SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
FORM U-3A-2
Statement by Holding Company Claiming Exemption Under Rule
U-3A-2 from the Provisions of the Public Utility Holding
Company Act of 1935
To Be Filed Annually Prior to March 1
Constellation Energy Group, Inc.
hereby files with the Securities and Exchange Commission, pursuant to Rule 2,
its statement claiming exemption as a holding company from the provisions of the
Public Utility Holding Company Act of 1935, and submits the following
information:
1. Name, State of organization, location and nature of business of
claimant and every subsidiary thereof, other than any exempt wholesale generator
(EWG) or foreign utility company in which claimant directly or indirectly holds
an interest.
State of Location and Nature
Name Organization of Business
- ---- ------------ -----------
Constellation MD Baltimore, MD -
Energy Group, Inc. holding company
Subsidiaries of Constellation Energy Group, Inc.
------------------------------------------------
Baltimore Gas and MD Baltimore, MD -
Electric Company public utility
Constellation MD Baltimore, MD -
Enterprises, Inc. holding company
Subsidiaries of Baltimore Gas and Electric Company
--------------------------------------------------
District Chilled MD Baltimore, MD -
Water General district chilled
Partnership water systems
1
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BGE Capital Trust I DE Baltimore, MD -
business trust
Silicon Power PA Malvern, PA -
Corporation manufacturer
Subsidiaries of Constellation Enterprises, Inc.
-----------------------------------------------
Constellation Power DE Baltimore, MD -
Source, Inc. (CPS) power marketer
Constellation DE Baltimore, MD -
Energy Source, Inc. energy services
(CES)
BGE Home Products & MD Baltimore, MD -
Services, Inc. energy services
(HPS)
Constellation MD Baltimore, MD -
Holdings, Inc. holding company
Subsidiaries of Constellation Power Source, Inc.
------------------------------------------------
Orion Power DE Baltimore, MD -
Holdings, Inc. generation
Orion Power New DE Baltimore, MD -
York, L/P. generation
Subsidiaries of Constellation Energy Source, Inc.
-------------------------------------------------
Skiles Energy DE Baltimore, MD -
Services, Inc. inactive sub
Subsidiaries of BGE Home Products & Services, Inc.
--------------------------------------------------
BGE Commercial MD Baltimore, MD -
Building Systems, energy services
Inc.
HPS Receivables, MD Baltimore, MD -
Inc. special purpose
financing sub
Subsidiaries of Constellation Holdings, Inc.
--------------------------------------------
Constellation MD Baltimore, MD -
Power, Inc. (CPI) generation and
other energy
2
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related investments
Constellation MD Baltimore, MD -
Investments, Inc. financial
(CII) investments
Constellation Real MD Baltimore, MD -
Estate Group, Inc. real estate
(CREG)
Subsidiaries of Constellation Power, Inc.
-----------------------------------------
Mammoth-Pacific Limited CA Mammoth Lakes, CA -
Partnership Partnership that owns a
QF facility
Mammoth Power CA Mammoth Lakes, CA - power
Associates, L.P. development and
geothermal leases
CD Mammoth Lakes I, Inc. MD Mammoth Lakes, CA -
Ownership interest in a
partnership that owns a
QF facility
CD Mammoth Lakes II, MD Mammoth Lakes, CA -
Inc. Ownership interest in a
partnership that owns a
QF facility
Ormesa 1H CA Imperial Valley, CA -
Ownership interest in a
partnership that owns a
QF facility
CD Ormesageo 1H-A, Inc. MD Imperial Valley, CA -
Ownership interest in a
QF facility
CD Ormesageo 1H-B, Inc. MD Imperial Valley, CA -
Ownership interest in a
partnership that owns a
QF facility
CD Ormesageo 1H-C, Inc. MD Imperial Valley, CA -
Ownership interest in a
partnership that owns a
QF facility
Panther Creek Energy, DE Inactive
Inc.
Panther Creek Partners DE Carbon County, PA -
Ownership interest in a
QF facility as lessee in
a sale/leaseback
3
<PAGE>
CD Panther Partners, LP DE Carbon County, PA -
Ownership interest in a
partnership that is the
lessee in a
sale/leaseback of a QF
facility
CD Panther I, Inc. MD Carbon County, PA -
Ownership interest in a
partnership that owns an
interest in a partnership
that is the lessee in a
sale/leaseback of a QF
facility
CD Panther II, Inc. MD Carbon County, PA -
Ownership interest in a
partnership that owns an
interest in a partnership
that is the lessee in a
sale/leaseback of a QF
facility
Soda Lake Resources NV Fallon, NV - Partnership
Limited Partnership that owns geothermal
resources
CD Soda SLR, Inc. MD Fallon, NV - Ownership
interest in a partnership
that owns a geothermal
resources
CD Soda III, Inc. MD Fallon, NV - Ownership
interest in a corporation
that is the lessee in a
sale/leaseback of a QF
facility
ACE Operating Partners CA Trona, CA - Partnership
that owns a QF facility
CE ACE IV, Inc. MD Trona, CA - Ownership
interest in a partnership
that owns a QF facility
CE Clemson Power, L.P. MD Inactive
CE Clemson Power I, Inc. MD Inactive
CE Clemson Power II, MD Inactive
Inc.
Inter-Power/AhlCon DE Colver, PA - Partnership
Partners Limited that is the lessee in the
Partnership sale/leaseback of a QF
facility
CE Colver Limited MD Colver, PA - Ownership
Partnership interest in a partnership
4
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that has an ownership
interest in a partnership
that is the lessee in the
sale/leaseback of a QF
facility
CE Colver I, Inc. MD Colver, PA - Ownership
interest in a partnership
that is the lessee in the
sale/leaseback of a QF
facility
CE Colver II, Inc. MD Colver, PA - Ownership
interest in partnership
that is the lessee in the
sale/leaseback of a QF
facility
CE Colver III, Inc. MD Colver, PA - Ownership
interest in a partnership
that has an ownership
interest in a partnership
that is the lessee in the
sale/leaseback of a QF
facility
A/C Fuels Company PA Carbon County, PA - Owner
of waste coal
CE Culm, Inc. MD Carbon County, PA -
Ownership interest in a
partnership that owns
waste coal
CE Franklin Energy I, MD Inactive
Inc.
CE Franklin Energy II, MD Inactive
Inc.
Freehold Cogeneration DE Formerly the developer of
Associates Limited an electric generating
Partnership facility
CE Freehold Limited MD Inactive
Partnership
CE Freehold I, Inc. MD Inactive
CE Freehold II, Inc. MD Inactive
CE Freehold III, Inc. MD Inactive
Lake City Geothermal I, CA Modoc County, CA -
L.P. partnership that formally
developed an electric
generating facility
CE Lake City Limited MD Modoc County, CA -
Partnership I ownership interest in a
partnership that was the
5
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former developer of an
electric generating
facility
CE Lake City I, Inc. MD Modoc County, CA
-ownership interest in a
partnership that was
formerly the developer of
an electric generation
facility
CE Lake City II, Inc. MD Modoc County, CA
-ownership interest in a
partnership that was
formerly the developer of
an electric generation
facility
CE Long Valley Limited MD Inactive
Partnership
CE Long Valley I, Inc. MD Inactive
CE Long Valley II, Inc. MD Inactive
Mojave Power Partners, MD Inactive
L.P.
CE Mojave I, Inc. MD Inactive
CE Peninsula I, Inc. MD Inactive
Puna Geothermal Venture HI Hilo, HI - Partnership
that owns a QF facility
CE Puna Limited MD Hilo, HI - Partnership
Partnership that owns an interest in
a partnership that owns a
QF facility
CE Puna I, Inc. MD Hilo, HI - Ownership
interest in a partnership
that owns an interest in
a partnership that owns a
QF facility
CE Puna II, Inc. MD Hilo, HI - Ownership
interest in a partnership
that owns an interest in
a partnership that owns a
QF facility
CE Puna III, Inc. MD Inactive
Searles Valley Power CA Inactive
Partners, L.P.
CE Searles Valley I, MD Inactive
Inc.
CE Taunton Limited MD MA - partnership that was
Partnership formerly developing an
electric generating
6
<PAGE>
facility
CE Taunton I, Inc. MD MA - ownership interest
in a partnership that was
formerly the developer of
an electric generating
facility
CE Taunton II, Inc. MD MA - ownership interest
in a partnership that was
formerly the developer of
an electric generating
facility
CE Technical Services, MD Inactive
Inc.
