EXHIBIT 10(l)


                                  SUMMARY

                      1994-96 LONG TERM INCENTIVE PLAN


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 three (3) year  plan based on Constellation Holdings, Inc. having
achieved at  the end of  the three (3)  year period, certain  levels of net
income.

An award equal to  one hundred percent  (100%) of the  target award may  be
made  if the  Company's cumulative  net income  during the  three  (3) year
period is  at least $68.3 million, and up to  two hundred percent (200%) of
target if such cumulative net income is at least $82 million.

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,  which is
subject  to Board  approval, 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.