UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K ------------ CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 15, 1998 BGE CAPITAL TRUST I (Exact name of registrant as specified in its charter) Delaware Applied for ---------------------------------------------------------------- (State of incorporation or organization) (IRS Employer Identification No.) BALTIMORE GAS AND ELECTRIC COMPANY (Exact name of registrant as specified in its charter) Maryland 1-1910 52-0280210 - - - - - ---------------------------------------------------------------------------- (State of incorporation) (Commission (IRS Employer File Number) Identification No.) 39 W. Lexington Street Baltimore, Maryland 21201 ----------------------------------------------------------- (Address of registrants' principal executive offices) (Zip Code) 410-234-5511 (Registrants' telephone number, including area code) Not Applicable (Former name, former address and former fiscal year, if changed since last report) Item 5. Other Events Baltimore Gas and Electric Company (BGE) and BGE Capital Trust I (Trust) hereby file the following exhibit in connection with the offering by the Trust of 10,000,000 7.16% Trust Originated Preferred Securities pursuant to the registration statement of the Trust and BGE (File No. 333-53767-01 and 333-53767) filed with the Securities and Exchange Commission under the Securities Act of 1933. SIGNATURE 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. BALTIMORE GAS AND ELECTRIC COMPANY (Registrant) Date June 15, 1998 /s/ David A. Brune -------------------------------- David A. Brune, Vice President on behalf of the Registrant and as Principal Financial Officer SIGNATURE 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. BGE CAPITAL TRUST I (Registrant) Date June 15, 1998 /s/ David A. Brune ------------------------------------- David A. Brune, Administrative Trustee -2- EXHIBIT INDEX Exhibit Number 8 Tax Opinion of Winthrop, Stimson, Putnam & Roberts dated as of June 15, 1998. 23(d) Consent of Winthrop, Stimson, Putnam & Roberts (included in Exhibit 8). -3-