Central Wayne Energy MD Wayne County, MI -
Recovery Limited Partnership that owns a
Partnership QF facility
CE Central Wayne Energy MD Wayne County, MI -
Recovery Limited Ownership interest in a
Partnership partnership that owns a
QF
CE Wayne I, Inc. MD Wayne County, MI -
Ownership interest in a
partnership that owns an
interest in a partnership
that owns a QF facility
CE Wayne II, Inc. MD Wayne County, MI -
Ownership interest in a
partnership that owns an
interest in a partnership
that owns a QF facility
Cabazon Wind Partners, CA San Gorgonio Pass, CA -
LLC LLC formed to hold an
electric generating
facility, currently in
the early development
stage
CP Cabazon I, Inc. MD San Gorgonio Pass, CA -
Member of an LLC that was
formed to hold an
electric generating
facility, currently in
the early development
stage
CP Cabazon II, Inc. MD San Gorgonio Pass, CA -
Member of an LLC that was
formed to hold an
electric generating
7
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facility, currently in
the early development
stage
CP Florida Investors II, MD Hardee County, FL -
Inc. Ownership interest in a
partnership that was
formed to hold an
electric generating
facility, currently in
the early development
stages
Fort Green Power MD Hardee County, FL -
Project, LP Partnership formed to
hold an electric
generating facility
currently in the early
development stages
CP Fort Green Limited MD Hardee County, FL -
Partnership Ownership interest in a
partnership formed to
hold an electric
generating facility
currently in the early
development stages
CP Fort Green I, Inc. MD Hardee County, FL -
Ownership interest in a
partnership that has an
interest in a partnership
that was formed to hold
an electric generating
facility currently in the
early development stages
CP Fort Green II, Inc. MD Hardee County, FL -
Ownership interest in a
partnership that has an
interest in a partnership
that was formed to hold
an electric generating
facility currently in the
early development stages
Gary Coal Processing DE Gary, IN - Partnership
Limited Partnership that owns a coal
processing facility
Gary - PCI Ltd., L.P. DE Gary, IN - Ownership
interest in a partnership
that owns a coal
processing facility
8
<PAGE>
CP - Gary Limited MD Gary, IN - Ownership
Partnership interest in partnership
that has an ownership in
a partnership that owns a
coal processing facility
CP - Gary I, Inc. MD Gary, IN - Ownership
interest in a partnership
that owns an interest in
a partnership that owns
an interest in a
partnership that owns a
coal processing facility
CP - Gary II, Inc. MD Gary, IN - Ownership
interest in a partnership
that owns an interest in
a partnership that owns
an interest in a
partnership that owns a
coal processing facility
CP - Gary III, Inc. MD Gary, IN - Ownership
interest in a partnership
that owns an interest in
a partnership that owns
an interest in a
partnership that owns a
coal processing facility
CP - Gary IV, Inc. MD Gary, IN - Ownership
interest in a partnership
that owns an interest in
a partnership that owns
an interest in a
partnership that owns a
coal processing facility
CP Egasa, Inc. MD Inactive
The Peruvian Investment DE Inactive
Group I, Inc.
The Peruvian Investment DE Inactive
Group II, Inc.
High Desert Power CA Victorville, CA - Entity
Project LLC formed to hold an
electric generating
facility currently in the
early stages of
development
CP High Desert Limited MD Victorville, CA - Member
Partnership of an LLC that was formed
to hold an electric
9
<PAGE>
generating facility
currently in the early
stages of development
CP High Desert I, Inc. MD Victorville, CA -
Ownership interest in a
partnership that is a
member of an LLC that was
formed to hold an
electric generating
facility currently in the
early stages of
development
CP High Desert II, Inc. MD Victorville, CA -
Ownership interest in a
partnership that is a
member of an LLC that was
formed to hold an
electric generating
facility currently in the
early stages of
development
Nickel Hill Energy,LLC MD Dracut, MA - An LLC formed
to hold an electric
generating facility currently
in the early stages of
development
CP Nickel Hill, LLC DE Dracut, MA - An LLC
formed to hold a
membership in an LLC
formed to hold an
electric generating
facility currently in the
early stages of
development
Oleander Power Project, FL Brevard County, FL -
LP Entity formed to hold an
electric generating
facility currently in the
early stages of
development
CP Oleander Limited MD Brevard County, FL -
Partnership Ownership interest in a
partnership that was
formed to hold an
electric generating
facility currently in the
10
<PAGE>
early stage of
development
CP Oleander I, Inc. MD Brevard County, FL -
Ownership interest in a
partnership that has an
ownership interest in a
partnership that was
formed to hold an
electric generating
facility currently in the
early stages of
development
CP Oleander II, Inc. MD Brevard County, FL -
Ownership interest in a
partnership that has an
ownership interest in a
partnership that was
formed to hold an
electric generating
facility currently in the
early stages of
development
CP Florida Investors, MD Brevard County, FL -
Inc. Ownership interest in a
partnership that owns
an interest in a
partnership that was
formed to hold an
electric generating
facility currently in
the early stages of development
Sunnyside Generation, DE Sunnyside, Utah - Entity
LLC formed to own a QF
facility expected to be
acquired
CP Sunnyside I, Inc. MD Sunnyside, Utah - Member
of an LLC that was formed
to own a QF facility
expected to be acquired
Pace Carbon Synfuels DE VA and W.VA - Partnership
Investors, L.P. that owns coal processing
facilities
CP Synfuels Investor, MD VA and W. VA - An LLC
LLC that has an interest in a
partnership that owns
coal processing
facilities
11
<PAGE>
CP Synfuels, Inc. MD VA and W. VA - Member of
an LLC that has an
interest in a partnership
that owns coal processing
facilities
CP Synfuels Investor, MD VA and W. VA - Member of
Inc. an LLC that has an
interest in a partnership
that owns coal processing
facilities
CP Synfuels Member, Inc. MD VA and W. VA - Member of
an LLC that has an
interest in a partnership
that owns coal processing
facilities
Rio Nogales Power DE Seguin, Texas - Entity
Project, L.P. formed to hold an
electric generating
facility currently in the
early stages of
development
Rio Nogales I, Inc. DE Seguin, Texas - Ownership
interest in a partnership
that was formed to hold
an electric generating
facility currently in the
early stages of
development
Rio Nogales II, Inc. DE Seguin, Texas - Ownership
interest in a partnership
that was formed to hold
an electric generating
facility currently in the
early stages of
development
Gateway Power Project, DE Gilmer, Texas -
L.P. Partnership formed to
hold an EWG currently in
the early stages of
development
Gateway I, Inc. DE Gilmer, Texas - Ownership
interest in a partnership
that was formed to hold
an EWG currently in the
early stages of
development
Gateway II, Inc. DE Gilmer, Texas - Ownership
12
<PAGE>
interest in a partnership
that was formed to hold
an EWG currently in the
early stages of
development
Constellation Operating MD Baltimore, MD - Provide
Services, Inc. (COSI) technical expertise for
operations and project
maintenance for the power
industry
Constellation Power MD Baltimore, MD - developer
Development, Inc. of wholesale power
projects
Constellation Power Cayman Baltimore, MD - developer
International Island of international power
Development, Inc. projects
Constellation Power Cayman Baltimore, MD - a holding
International Island company of international
Investments, Ltd. power projects
Subsidiaries of Constellation Power International
-------------------------------------------------
Investments, Ltd.
-----------------
Green Tree Finance Cayman Guatemala - ownership
Company Island interest in a company
that owns an EWG
Guatemalan Generating Cayman Guatemala - ownership
Group - 1 Island interest in a company
that owns an EWG
CP Panama I, S.A. Panama Panama - ownership
interest in a company
that has an ownership
interest in a FUCO
The Latin America Energy Cayman Ownership interests in
and Electricity Fund I, Islands FUCOS, EWGS and other
L.P. energy related
businesses in Latin
America
Subsidiaries of Constellation Operating Services, Inc.
------------------------------------------------------
COS Broad Mountain, Inc. MD Inactive
A/C Power (formerly PYCO MD Carbon County, PA and
Ace Operations) Trona, CA - Partnership
13
<PAGE>
that operates and
maintains QF facilities
COSI A/C Power, Inc. MD Carbon County, PA and
Trona, CA - Ownership
interest in a
partnership that
operates and maintains
QF facilities
COSI Astoria, Inc. MD Manhattan, NY - Formed
to provide operation and
maintenance services to
electric generation
facilities to be
acquired by an affiliate
COSI Carr St., Inc. MD Syracuse, NY - Provides
operation and
maintenance services to
an EWG facility of an
affiliate
COSI Central Wayne, Inc. MD Wayne County, MI -
Operation and
maintenance of a QF
facility
COSI Coal Prep VA1, Inc. MD West Virginia -
Operation and
maintenance of a coal
preparation facility
COSI Coal Prep WV1, Inc. MD West Virginia -
Operation and
maintenance of a coal
preparation facility
COSI Coal Prep WV2, Inc. MD West Virginia -
Operation and
maintenance of a coal
preparation facility
COSI Coal Prep WV3, Inc. MD West Virginia -
Operation and
maintenance of a coal
preparation facility
COSI Coldwater, Inc. MD New York - Formed to
provide operation and
maintenance services to
electric generating
facilities to be
acquired by an affiliate
PCI Operating Company MD Gary, IN - Operation and
Partnership maintenance of a coal
14
<PAGE>
processing facility
COSI - Gary I, Inc. MD Gary, Indiana -
ownership interest in a
partnership that
provides operation and
maintenance of a coal
processing facility
COSI - Gary II, Inc. MD Gary, Indiana -
ownership interest in a
partnership that
provides operation and
maintenance of a coal
processing facility
COSI Nevada, Inc. MD Inactive
COSI Puna, Inc. MD Hilo, Hawaii - Operation
and Maintenance of a QF
facility
COSI Services, Inc. MD Inactive
COSI Sunnyside, Inc. MD Sunnyside, Utah - formed
for the Operation and
maintenance of a QF
facility, once acquired
COSI Synfuels, Inc. MD Inactive
COSI Synfuels VA1, Inc. MD Virginia - Operate a
fuel processing facility
COSI Synfuels WV1, Inc. MD West Virginia - operate
a fuel processing
facility
COSI Synfuels WV2, Inc. MD West Virginia - Operate
a fuel processing
facility
COSI Synfuels WV3, Inc. MD West Virginia - Operate
a fuel processing
facility
COSI Taunton, Inc. MD Inactive
Constellation Operating CA Baltimore, MD
Services Partnership formed for
the operation and
maintenance of QF
facilities
COSI Ultra, Inc. MD Baltimore, MD -
Ownership interest in a
partnership that
operates and maintains
QF facilities
COSI Ultra II, Inc. MD Baltimore, MD -
Ownership interest in a
15
<PAGE>
partnership that
operates and maintains
QF facilities
Constellation Operating Cayman Baltimore, MD -
Services International Island Operation and
Maintenance of
international QF
facilities
Constellation Operating Cayman Baltimore, MD -
Services International - Island Operation and
I Maintenance of
international QF
facilities
Constellation Water DE Inactive
Systems, Inc.
