UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): December 23, 1997
(December 19, 1997)
CONSTELLATION ENERGY CORPORATION
(Exact name of registrant as specified in its charter)
Maryland and Virginia Not Assigned 52-1964611
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(State of incorporation) (Commission (IRS Employer
File Number) Identification No.)
39 W. Lexington Street Baltimore, Maryland 21201
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(Address of principal executive offices) (Zip Code)
410-234-5685
(Registrant's telephone number, including area code)
Not Applicable
(Former name, former address and former fiscal year, if changed since last
report)
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ITEM 5. Other Events
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As announced in September 1995, BGE and Pepco had planned to merge into
Constellation Energy Corporation as soon as all conditions to closing the merger
were satisfied. On December 22, 1997, BGE and Pepco announced they were
terminating the merger agreement. Specific details about the decision to
terminate the merger agreement are included in Pepco's Report on Form 8-K dated
December 22, 1997 and BGE's Report on Form 8-K dated December 23, 1997.
Constellation Energy Corporation filed several registration statements
under the Securities Act of 1933 to register securities needed for various
Constellation Energy Corporation shareholder, employee, and executive plans and
financing programs if the merger had closed. No securities were issued by
Constellation Energy Corporation under those registration statements. As a
result of the announcement by both companies to terminate the merger agreement,
Constellation Energy Corporation will deregister all securities registered on
the registration statements.
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.
CONSTELLATION ENERGY CORPORATION
(Registrant)
Date December 23, 1997 /s/ D. A. Brune
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D. A. Brune, Vice President
on behalf of the Registrant and
as Principal Financial Officer
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