EXHIBIT 10(K)

                                AMENDED SUMMARY
                         1992 LONG TERM INCENTIVE PLAN
                        OF CONSTELLATION HOLDINGS, INC.

PURPOSE

    The  purpose of this plan  is to provide a  compensation vehicle to motivate
and reward  key  senior  executives  of  the  Constellation  Companies  for  the
achievement of long-term business objectives.

PERFORMANCE MEASUREMENT

    This  is a five (5)  year plan based on  Constellation Holdings, Inc. having
achieved at the  end of the  five (5) year  period both, certain  levels of  net
income  and a return  on equity that  either equals or  exceeds fourteen percent
(14%).

    The chart below shows the award  amounts each participant would be  eligible
to  receive for achieving varying net income levels. The receipt of up to 30% of
this amount would be based on individual/unit performance.

    Should the Company not achieve a Return  on Equity of at least 14%, no  part
of this award will be paid.

OTHER PLAN FEATURES

    The  total award will  be forfeited if  employment termination occurs during
the performance period  except for  reason of death,  disability or  retirement.
Senior  executives hired after the beginning  of the first performance year, but
prior to the end of the last performance year, may be eligible to participate on
a prorated basis.

    At the end of the performance period the value of the award will be made  in
either cash or, if certain required approvals are obtained, in BGE common stock.

    All awards will be subject to tax withholding.

    Participation  in  the  Plan  does not  constitute  a  contractual agreement
regarding future employment or a contractual right to receive an award.

    The President and  Chief Executive Officer  of Constellation Holdings,  Inc.
participates,  but is eligible for  a prorated award equal  to 50% of the amount
determined under the terms of the Plan.

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    The graph illustrates the  gross amount of  award (vertical axis)  available
per participant based on Constellation Holdings, Inc. having achieved at the end
of  a five year period certain levels  of net income (horizontal axis). No award
is payable unless Constellation Holdings, Inc.,  achieves a return on equity  of
at  least 14%  at the end  of the five  year period. Awards  range from $150,000
where five  year net  income equals  at  least $165  million, with  a  potential
additional  $50,000 award based  on individual performance,  to a $350,000 award
for net income of  at least $198 million,  with a potential additional  $200,000
award based on individual performance.

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