Subsidiaries of Constellation Real Estate Group, Inc.
-----------------------------------------------------
KMS Oldco, Inc. MD Inactive
Constellation Oldco, MD Inactive
Inc.
Constellation Real MD Columbia, MD - Own &
Estate, Inc. develop Real Estate
Constellation Health MD Columbia, MD - Own &
Services, Inc. develop senior living
facilities
CPI Church Street, Inc. MD Orlando, FL - former
owner of dining, retail
and entertainment
complex
Subsidiaries of Constellation Real Estate, Inc.
-----------------------------------------------
Annapolis Exchange, LLC MD Anne Arundel County, MD
- An LLC that owns &
develops Real Estate
Annapolis Exchange Lot MD Anne Arundel County, MD
I, LLC - Member of an LLC that
owns & develops Real
Estate
Annapolis Exchange Lot MD Anne Arundel County, MD
II, LLC - Member of an LLC that
owns & develops Real
Estate
16
<PAGE>
Annapolis Exchange Lot MD Anne Arundel County, MD
III, LLC - Member of an LLC that
owns & develops Real
Estate
Annapolis Exchange Lot MD Anne Arundel County, MD
IV, LLC - Member of an LLC that
owns & develops Real
Estate
Annapolis Exchange Lot MD Anne Arundel County, MD
V, LLC - Member of an LLC that
owns & develops Real
Estate
Annapolis Exchange Lot MD Anne Arundel County, MD
VI, LLC - Member of an LLC that
owns & develops Real
Estate
Annapolis Exchange Lot MD Anne Arundel County, MD
VII, LLC - Member of an LLC that
owns & develops Real
Estate
Annapolis Exchange Lot MD Anne Arundel County, MD
VIII, LLC - Member of an LLC that
owns & develops Real
Estate
Annapolis Exchange Lot MD Anne Arundel County, MD
IX, LLC - Member of an LLC that
owns & develops Real
Estate
Annapolis Exchange Lot MD Anne Arundel County, MD
X, LLC - Member of an LLC that
owns & develops Real
Estate
Constellation Meadows I, VA Chantilly, VA - LLC that
LLC owned Real Estate
CPI Meadows One, Inc. MD Chantilly, VA - Sole
Member of LLC that owned
Real Estate
257 Oxon, LLC MD Prince George's County,
MD - LLC that owns Real
Estate
CPI 257, Inc. MD Prince George's County,
MD - Sole member of an
LLC that owns Real
Estate
CPI Brown's Wharf, Inc. MD Baltimore, MD - Former
owner of Real Estate
CPI Gatespring II, Inc. MD Columbia, MD - Former
17
<PAGE>
owner of Real Estate
Hickory Ridge-Route 40 MD Harford County, MD -
Limited Partnership Partnership owning Real
Estate
CPI Hickory Ridge, Inc. MD Harford County, MD -
Ownership interest in a
partnership owning Real
Estate
Jolly Knolls, LLC MD Annapolis Junction, MD -
LLC formed to own &
develop Real Estate
CPI Jolly Knolls, Inc. MD Annapolis Junction, MD -
sole member of an LLC
that owns Real Estate
CPI Lynch, Inc.. MD Inactive
Urbana - Route 255 MD Frederick County, MD -
Limited Partnership owns & develops Real
Estate
CPI Montecito, Inc. MD Frederick County, MD -
Ownership interest in a
partnership formed to
own & develop Real
Estate
CPI National Business MD Anne Arundel County, MD
Park I, Inc. - former owner of Real
Estate
CPI National Business MD Anne Arundel County, MD
Park II, Inc. - former owner of Real
Estate
CPI National Business MD Anne Arundel County, MD
Park III, Inc. - former owner of Real
Estate
NBP 132, LLC MD Anne Arundel County, MD
- owner of Real Estate
CPI National Business MD Anne Arundel County, MD
Park V, Inc. - member of an LLC that
owns Real Estate
CPI Partner, Inc. MD Carroll County, MD -
former owner of Real
Estate
Piney Orchard Master MD Odenton, MD - a
Partnership Partnership that owns
Real Estate
Piney Orchard Village MD Odenton, MD - An LLC
Center, LLC with an ownership
interest in a
partnership that owns &
18
<PAGE>
develops Real Estate
CPI Piney Orchard MD Odenton, MD - Sole
Village Center, Inc. member of an LLC formed
to own & develop Real
Estate
CPI Springfield, Inc. MD Springfield, VA - Former
ownership interest in an
LLC that owned Real
Estate
Timothy-Brandywine MD Prince George's County,
Associates Limited MD - partnership formed
Partnership to own & develop Real
Estate
CPO Brandywine Commerce MD Prince George's County,
Centre, Inc. MD - Ownership interest
in a partnership that
owns & develops Real
Estate
Accokeek-Brandywine MD Prince George's County,
Associates Limited MD -Partnership formed
Partnership to own & develop Real
Estate
CPO Brandywine (West), MD Prince George's County,
Inc. MD - ownership interest
in a partnership formed
to own & develop Real
Estate
CPO Constellation MD Prince George's County,
Centre, Inc. MD - Former owner of
real estate
First State Plaza DE Wilmington, DE - Former
Associates Limited owner of real estate
Partnership
KMS 1st State Limited DE Wilmington, DE - Former
Partnership owner of real estate
CPO First State, Inc. MD Former owner of real
estate
CPO Laurel Tower, Inc. MD Prince George's County,
MD - Former owner of
real estate
Montmott Associates MD Frederick County, MD -
Limited Partnership Partnership formed to
Own & develop Real
Estate
CPO Montecito Business MD Frederick County, MD -
Park, Inc. Ownership interest in a
partnership formed to
19
<PAGE>
own & develop Real
Estate
Jolly Acres Limited MD Anne Arundel County, MD
Partnership - partnership that owns
Real Estate
CPO National Business MD Anne Arundel County, MD
Park, Inc. - Ownership interest in
a partnership that owns
Real Estate
CPI PMK-NBP, Inc. MD Anne Arundel County, MD
- Ownership interest in
a partnership that owns
Real Estate
CPI WES-NBP, Inc. MD Anne Arundel County, MD
- Ownership interest in
a partnership that owns
Real Estate
Arbitrage Land Limited MD Anne Arundel County, MD
Partnership - partnership that owns
Real Estate
CPO National Business MD Anne Arundel County, MD
Park (North), Inc. - ownership interest in
a partnership that owns
Real Estate
CPI WES-Arbitrage, Inc. MD Anne Arundel County, MD
- ownership interest in
a partnership that owns
Real Estate
CPI PMK-Arbitrage, Inc. MD Anne Arundel County, MD
- ownership interest in
a partnership that owns
Real Estate
Peppercorn Land Limited MD Odenton, MD -
Partnership partnership that owns
Real Estate
CPO Piney Orchard Land MD Odenton, MD - ownership
(East), Inc. interest in a
partnership that owns
Real Estate
CPO Three Centre Park, MD Columbia, MD - Former
Inc. owner of real estate
CPO Valley Centre, Inc. MD Owings Mills, MD -
Former owner of real
estate
Jolly Acres Utilities, MD Inactive
Inc.
CPO Jolly Utilities, MD Inactive
20
<PAGE>
Inc.
Parkway Crossing VA Prince William County,
Associates, LLC VA - an LLC that owned
Real Estate
Piney Orchard DE Odenton, MD - owner of a
Wastewater, Inc. waste water treatment
facility
CPO Piney Wastewater, MD Odenton, MD - ownership
Inc. interest in a company
that owns a waste water
treatment facility
Piney Orchard Master MD Odenton, MD -
Partnership partnership that owns
Real Estate
Piney Orchard Employment MD Odenton, MD - Ownership
Center Limited interest in a
Partnership partnership that owns
Real Estate
BOKS-13, Inc. MD Odenton, MD - Ownership
interest in a
partnership that has an
ownership percentage in
a partnership that owns
Real Estate
Piney Orchard Limited MD Odenton, MD - ownership
Partnership interest in a
partnership that owns
Real Estate
CPO Piney Orchard, Inc. MD Odenton, MD - ownership
interest in a
partnership that has an
ownership percentage in
a partnership that owns
Real Estate
Piney Orchard MD Odenton, MD - ownership
Residential One Limited interest in a
Partnership partnership that owns
Real Estate
BOKS-14, Inc. MD Odenton, MD - ownership
interest in a
partnership that has an
ownership interest in a
partnership that owns
Real Estate
Piney Orchard MD Odenton, MD - ownership
Residential Two Limited interest in a
Partnership partnership that owns
21
<PAGE>
Real Estate
BOKS-15, Inc. MD Odenton, MD - ownership
interest in a
partnership that has an
ownership interest in a
partnership that owns
Real Estate.
