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): March 17, 2000 Commission Exact name of registrant IRS Employer File Number as specified in its charter Identification No. ----------- ---------------------------- ------------------ 1-12869 CONSTELLATION ENERGY GROUP, INC. 52-1964611 1-1910 BALTIMORE GAS AND ELECTRIC COMPANY 52-0280210 Maryland ----------------------------------- (State or other jurisdiction of incorporation for each registrant) 250 W. Pratt Street, Baltimore, Maryland 21201 --------------------------------------------------------------- ---------- (Address of principal executive offices) (Zip Code) Registrants' telephone number, including area code: (410) 234-5000 Not Applicable --------------------------------------------------------------- (Former name or former address, if changed since last report) 1 ITEM 5. Other Events - --------------------- Attached to this Current Report on Form 8-K as Exhibit 99 are 1999 pro forma financial statements for Baltimore Gas and Electric Company (BGE), a subsidiary of Constellation Energy Group, Inc. (Constellation Energy). As a result of the deregulation of BGE's electric generation, we expect BGE to transfer, at book value, certain generation assets and liabilities to nonregulated subsidiaries of Constellation Energy no earlier than July 1, 2000 and upon receipt of all regulatory approvals. The pro forma financial statements and description of the pro forma adjustments presented in Exhibit 99 reflect these transfers and other financial impacts surrounding the deregulation of BGE's electric generation business. ITEM 7. Financial Statements and Exhibits - ------------------------------------------ (c) Exhibit No. 99 BGE 1999 Pro Forma Financial Statements - Generation Asset Transfer. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CONSTELLATION ENERGY GROUP, INC. -------------------------------- (Registrant) BALTIMORE GAS AND ELECTRIC COMPANY ----------------------------------- (Registrant) Date: March 17, 2000 /s/ David A. Brune -------------- ------------------------------------ David A. Brune, Vice President on behalf of each Registrant and as Principal Financial Officer of each Registrant 2