March 14,  2002,  the
Company's  independent public  accountant,  Arthur Andersen LLP, was indicted on
federal   obstruction  of  justice   charges   arising  from  the   government's
investigation  of Enron.  In light of this and other recent,  highly  publicized
developments  concerning  Arthur  Andersen,  the  Company's  management,   Audit
Committee  and Board of Directors  have been  monitoring,  and will  continue to
monitor,  the engagement of Arthur Andersen and other  developments  relating to
that firm.  In  addition,  it is becoming  increasingly  likely that in the near
future, based on circumstances  existing at that time, the Company will elect to
appoint  an  accounting  firm  other  than  Arthur  Andersen  to  serve  as  its
independent public accountant for the year ending December 31, 2002.

Residential Mortgage Loans

At March 31, 2002,  the Company had  $291,130,420  invested in loans  secured by
first  mortgages  or deeds of trust on  single-family  residential  real  estate
properties  ("Residential  Mortgage  Loans").  The $3,606,639  increase from the
balance at December 31, 2001, resulted from Residential  Mortgage Loan purchases
of  $42,897,263,  offset by principal  collections  of  $39,290,624.  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.

At March 31, 2002, the Company had seven 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 $1,391,964 (or 0.48% of loans). At December 31, 2001, the Company had
three  non-accrual  loans with an aggregate  principal balance of $1,088,562 (or
0.38% of loans).

At March 31, 2002, the Company had six loans,  which were delinquent  30-89 days
with an  aggregate  principal  balance of  $1,189,100  (or 0.41% of  loans).  At
December  31,  2001,  the Company had eight  delinquent  loans with an aggregate
principal balance of $1,320,986 (or 0.46% of loans)

Allowance for Loan Losses

An analysis is performed periodically to determine whether an allowance for loan
losses is required.  An allowance may be provided after considering 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, 2002 and 2001.  The balance
of the allowance  for loan losses was $40,333 for both quarters  ended March 31,
2002 and 2001.
                                      -8-



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 have declined.  In addition,  when interest rates
decline,  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 prepayments on its Residential
Mortgage Loans.

Based on the outstanding balance of the Company's  Residential Mortgage Loans at
March 31, 2002 and the interest rates on such loans, anticipated annual interest
income, net of servicing fees, on the Company's loan portfolio was approximately
109.4% of the projected annual dividend on the Series A Preferred Shares.  There
can be no  assurance  that an  interest  rate  environment  in which  there is a
continued  decline in interest  rates would not  adversely  affect the Company's
ability to pay dividends on the Series A Preferred Shares. 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 2001 10-K.

Significant Concentration of Credit Risk

Concentration of credit risk arises when a number of customers engage 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.  A majority (or
59.5%) of the Company's  Residential  Mortgage  Loans are secured by residential
real estate properties located in the Washington,  DC metropolitan area. Service
industries and Federal, state and local governments employ a significant portion
of the Washington, DC area labor force. Consequently, these loans may be subject
to a greater risk of default than other comparable residential mortgage loans in
the event of adverse  economic,  political or business  developments and natural
hazards in the region that may affect the ability of residential property owners
in the region to make  payments of  principal  and  interest  on the  underlying
mortgages.

                                      -9-


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 be to fund the  acquisition  of
additional  mortgage  assets as current  mortgage assets held by the Company are
repaid and to pay 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  believes that cash generated from the payment of principal and interest
on its  mortgage  asset  portfolio  will  provide  sufficient  funds to meet its
operating  requirements and to pay dividends in accordance with the requirements
to be treated as a REIT for income tax purposes for the foreseeable  future. The
Company may borrow funds as it deems necessary.

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
distribute  each year at least 90% of its "REIT taxable  income" (not  including
capital gains) for that year to stockholders. If in any taxable year the Company
fails to qualify as a REIT,  the Company  would not be allowed a  deduction  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 also be disqualified from treatment as a REIT for the four taxable
years following the year during which qualification was lost.