Piney Orchard MD Odenton, MD - ownership
Residential Three interest in a
Limited Partnership partnership that owns
Real Estate
BOKS-16, Inc. MD Odenton, MD - ownership
interest in a
partnership that has an
ownership interest in a
partnership that owns
Real Estate
Piney Orchard Town MD Odenton, MD - ownership
Center Limited interest in a
Partnership partnership that owns
Real Estate
BOKS-12, Inc. MD Odenton, MD - ownership
interest in a
partnership that has an
ownership interest in a
partnership that owns
Real Estate
PMK-1, Inc. MD Anne Arundel County, MD
- ownership interest in
a partnership that owns
Real Estate
PMK-2, Inc. MD Anne Arundel County, MD
- ownership interest in
a partnership that owns
Real Estate
PMK-3, Inc. MD Anne Arundel County, MD
- ownership interest in
a partnership that owns
Real Estate
PMK-4, Inc. MD Anne Arundel County, MD
- ownership interest in
a partnership that owns
Real Estate
PMK-5, Inc. MD Anne Arundel County, MD
- ownership interest in
a partnership that owns
Real Estate
22
<PAGE>
PMK-6, Inc. MD Anne Arundel County, MD
- ownership interest in
a partnership that owns
Real Estate
WES-1, Inc. MD Anne Arundel County, MD
- ownership interest in
a partnership that owns
Real Estate
WES-2, Inc. MD Anne Arundel County, MD
- ownership interest in
a partnership that owns
Real Estate
WES-3, Inc. MD Anne Arundel County, MD
- ownership interest in
a partnership that owns
Real Estate
WES-4, Inc. MD Anne Arundel County, MD
- ownership interest in
a partnership that owns
Real Estate
WES-5, Inc. MD Anne Arundel County, MD
- ownership interest in
a partnership that owns
Real Estate
WES-6, Inc. MD Anne Arundel County, MD
- ownership interest in
a partnership that owns
Real Estate
Onyx Realty Development DE Columbia, MD - Real
Corporation Estate Development
Bon Tasha Group MD Baltimore, MD -
Partnership that
formerly owned Real
Estate
Parliament Investors MD Baltimore, MD -
Partnership that
formerly owned Real
Estate
2301 Russell Group MD Baltimore, MD -
Partnership that owns
Real Estate
Rory & Company MD Baltimore, MD -
Partnership that
formerly owned Real
Estate
Tri-Lake MD Baltimore, MD -
Partnership that
23
<PAGE>
formerly owned Real
Estate
Mil-Mar Associates MD Baltimore, MD -
Partnership that
formerly owned Real
Estate
TDH Holdings MD Baltimore, MD -
Partnership that owns
Real Estate
MJK Enterprises MD Baltimore, MD -
Partnership that
formerly owned Real
Estate
Ariana Associates MD Baltimore, MD -
Partnership that
formerly owned Real
Estate
Shawmut Associates MD Baltimore, MD -
Partnership that
formerly owned Real
Estate
Fair Haven Enterprises MD Baltimore, MD -
Partnership that
formerly owned Real
Estate
Comix MD Baltimore, MD -
Partnership that owns
Real Estate
P.A. Investments MD Baltimore, MD -
Partnership that
formerly owned Real
Estate
Greenberg Family MD Baltimore, MD -
Partnership Partnership that
formerly owned Real
Estate
Marsky Brothers MD Baltimore, MD -
Partnership that
formerly owned Real
Estate
Windsor Properties MD Baltimore, MD -
Partnership that
formerly owned Real
Estate
East Realty Holdings, DE Baltimore, MD - Former
Inc. owner of Real Estate
Hopestill Holdings, Inc. MD Baltimore, MD - Former
24
<PAGE>
owner of Real Estate
Cullen Construction, MD Baltimore, MD - Former
Inc. owner of Real Estate
Churchill Partnership MD Baltimore, MD - Former
owner of Real Estate
Braces, Ltd. MD Baltimore, MD -
Ownership interest in a
partnership that owns
Real Estate
Bristol Creek MD Baltimore, MD -
Corporation Ownership interest in a
company that formerly
owned Real Estate
Elmdale Corporation MD Baltimore, MD -
Ownership interest in a
partnership that owns
Real Estate
FNP Management MD Baltimore, MD -
Corporation Ownership interest in a
company that owns Real
Estate
Franklin Holding, Inc. MD Baltimore, MD -
Ownership interest in a
partnership that owns
Real Estate
Gray Saddle, Inc. MD Baltimore, MD -
Ownership interest in a
partnership that
formerly owned Real
Estate
J.R.S. Transportation NJ Baltimore, MD -owns Real
Estate
Paper Ridge Corporation MD Baltimore, MD -
Ownership interest in a
partnership that
formerly owned Real
Estate
Stefco, Inc. MD Baltimore, MD -
Ownership interest in a
partnership that owns
Real Estate
Sunshine Light, Inc. MD Baltimore, MD -
Ownership interest in a
partnership that owns
Real Estate
Terry Lane Corporation MD Baltimore, MD -
Ownership interest in a
25
<PAGE>
company that owns Real
Estate
Woodlawn Investors, Inc. MD Inactive
Mercury Welding, Inc. NJ Inactive
Corporate Office MD Philadelphia, PA - Real
Properties Trust Estate Investment Trust
Subsidiaries of Constellation Health Services, Inc.
---------------------------------------------------
CHS Annapolis Assisted, MD Annapolis - former
Inc. ownership interest in a
senior living facility
Aspenwood Associates MD Montgomery County, MD -
Limited Partnership partnership that owns a
senior living facility
CHS Aspenwood, Inc. MD Montgomery County, MD -
ownership interest in a
partnership that owns a
senior living facility
CHS Aspenwood II, Inc. MD Montgomery County, MD -
ownership interest in a
partnership that owns a
senior living facility
Aspenwood MRC Limited MD Montgomery County, MD -
Partnership partnership that owns a
senior living facility
CE SEGS IX, Inc. MD Montgomery County, MD -
ownership interest in a
partnership that owns a
senior living facility
HeartHomes Residence at MD Annapolis, MD - An LLC
Bay Ridge I, LLC that owns a senior
living facility
CHS Bay Ridge Assisted MD Annapolis, MD - Sole
I, Inc. Member of an LLC that
owns a senior living
facility
HeartHomes Residence at MD Anne Arundel County, MD
Bay Ridge II, LLC - an LLC that owns a
senior living facility
CHS Bay Ridge Assisted MD Anne Arundel County, MD
II, Inc. - Sole Member of an LLC
that owns a senior
living facility
Rose Hill Residence at MD Inactive
Bay Ridge I, LLC
26
<PAGE>
Rose Hill Residence at MD Inactive
Bay Ridge II, LLC
HeartHomes Residence at MD Anne Arundel County, MD
Bay Ridge I, Inc. - former ownership
interest in a
partnership that owned a
senior living facility
HeartHomes Residence at MD Anne Arundel County, MD
Bay Ridge II, Inc. - former ownership
interest in a
partnership that owned a
senior living facility
Rose Hill Residence at MD Inactive
Lutherville, I, LLC
Rose Hill Residence at MD Inactive
Lutherville II, LLC
HeartHomes Residence at MD Lutherville, MD - former
Lutherville I, Inc. ownership interest in a
partnership that owned a
senior living facility
HeartHomes Residence at MD Lutherville, MD - former
Lutherville I, Inc. ownership interest in a
partnership that owned a
senior living facility
Laurelmead Nursing RI Providence, RI - LLC
Center, LLC that owns a senior
living facility
CHS Beechwood Assisted, MD Providence, RI -
Inc. membership interest in
an LLC that owns a
senior living facility
CHS Bel Air Assisted, MD Bel Air, MD - former
Inc. ownership interest in
partnership that owned a
senior living facility
Constellation Carolina NC North Carolina - an LLC
I, LLC that is developing a
senior living facility
CHS Crescent Assisted, MD North Carolina - sole
Inc. member of an LLC that is
developing a senior
living facility
CHS Crofton Assisted, MD Crofton, MD - former
Inc. ownership interest in a
partnership that owned a
senior living facility
HeartFields Retirement MD Montgomery County MD -
27
<PAGE>
Community - White Oak, LLC that is developing a
LLC senior living facility
CHS Heartlands - White MD Montgomery County, MD -
Oak, Inc. sole member of an LLC
that is developing a
senior living facility
CHS Laurel Assisted, MD Laurel, MD - former
Inc. ownership interest in a
partnership that owned a
senior living facility
HeartHomes Residence at MD Lutherville, MD - LLC
Lutherville I, LLC that owns a senior
living facility
CHS Lutherville Assisted MD Lutherville MD - sole
I, Inc. member of an LLC that
owns a senior living
facility
HeartHomes Residence at MD Lutherville, MD - LLC
Lutherville II, LLC that owns a senior
living facility
CHS Lutherville Assisted MD Lutherville, MD - Sole
II, Inc. member of an LLC that
owns a senior living
facility
CHS Nursing I, Inc. MD Lakeland, FL - Former
ownership interest in a
senior living facility
Constellation Potomac, MD Potomac, MD - LLC that
LLC formerly was developing
a senior living facility
CHS Potomac Assisted, MD Potomac, MD - Membership
Inc. interest in an LLC that
formerly was developing
a senior living facility
CHS Pikesville Assisted, MD Pikesville, MD - former
Inc. ownership interest in a
senior living facility
The HeartHaven CT Bloomfield, CT - LLC
Retirement Community - that is developing a
Seabury, LLC senior living facility
CHS Seabury, Inc. MD Bloomfield, CT -
Membership interest in
an LLC that is
developing a senior
living facility
CHS Severna Park MD Severna Park, MD -
Assisted, Inc. former ownership
28
<PAGE>
interest in a
partnership that owned a
senior living facility
Constellation Senior MD Columbia, MD - Health
Services, Inc. care facility management
and consulting
HeartHomes Residence at MD Glen Burnie, MD -
Kellington Limited Partnership that owns an
Partnership assisted living facility
HeartHomes Residence at MD Glen Burnie, MD -
Kellington, Inc. ownership interest in a
partnership that owns an
assisted living facility
HeartHomes Residence at MD Glen Burnie, MD -
Kellington II, Inc. ownership interest in a
partnership that owns an
assisted living facility
HeartHomes Residence at MD Linthicum, MD - an LLC
Linthicum, LLC that owns a senior
living facility
HeartHomes Residence at MD Linthicum, MD - sole
Linthicum, Inc. member of an LLC that
owns a senior living
facility
HeartFields Retirement MD Dauphin County, PA - LLC
Community - Lower that is developing a
Paxton, LLC senior living facility
