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): August 14, 2002
Commission File Exact name of registrant IRS Employer
Number as specified in its charter Identification No.
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1-12869 CONSTELLATION ENERGY GROUP, INC. 52-1964611
1-1910 BALTIMORE GAS AND ELECTRIC COMPANY 52-0280210
Maryland
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(State or other jurisdiction of incorporation for the registrants)
750 E. Pratt Street, Baltimore, Maryland 21202
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(Address of principal executive offices) (Zip Code)
Registrants' telephone number, including area code: (410) 234-5000
250 W. Pratt St., Baltimore, Maryland 21201
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(Former name or former address, if changed since last report)
ITEM 9. Regulation FD Disclosure
On August 14, 2002, the Principal Executive Officer, Mayo A. Shattuck,
III, and the Principal Financial Officer, E. Follin Smith, of Constellation
Energy Group, Inc. ("CEG") both made sworn statements, pursuant to Securities
and Exchange Commission Order No. 4-460, simultaneously with the filing of CEG's
Quarterly Report on Form 10-Q for the quarter ended June 30, 2002. A copy of
each of these statements is furnished as an Exhibit.
On August 14, 2002, the Principal Executive Officer, Mayo A. Shattuck,
III, and the Principal Financial Officer, E. Follin Smith, of CEG both made
certifications pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002, accompanying CEG's Quarterly
Report on Form 10-Q for the quarter ended June 30, 2002. A copy of each of these
certifications is furnished as an Exhibit.
On August 14, 2002, the Principal Executive Officer, Frank O. Heintz,
and the Principal Financial Officer, E. Follin Smith, of Baltimore Gas and
Electric Company ("BGE") both made certifications pursuant to 18 U.S.C. Section
1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002,
accompanying BGE's Quarterly Report on Form 10-Q for the quarter ended June 30,
2002. A copy of each of these certifications is furnished as an Exhibit.
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.
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(Registrant)
BALTIMORE GAS AND ELECTRIC COMPANY
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(Registrant)
Date: August 14, 2002 By: /s/ E. Follin Smith
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E. Follin Smith, Senior Vice President and Chief
Financial Officer on behalf of each Registrant
EXHIBIT INDEX
Description
99.1 Statement under oath of the Principal Executive Officer, Mayo A. Shattuck, III, of
Constellation Energy Group, Inc., regarding facts and circumstances relating to Exchange Act
filings pursuant to Securities and Exchange Commission Order No. 4-460.
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99.2 Statement under oath of the Principal Financial Officer, E. Follin Smith, of Constellation
Energy Group, Inc., regarding facts and circumstances relating to Exchange Act filings
pursuant to Securities and Exchange Commission Order No. 4-460.
99.3 Certification of the Principal Executive Officer, Mayo A. Shattuck, III, of Constellation
Energy Group, Inc., pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906
of the Sarbanes-Oxley Act of 2002.
99.4 Certification of the Principal Financial Officer, E. Follin Smith, of Constellation Energy
Group, Inc., pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
99.5 Certification of the Principal Executive Officer, Frank O. Heintz, of Baltimore Gas and
Electric Company, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of
the Sarbanes-Oxley Act of 2002.
99.6 Certification of the Principal Financial Officer, E. Follin Smith, of Baltimore Gas and Electric
Company, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
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