During the quarter  ended March 31, 2001,  the Company paid $2,300 in respect of
an income tax liability  incurred in the prior year related to the capital gains
of $20,209 on the sale of two Real Estate Owned ("REO") properties.

RESULTS OF OPERATIONS

Three Months Ended March 31, 2002 Compared to Three Months Ended March 31, 2001

During the three months ended March 31, 2002 and 2001, the Company  reported net
income of $4,227,522 and $5,270,300, respectively.

                                      -10-


Interest income on Residential  Mortgage Loans totaled  $4,513,523 for the three
months ended March 31, 2002 (the "2002 quarter"), compared to $5,556,152 for the
three months ended March 31, 2001 (the "2001 quarter"). The decrease in interest
income  resulted  from a decrease in the average yield on such loans to 6.25% in
the 2002  quarter  from  7.54% in the 2001  quarter.  Also  contributing  to the
decrease in interest  income was a decrease in the average  loan  balance of the
Residential  Mortgage Loan  portfolio to  $288,776,317  in the 2002 quarter from
$294,604,774 in the 2001 quarter.  The Company would have recorded an additional
$21,643 and $2,300 in interest  income for the three months ended March 31, 2002
and 2001,  respectively,  had its  non-accrual  loans been current in accordance
with their original terms.

Other  interest  income of $29,955 and $29,916 was  recognized  on the Company's
interest bearing deposits during the three months ended March 31, 2002 and 2001,
respectively.

No  provision  for loan losses was recorded for the three months ended March 31,
2002 and 2001.

The Company did not sell any REO properties  during the three months ended March
31,  2002.  The  Company  recognized  a gain of  $21,924  on the sale of one REO
property during the three months ended March 31, 2001.

Operating  expenses  totaling  $315,956  and $335,392 for the three months ended
March 31, 2002 and 2001,  respectively,  were  comprised of loan  servicing fees
paid to parent,  advisory  fees paid to parent,  directors  fees and general and
administrative  expenses.  Loan  servicing  fees paid to parent of $240,684  and
$270,705, for the three months ended March 31, 2002 and 2001, respectively, were
based on a servicing fee rate of 0.375% per annum of the  outstanding  principal
balances of  Residential  Mortgage  Loans,  pursuant  to a  servicing  agreement
between  the Company  and the Bank.  Advisory  fees paid to parent for the three
months ended March 31, 2002 and 2001 totaled $50,000 for each period. Directors'
fees paid for the three months ended March 31, 2002 and 2001 totaled  $8,000 for
each period and represent  compensation  to the two  independent  members of the
Board of Directors.  General and  administrative  expenses  totaled  $17,272 and
$6,687 for the three  months  ended March 31, 2002 and 2001,  respectively.

On March 19, 2002 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. Dividends of $3,890,625 were subsequently
paid on April 15, 2002.

ITEM 3.  Quantitative and Qualitative Disclosures about Market Risk

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

                                      -11-



                           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.  Changes in Securities

None.


ITEM 3.  Defaults Upon Senior Securities

None.


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

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

(b) No reports on Form 8-K were filed during the three months ended March 31,
     2002.

                                      -12-


                                   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 15, 2002                By:  /s/ ALEXANDER R. M. BOYLE
                                 -----------------------------
                                 Alexander R. M. Boyle
                                 Vice Chairman of the Board


May 15, 2002                By:  /s/ STEPHEN R. HALPIN, JR.
                                 -----------------------------
                                 Stephen R. Halpin, Jr.
                                 Executive Vice President and
                                 Chief Financial Officer
                                 (Principal Financial Officer)


May 15, 2002                By:  /s/ JOEL A. FRIEDMAN
                                 ------------------------------
                                 Joel A. Friedman
                                 Senior Vice President and Controller
                                 (Principal Accounting Officer)




                                  Exhibit Index
                                  -------------


Exhibit
  No.    Exhibit
-------  ----------------------------------------------------------------------
  11     Computation of Earnings Per Common Share included in Part I, Item 1 of
          this report.`