HeartFields Retirement MD Linthicum, MD - Sole
Community - Lower member of an LLC that is
Paxton, Inc. developing a senior
living facility
HeartHomes Residence at MD Odenton, MD -
Piney Orchard Limited Partnership that owns a
Partnership senior living facility
HeartHomes Residence at MD Odenton, MD - ownership
Piney Orchard, Inc. interest in a
partnership that owns a
senior living facility
HeartHomes Residence at MD Odenton, MD - ownership
Piney Orchard II, Inc. interest in a
partnership that owns a
senior living facility
HeartFields Retirement VA Shenandoah, VA - an LLC
Community - Shenandoah, that is developing a
LLC senior living facility
HeartFields Retirement MD Shenandoah, VA - Sole
Community - Shenandoah, member of an LLC that is
29
<PAGE>
Inc. developing a senior
living facility
HeartFields Retirement MD Bowie, MD - an LLC that
Community - Bowie, LLC is developing a senior
living facility
HeartFields Retirement MD Bowie, MD - Sole Member
Community - Bowie, Inc. of an LLC that is
developing a senior
living facility
HeartFields Retirement MD Monmouth County, CT -
Community - Raleigh, LLC LLC that is developing a
senior living facility
HeartFields Retirement MD Monmouth County, CT -
Community - Raleigh, Sole Member of an LLC
Inc. that is developing a
senior living facility
HeartFields Retirement MD Monmouth County, CT - An
Community - Simsbury, LLC that is developing a
LLC senior living facility
HeartFields Retirement MD Monmouth County, CT -
Community - Simsbury, Sole member of an LLC
Inc. that is developing a
senior living facility
Heartlands Retirement MD Ellicott City, MD -
Community - Ellicott owner of a senior living
City I, Inc. facility
Heartlands Retirement MD Ellicott City, MD -
Community - Ellicott owner of a senior living
City II, Inc. facility
Heartlands Retirement MD Frederick, MD - an LLC
Community - Frederick, that owns a senior
LLC living facility
Heartlands Retirement MD Frederick, MD - Sole
Community - Frederick, member of an LLC that
Inc. owns a senior living
facility
The Heartlands MD Fredericksburg, VA - an
Retirement Community - LLC that owns a senior
Fredericksburg, LLC living facility
The Heartlands MD Fredericksburg, VA -
Retirement Community - Sole member of an LLC
Fredericksburg, Inc. that owns a senior
living facility
Heartlands Retirement NJ Manalapan, NJ - an LLC
Community - Manalapan, that is developing a
LLC senior living facility
Heartlands Retirement MD Manalapan, NJ -
30
<PAGE>
Community - Manalapan, membership interest in
Inc. an LLC that is
developing a senior
living facility
CHS Assisted I, Inc. MD Manalapan, NJ -
membership interest in
an LLC that owns a
senior living facility
The Heartlands MD Severna Park, MD -
Retirement Community - partnership that owns a
Severna Park Limited senior living facility
Partnership
The Heartlands MD Severna Park, MD -
Retirement Community - ownership interest in a
Severna Park I, Inc. partnership that owns a
senior living facility
Heartlands Retirement MD Severna Park, MD -
Community - Severna Park ownership interest in a
II, Inc. partnership that owns a
senior living facility
HeartFields Retirement MD Easton, MD - LLC that is
Community - Easton, LLC developing a senior
living facility
HeartFields Retirement MD Easton, MD - sole member
Community - Easton, Inc. of an LLC that is
developing a senior
living facility
HeartFields Retirement MD Baltimore County, MD -
Community - Mays Chapel, LLC that owns a senior
LLC living facility
HeartFields Retirement MD Baltimore County, MD -
Community - Mays Chapel, sole member of an LLC
Inc. that owns a senior
living facility
HeartFields Retirement MD Providence County, RI -
Community - Pawtucket, LLC that is developing a
LLC senior living facility
The HeartFields MD Providence County, RI -
Retirement Community - Sole member of an LLC
Pawtucket, Inc. that is developing a
senior living facility
Subsidiaries of CPI Church Street, Inc.
---------------------------------------
Church Street Station, FL Orlando, FL - former
Inc. ownership related to a
31
<PAGE>
dining, retail and
entertainment complex
Rosie O'Grady's FL Orlando, FL - former
Aviation, Inc. ownership related to a
dining, retail and
entertainment complex
Subsidiaries of Constellation Investments, Inc.
-----------------------------------------------
Luz Solar Partners IV, CA Kramer Junction, CA -
Ltd. partnership that owns a
QF facility
CII Solarpower I, Inc. MD Kramer Junction, CA -
Ownership interest in a
partnership that owns a
QF facility
Pacific Ultrapower CA Sonora, CA - Partnership
Chinese Station Partners that owns a QF facility
LP
CII Woodpower I, Inc. MD Sonora, CA - Ownership
interest in a
partnership that owns a
QF facility
Rio Bravo Fresno CA Fresno, CA - Partnership
that owns a QF facility
CII Woodpower II, Inc. MD Fresno, CA - Ownership
interest in a
partnership that owns a
QF facility
BHP Patriots Limited MD Baltimore, MD -
Partnership Partnership that owns
Real Estate.
CII BHP Housing, Inc. MD Baltimore, MD -
ownership interest in a
partnership that owns
Real Estate
Bruce Street Limited MD Baltimore, MD -
Partnership Partnership that owns
Real Estate
CII BRS Housing, Inc. MD Baltimore, MD -
ownership interest in a
partnership that owns
Real Estate
Neighborhood Rental MD Baltimore, MD -
Limited Partnership Partnership that owns
Real Estate
32
<PAGE>
CII NRS Housing, Inc. MD Baltimore, MD -
Ownership interest in a
partnership that owns
Real Estate
The New Parkman Housing MD Baltimore, MD -
Limited Partnership Partnership that owns
Real Estate
CII New Parkman, Inc. MD Baltimore, MD -
ownership interest in a
partnership that owns
Real Estate
ACE Cogeneration Company CA Trona, CA - Partnership
that owns a QF facility
ACE Power Partners CA Trona, CA - ownership
interest in a
partnership that owns a
QF facility
CE ACE Limited MD Trona, Ca - Ownership
Partnership interest in a
partnership that has an
ownership interest in a
partnership that owns a
QF facility
CD ACE I, Inc. MD Trona, CA - Ownership
interest in a
partnership that has an
ownership interest in a
partnership that has a
partnership interest in
a QF facility
CD ACE II, Inc. MD Trona, CA - Ownership
interest in a
partnership that has an
ownership interest in a
partnership that has a
partnership interest in
a QF facility
CD ACE III, Inc. MD Trona, CA - Ownership
interest in a
partnership that has an
ownership interest in a
partnership that has a
partnership interest in
a QF facility
Empire Limited NV Wachoe, NV - partnership
Partnership that owns a QF facility
CD Empire I, Inc. MD Wachoe, NV - ownership
33
<PAGE>
interest in a
partnership that owns a
QF facility
CD Empire II, Inc. MD Wachoe, NV - ownership
interest in a
partnership that owns a
QF facility
Rio Bravo Jasmin CA Kern Co., CA -
Partnership that owns a
QF facility
CD Jasmin I, Inc. MD Kern Co., CA - ownership
interest in a
partnership that owns a
QF facility
CD Jasmin II, Inc. MD Kern Co., CA - ownership
interest in a
partnership that owns a
QF facility
CD Jasmin III, Inc. MD Kern Co., VA - ownership
interest in a
partnership that owns a
QF facility
CD Malacha I, Inc. MD Muck Valley, CA -
ownership interest in a
partnership that owns a
EWG/QF facility
Ormesa Geothermal II CA Imperial Valley, CA -
partnership that owns a
QF facility
CD Ormesageo II-A, Inc. MD Imperial Valley, CA -
ownership interest in a
partnership that owns a
QF facility
CD Ormesageo II-B, Inc. MD Imperial Valley, CA -
ownership interest in a
partnership that owns a
QF facility
CD Ormesageo II-C, Inc. MD Imperial Valley, CA -
ownership interest in a
partnership that owns a
QF facility
CD Ormesageo IE-A, Inc. MD Inactive
CD Ormesageo IE-B, Inc. MD Inactive
CD Ormesageo IE-C, Inc. MD Inactive
Rio Bravo Poso CA Kern Co., CA -
Partnership that owns a
QF facility
34
<PAGE>
CD Poso I, Inc. MD Kern Co., CA - Ownership
interest in a
partnership that owns a
QF facility
CD Poso II, Inc. MD Kern Co., CA - Ownership
interest in a
partnership that owns a
QF facility
CD Poso III, Inc. MD Kern Co., CA - Ownership
interest in a
partnership that owns a
QF facility
Rio Bravo Rocklin CA Placer Co., CA -
Partnership that owns a
QF facility
CD Rocklin I, Inc. CA Placer Co., CA -
ownership interest in a
partnership that owns a
QF facility
CD Rocklin II, Inc. MD Placer Co., CA -
ownership interest in a
partnership that owns a
QF facility
CD Rocklin III, Inc. MD Placer Co., CA -
ownership interest in a
partnership that owns a
QF facility
CD Rumford, Inc. MD Inactive
LUZ Solar Partners V, CA Kramer Junction, CA -
Ltd. Partnership that owns a
QF facility
CD SEGS V, Inc. MD Kramer Junction, CA -
ownership interest in a
partnership that owns a
QF facility
LUZ Solar Partners VI, CA Muck Valley, CA -
Ltd. partnership that owns a
QF facility
CD SEGS VI, Inc. MD Muck Valley, CA -
ownership interest in a
partnership that owns a
QF facility
Soda Lake Limited NV Fallon, NV - Ownership
Partnership interest in a QF
facility as lessor in a
sale/leaseback
CD Soda I, Inc. MD Fallon, NV - Ownership
35
<PAGE>
interest in a QF
facility as partner of a
partner of a lessor in a
sale/leaseback
CD Soda II, Inc. MD Fallon, NV - Ownership
interest in a QF
facility as partner of a
partner of a lessor in a
sale/leaseback
CD Stillwater-A, Inc. MD Fallon, NV - ownership
interest in a
partnership that owns a
QF facility
CD Stillwater-B, Inc. MD Fallon, NV - ownership
interest in a
partnership that owns a
QF facility
CD Stillwater-C, Inc. MD Fallon, NV ownership
interest in a
partnership that owns a
QF facility
Northern Asset Hedged MN Minnesota - Investment
Utility Fund Fund
Capital Re Corporation DE New York, NY -
Reinsurance
BGE has the following shell subsidiaries, all of which are inactive and
100% owned:
Constellation Energy Partners, Inc.
Constellation Energy Services, Inc.
Constellation Ventures, Inc.
In addition, BGE owns 100% of the stock of 44 shell, inactive subsidiaries
incorporated in each state except Maryland, Virginia, Ohio, Pennsylvania, Alaska
and Hawaii under the name Constellation Energy Corporation.
2. A brief description of the properties of claimant and each of its
subsidiary public utility companies used for the generation, transmission, and
distribution of electric energy for sale, or for the production, transmission,
and distribution of natural or manufactured gas, indicating the location of
principal generating plants, transmission lines, producing fields, gas
36
<PAGE>
manufacturing plants, and electric and gas distribution facilities, including
all such properties which are outside the State in which claimant and its
subsidiaries are organized and all transmission or pipelines which deliver or
receive electric energy or gas at the borders of such State.
Baltimore Gas and Electric Company (BGE)
Electric
- --------
BGE's principal electric plants are shown below:
Installed Primary
Plant Location Capacity (MW) Fuel
----- -------- ------------- ----
(At December 31,1998)
Steam--
Calvert Calvert
Cliffs County, MD 1,675 Nuclear
Brandon Anne Arundel
Shores County, MD 1,296 Coal
Herbert A. Anne Arundel
Wagner County, MD 1,006 Coal/Oil/Gas
Charles P. Baltimore
Crane County, MD 385 Coal
Gould Baltimore
Street City, MD 104 Oil
Riverside Baltimore
County, MD 78 Oil/Gas
Jointly Owned - Steam --
Keystone Armstrong and
Indiana
Counties, PA 359(A) Coal
Conemaugh Indiana
County, PA 181(A) Coal
Combustion Turbine--
Perryman Harford
County, MD 350 Oil/Gas
Notch Baltimore
Cliff County, MD 128 Gas
Westport Baltimore
City, MD 121 Gas
Riverside Baltimore
County, MD 173 Oil/Gas
Philadelphia Baltimore
Road City, MD 64 Oil
Charles P. Baltimore
Crane County, MD 14 Oil
Herbert A. Anne Arundel
Wagner County, MD 14 Oil
--
Total 5,948
=====
- --------------
(A) These totals reflect BGE's proportionate interest and entitlement to
capacity from Keystone and Conemaugh, which are 2 megawatts of diesel
capacity for Keystone and 1 megawatt of diesel capacity for Conemaugh.
BGE also owns two-thirds of the outstanding capital stock of Safe Harbor
Water Power Corporation, and is currently entitled to 277 megawatts of the rated
capacity of the Safe Harbor Hydroelectric Project.
In addition to the electric generating plants described above, BGE owns
1,265 miles of transmission consisting of 215 circuit miles of 500 kV lines; 318
circuit miles of 230 kV lines; 54 circuit miles of 138 kV lines and 677 circuit
miles of 115kV lines, located throughout Central Maryland.
37
<PAGE>
BGE's 500 kV transmission consists of two circuits which connect our Calvert
Cliffs plant to our load center as well as five circuits which interconnect with
and are part of the Pennsylvania - New Jersey - Maryland (PJM) 500 kV system.
These circuits form a partial 500 kV transmission ring around the Baltimore
metropolitan area. Additionally, the Calvert Cliffs-Chalk Point, Calvert
Cliffs-Waugh Chapel, and Waugh Chapel-High Ridge circuits are part of the "500
kV Loop", a full 500 kV transmission ring around the Washington metropolitan
area with several transformation points to 230 kV.
BGE's 230 kV transmission connects at two locations via transformation with
the 500 kV system and at ten locations via transformation with our 115 kV
network, throughout Central Maryland.
BGE owns approximately 53,285 conductor miles of distribution lines,
including 35,269 conductor miles of overhead lines and 18,016 conductor miles of
underground lines, throughout Central Maryland.
BGE's transmission and distribution systems are comprised of approximately
212 substations with installed transformer capacity of approximately 25,882,875
kVA throughout Central Maryland.
BGE's transmission system is connected to other systems via the following
transmission tie lines:
(1) two connections at the Maryland-Pennsylvania state line near
Delta, PA with PECO Energy Company transmission lines.
(2) four connections with the Pennsylvania Power and Light Co. at the
Maryland-Pennsylvania state line, three connections near Graceton, Md., and one
near Norrisville, Md.
(3) one connection with the Metropolitan Edison Co. at the
Maryland-Pennsylvania state line near Twin Farms, Md.
(4) six active connections with Potomac Electric Power Company, two
near Burtonsville, Md., two near Bowie, Md., one near Mt Airy, Md., and
one near Eagle Harbor, Md.
Gas
- ---
38
<PAGE>
BGE owns 8 gate stations located at various points in its service
territory where natural gas is received from suppliers. Natural gas is delivered
to customers through approximately 5,749 miles of mains and 4,299 miles of
service lines.
BGE has
o a liquefied natural gas facility for the liquefaction and storage of
natural gas with a total storage capacity of 1,000,000 DTH and a planned
daily capacity of 287,988 DTH, and
o a propane air facility with a mined cavern and refrigerated storage
facilities with a total storage capacity equivalent to 1,000,000 DTH and
a planned daily capacity of 85,000 DTH.
BGE expects to close its refrigerated storage facilities with
approximately 500,000 Dth during the Summer 1999.
BGE's current pipeline firm transportation entitlements to serve our firm
loads are 280,553 Dth per day during the winter period and 255,533 Dth during
the summer period.
BGE has approximately 235,080 DTH natural gas storage entitlements per day.
Storage is located at Notch Cliff in Harford County, Maryland and at Spring
Gardens in Baltimore City, Maryland.
3. The following information for the last calendar year with respect to
claimant and each of its subsidiary public utility companies:
(a) Number of kwh. (in thousands) of electric energy sold
(at retail or wholesale), and Mcf. (in thousands) of natural
or manufactured gas distributed at retail.
BGE
---
Elec: 5,454,000 kwh. (wholesale) 28,767,000 kwh.(retail)
Gas: 100,103 mcf. (retail)
39
<PAGE>
(b) Number of kwh. of electric energy and Mcf. of natural or
manufactured gas distributed at retail outside the State in which each such
company is organized.
BGE
---
Elec: none
Gas: none
(c) Number of kwh. (in thousands) of electric energy and Mcf. (in
thousands) of natural or manufactured gas sold at wholesale outside the State in
which each such company is organized, or at the State line.
BGE
---
Elec: 5,417,000 kwh.
Gas: 15,141 Mcf.
(d) Number of kwh. (in thousands) of electric energy and Mcf. (in
thousands) of natural or manufactured gas purchased outside the State in which
each such company is organized or at the State line.
BGE
---
Elec: 2,643,000 kwh.
Gas: 66,314 Mcf.
40
<PAGE>
4. The following information for the reporting period with respect to
claimant and each interest it holds directly or indirectly in an EWG or a
foreign utility company, stating monetary amounts in United States dollars:
(a) Name, location, business address and description of the
facilities used by the EWG or foreign utility company for the generation,
transmission and distribution of electric energy for sale or for the
distribution at retail of natural or manufactured gas.
(1) Safe Harbor Water Power Corporation (Safe Harbor)
1 Powerhouse Road
Conestoga, PA
Safe Harbor is a hydroelectric plant located on the Susquehanna River
at Safe Harbor, Pennsylvania, jointly owned by BGE and Pennsylvania Power &
Light Company (PP&L). BGE owns two-thirds of the outstanding capital stock,
including one-half of the voting stock of Safe Harbor. It includes 14 generating
units. At maximum output, the plant can generate approximately 10 million kWh of
electrical energy in one day. The average yearly generation is 1,096,525,000
kWh. The total varies depending upon yearly average river flow.
The total output of Safe Harbor is supplied to co-owners PP&L and BGE
in accordance with their ownership interest to supplement the power flow into
the Pennsylvania- New Jersey-Maryland interconnection (PJM). Safe Harbor power
is used primarily to meet peak demands for electricity. Continuous operation
occurs when river flow equals or exceeds the plant's maximum water handling
capacity of 110,000 cubic feet per second.
(2) Carr Street Generating Station L.P.(Carr Street)
64 Carr Street
East Syracuse, N.Y.
Carr Street is a natural gas fired dual combustion turbine, single
steam turbine combined cycle electric generation facility that produces up to
105 gross MW of power. The facility also has the capability to fire No. 2 low
sulfur fuel oil, and may produce up to 80,000 pounds per hour of process steam
with a proportionate
41
<PAGE>
reduction in electrical power output of up to approximately 5 MW.
(3) Grupo Generador de Guatemala y Cia., S.C.A. ("GGG") (formerly Guatemalan
Generating Group y Cia S.C.A.)
Las Margaritas, Torre II, Oficina 902-B Diagonal 6, 10-
01 Zona 10 Guatemala City, Guatemala C.A. 01010
Generating facilities are located on the shores of Lake Amaititlan, 32 kms
outside Guatemala City, and in the Province of Escuintla, approximately 62 kms
outside of Guatemala City. The generating facilities consist of four turbo
generating units, four steam turbines, one heat recovery boiler and one steam
injection unit with an aggregate net generating capacity of approximately 80MW
and 4 diesel units with a net capacity of 60MW. The generation facilities are
interconnected with the Principal Transmission System, the Guatemalan wholesale
transmission grid.
(4) Cos de Guatemala S.A.
Las Margaritas, Torre II, Oficina 902-B Diagonal 6, 10-
01 Zona 10 Guatemala City Guatemala C.A. 01010
This entity does not own any facilities. Instead it provides operating
services for the generating facilities owned by Grupo Generador de Guatemala y
Cia S.C.A.
(5) Empresa Electrica Valle Hermoso S.A. ("EVH")
Calle Tarija N 1425
Casi Esq. Adela Zamudio
Cala Cala
Casilla 5645, Cochabamba, Boliva
Generating facilities are located in Cochabamba, Bolivia and Carasco,
Bolivia. EVH was created when the Bolivian government privatized its national
power company, Empresa Nacional de Electricidad, through the spin-off and sale
of 50% interests in three power generating companies, of which EVH is one. EVH
includes one plant of four gas- fired combustion turbines, which produce 71.5
MW, and one plant of two gas-fired combustion turbines, which produce
42
<PAGE>
110 MW. and one plant of three small hydro units which produce 12 MW.
(6) The Bolivian Generating Group, LLC
Registered office is at Ugland House, P.O. Box 309,
George Town, Grand Cayman.
The Bolivian Generating Group, LLC ("BGG") was the successful bidder of a
50% interest in, and acquired administrative control of EVH, an electricity
generating company in Bolivia.
(7) C&O Bolivia, LLC
Calle Tarija N 1425
Casi Esq. Adela Zamudio
Cala Cala
Casilla 5645
Cochabama, Bolivia
Cayman Islands Company, which provides services to EVH in Bolivia.
Constellation Power International Investments, Ltd. owns 50% of this joint
operating company which provides operation and management services to EVH.
(8) Empresa Distribuidora de Electricidad de Entre Rios,
S.A. ("EDEER")
c/o Ministerio de Obras y Servicios Publicos,
Parana, Entre Rios, Argentina.
EDEER is the principal distributor and transmitter of electric power to the
province of Entre Rios, Argentina. EDEER owns 965 km of high voltage
transmission lines, 1,986 km of medium voltage lines and 3,142 km of low voltage
distribution lines.
(9) Compania Forca E Luz Cataguazes-Leopoldina
("Cataguazes") and Cia De Electricidada De Nova
Friburgo ("Friburgo")
Avenita Presidente Vargas, 463
43
<PAGE>
4th Floor
Rio de Janeiro, RJ, Brazil
CEP 20086-900
Located in Minas Gerais, Brazil Cataguazes is an electric utility serving
the southeastern portion of the State of Minas Gerais, Brazil. Cataguazes serves
approximately 214,000 customers. Following its acquisition of 100% of the voting
shares of Friburgo, a neighboring electric utility that Cataguazes recently
acquired, Cataguazes serves a total of approximately 273,000 customers. The
utility assets of Cataguazes comprise approximately 13,440 km of distribution
lines, 663 km of transmission lines, and related equipment, including substation
capacity of 618 MVA. Cataguazes also owns a number of small hydroelectric
generating plants with an aggregate generating capacity of approximately 19
megawatts, as well as a hydroelectric project that is under construction and
that will have a generating capacity of approximately 20 megawatts. Cataguazes
also holds a 100% interest in Multiagro, S.A. an agricultural company and a
21.56% interest in Ind. Cataguazes a textile company.
(10) ELEKTRA NORESTE, S.A. (formerly known as Empresa de
Distribucion Electrica Noreste, S.A.)
Elektra Noreste, S.A.
Edificio Hatillo, Torre A, Piso 7
Avenida Cuba y Avenida Justo Arosemena
Apartado 5285
Panama 5, Panama City
Republic of Panama
Elektra Noreste, S.A. ("Noreste") is the second largest distribution
company in the Republic of Panama. Noreste's service territory is 2,600 square
miles, and includes the entire Eastern half of the country, a portion of the
capital, Panama City and all of the second largest city, Colon. A portion of
Noreste's service territory will also include parts of the Eastern half of the
Panama Canal Zone reclaimed by the Republic of Panama.
Noreste serves approximately 170,000 customers that consume a total of
1,300 GWH of energy annually, and is one of three electric distribution
companies formed out of the restructuring and privatization of the government
owned
44
<PAGE>
utility company, Instituto de Recursos Hidraulicos y Electrificacion.
Noreste currently has approximately 820 employees, and its assets consist
largely of all the distribution lines and substations within its 2,600 square
mile service territory. Noreste generates a small amount of electricity and
purchases the bulk of its electricity needs from the now privatized generation
companies under power purchase contracts negotiated with the oversight of the
government owned transmission company. After an interim period, Noreste will be
able to renegotiate its power purchase contracts at prevailing market based
rates and be able to self-generate up to 15% of its energy needs.
(11) Malacha Hydro Limited Partnership, owner of the Muck
Valley Hydroelectric Project
701 Morrison - Knudsen Drive
Suite 300
Boise, Idaho 83712
The Muck Valley Hydroelectric Project is located on the Pit River near Fall
River Mills in Lassen County, California. The Muck Valley Hydroelectric Project
is an approximately 35 MW run of the river hydroelectric facility.
(b) Name of each system company that holds an interest in such EWG or
foreign utility company; and description of the interest held.
(1) Safe Harbor
Description of
System Company Interest Held
-------------- -------------
Constellation Energy Group, Inc. 100% ownership of
Baltimore Gas and
Electric Company
Baltimore Gas and Electric Company two thirds stock
one half voting stock
of Safe Harbor
45
<PAGE>
(2) Carr Street
Description of
System Company Interest Held
-------------- -------------
Constellation Energy Group, Inc. 100% ownership of
Constellation Enterprises,
Inc.
Constellation Enterprises, Inc. 100% ownership of
Constellation Power
Source, Inc.
Constellation Power Source, Inc. 37% ownership of Orion
Power Holdings, Inc.
Orion Power Holdings, Inc. 100% ownership of Orion
Power New York L. P.,
Inc. and Orion Power New
York G. P., Inc.
Orion Power New York, L. P., Inc. 99% ownership of Carr
Street
Orion Power New York, G. P., Inc. 1% ownership of Carr
Street
46
<PAGE>
(3) Grupo Generador de Guatemala y Cia., S.C.A. (GGG)
(formerly Guatemalan Generating Group y Cia S.C.A)
Description of
System Company Interest Held
-------------- -------------
Constellation Energy Group, Inc. 100% ownership of
Constellation Enterprises, Inc.
Constellation Enterprises,Inc. 100% ownership of
Constellation Holdings, Inc.
Constellation Holdings, Inc. 100% ownership of
Constellation Power, Inc.
Constellation Power, Inc. 100% ownership of Constellation
Power International Investments,
Ltd.
Constellation Power 100% ownership of Green Tree
Investments International, Finance Company and Guatemala
Ltd. Generating Group - I
Green Tree Finance Company 99% ownership of Grupo
Generador de Guatemala, S.A.
Guatemalan Generating 1% ownership of Grupo Generador
Group - I De Guatemala, S.A.
99% ownership of Grupo
Generador de Guatemala y Cia S.C.A.
Grupo Generador de Guatemala, 1% ownership of Group Generador
S.A. De Guatemala y Cia S.C.A.
(4) Cos de Guatemala S.A.
Description of
System Company Interest Held
-------------- -------------
Constellation Energy Group,Inc. 100% ownership of
Constellation Enterprises, Inc.
Constellation Enterprises,Inc. 100% ownership of
Constellation Holdings, Inc.
Constellation Holdings, Inc. 100% ownership of
Constellation Power, Inc.
47
<PAGE>
Constellation Power, Inc. 100% ownership of Constellation
Operating Services, Inc.
Constellation Operating 100% ownership of Constellation
Services, Inc. Operating Services International
100% ownership of Constellation
Operating Services International - I
Constellation Operating 80% ownership of Cos De
Services International Guatemala S.A.
Constellation Operating 20% ownership of Cos de
Services International - I Guatemala, S.A.
(5) Empresa Electrica Valle Hermoso S.A.
Description of
System Company Interest Held
-------------- -------------
Constellation Energy Group, Inc. 100% ownership of
Constellation Enterprises, Inc.
Constellation Enterprises, Inc. 100% ownership of
Constellation Holdings, Inc.
Constellation Holdings, Inc. 100% ownership of
Constellation Power, Inc.
Constellation Power, Inc. 100% ownership of Constellation
Power International Investments, Ltd.
Constellation Power 15.5% ownership of The Bolivian
International Investments, Ltd. Generating Group, LLC
50% ownership of C&O Bolivia, LLC
C&O Bolivia, LLC 26% ownership of The Bolivian
Generating Group, LLC
The Bolivian Generating Group, 50% ownership of Empresa
LLC Electrica Valle Hermoso, S.A.
48
<PAGE>
(6) The Bolivian Generating Group, LLC
Description of
System Company Interest Held
-------------- -------------
Constellation Energy Group, Inc. 100% ownership of
Constellation Enterprises, Inc.
Constellation Enterprises, Inc. 100% ownership of
Constellation Holdings, Inc.
Constellation Holdings, Inc. 100% ownership of
Constellation Power, Inc.
Constellation Power, Inc. 100% ownership of Constellation
Power International Investments, Ltd.
Constellation Power 15.5% ownership of The Bolivian
International Investments, Generating Group, LLC
Ltd.
50% ownership of C&O Bolivia, LLC
C&O Bolivia, LLC 26% ownership interest of
The Bolivian Generating Group, LLC
(7) C&O Bolivia, LLC
Description of
System Company Interest Held
-------------- -------------
Constellation Energy Group, Inc. 100% ownership of
Constellation Enterprises, Inc.
Constellation Enterprises, Inc. 100% ownership of
Constellation Holdings, Inc.
Constellation Holdings, Inc. 100% ownership of
Constellation Power, Inc.
Constellation Power, Inc. 100% ownership of Constellation
Power International Investments, Ltd.
Constellation Power 50% ownership of
International Investments, C&O Bolivia, LLC
Ltd.
49
<PAGE>
(8) Empresa Distribuidora de Electricidad de Entre Rios S.A.
Description of
System Company Interest Held
-------------- -------------
Constellation Energy Group, Inc. 100% ownership of
Constellation Enterprises, Inc.
Constellation Enterprises, Inc. 100% ownership of
Constellation Holdings, Inc.
Constellation Holdings, Inc. 100% ownership of
Constellation Power, Inc.
Constellation Power, Inc. 100% ownership of Constellation
Power International Investments, Ltd.
Constellation Power 16.5% ownership of The Latin
International Investments, America Energy and Electricity
Ltd. Fund I, L.P.
8.291% of Fondelec General
Partners, L.P.
Fondelec General Partners, 1% of the Latin American Energy
L.P. and Electricity Fund I, L.P.
The Latin America Energy and 7.5% ownership in
Electricity Fund I, L.P. Inversora EDEER, S.A.
Inversora EDEER, S.A. 90% ownership in Empresa
Distribudora de Electricidad de
Entre Rios, S.A.
(9) Compania Forca E Luz Cataguazes - Leopoldina and Cia De
Electricidad De Nova Friburgo
Description of
System Company Interest Held
-------------- -------------
Constellation Energy Group, Inc. 100% ownership of
Constellation Enterprises, Inc.
Constellation Enterprises, Inc. 100% ownership of
Constellation Holdings, Inc.
Constellation Holdings, Inc. 100% ownership of
Constellation Power, Inc.
50
<PAGE>
Constellation Power, Inc. 100% ownership of Constellation
Power International Investments, Ltd.
Constellation Power 16.5% ownership of The Latin
International Investments, America Energy
Ltd. and Electricity Fund I, L.P.
8.291% of Fondelec General
Partners, L.P.
Fondelec General Partners, 1% of the Latin American Energy
L.P. and Electricity Fund I, L.P.
The Latin America Energy and 7.06% ownership of Compania
Electricity Fund I, L.P. Forca E Luz Cataguazes -
Leopoldina and Cia De
Electricidad De Nova Friburgo
(10) ELECTRA NORESTE, S.A. (formerly known as Empresa de Distribucion
Electrica Noreste, S.A.)
Description of
System Company Interest Held
-------------- -------------
Constellation Energy Group, Inc. 100% ownership of
Constellation Enterprises, Inc.
Constellation Enterprises, Inc. 100% ownership of
Constellation Holdings, Inc.
Constellation Holdings, Inc. 100% ownership of
Constellation Power, Inc.
Constellation Power, Inc. 100% ownership of
Constellation Power
International Investments, Ltd.
100% ownership of CP
Panama Investors, Inc.
Constellation Power 100% of Class B common stock of
International Investments, CP Panama I, S.A.
Ltd.
25% of Class A common stock of
Panama Distribution Group, S.A.
51
<PAGE>
CP Panama Investors, Inc. 100% of Class A. common stock of
CP Panama I, S.A.
CP Panama I, S.A. 55% of Class A common stock of
Panama Distribution Group, S.A.
Panama Distribution Group, 51% of Elektra Noreste, S.A.
S.A.
(11) Malacha Hydro Limited Partnership
Description of
System Company Interest Held
-------------- -------------
Constellation Energy Group, Inc. 100% ownership of
Constellation Enterprises, Inc.
Constellation Enterprises, Inc. 100% ownership of
Constellation Holdings, Inc.
Constellation Holdings, Inc. 100% ownership of
Constellation Investments, Inc.
Constellation Investments, Inc. 100% ownership of CD
Malacha I, Inc.
CD Malacha I, Inc. 1% General Partner and up to
49% Limited Partner of
Malacha Hydro Limited
Partnership
52
<PAGE>
(c) Type and amount of capital invested, directly or
indirectly, by the holding company claiming exemption; any direct or indirect
guarantee of the security of the EWG or foreign utility company by the holding
company claiming exemption; and any debt or other financial obligation for which
there is recourse, directly or indirectly, to the holding company claiming
exemption or another system company, other than the EWG or foreign utility
company.
See Attached Annex A
(d) Capitalization and earnings of the EWG or foreign utility
company during the reporting period. (All figures are as of 12/31/98).
See Attached Annex B
(e) Identify any service, sales or construction contract(s)
between the EWG or foreign utility company and a system company, and describe
the services to be rendered or goods sold and fees or revenues under such
agreement(s).
See Attached Annex C
EXHIBIT A
A consolidating statement of income and surplus of the claimant and its
subsidiary companies for the last calendar year, together with a consolidating
balance sheet of claimant and its subsidiary companies as of the close of such
calendar year.
See Attached Annex D
EXHIBIT B
Financial Data Schedule
53
<PAGE>
If, at the time a report on this form is filed, the registrant is
required to submit this report and any amendments thereto electrically via
EDGAR, the registrant shall furnish a Financial Data Schedule. The Schedule
shall set forth the financial and other data specified below that are applicable
to the registrant on a consolidated basis.
Item No. Caption Headings Amount (in millions)
1 Total Assets $9,195.0
2 Total Operating Revenues $3,358.1
3 Net Income $327.7
EXHIBIT C
An organizational chart showing the relationship of each EWG or foreign
utility company to associate companies in the holding-company system.
See response to Item 4(b)
The above-named claimant has caused this statement to be duly executed
on its behalf by its authorized officer on this 30th day of April, 1999.
Constellation Energy Group, Inc.
By: /s/ David A. Brune
----------------------
David A. Brune
Vice President
Corporate Seal
Attest:
/s/ Thomas E. Ruszin, Jr.
- -------------------------
Thomas E. Ruszin, Jr.
Assistant Secretary
54
<PAGE>
Name, title, and address of officer to whom notices and correspondence
concerning this statement should be addressed:
David A. Brune, Vice President
Constellation Energy Group, Inc.
39 W. Lexington Street
Baltimore, MD 21203
55
<PAGE>
Annex A
Filed confidentially with the SEC pursuant to Rule 104 of PUHCA.
56
<PAGE>
Annex B
Filed confidentially with the SEC pursuant to Rule 104 of PUHCA.
57
<PAGE>
Annex C
Filed confidentially with the SEC pursuant to Rule 104 of PUHCA.
58
<PAGE>
Annex D
Filed confidentially with the SEC pursuant to Rule 104 of PUHCA.
59
<PAGE>
<TABLE> <S> <C>
<ARTICLE> OPUR3
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL
INFORMATION EXTRACTED FROM BGE'S DECEMBER 31, 1998
CONSOLIDATED FINANCIAL STATEMENTS AND IS QUALIFIED
IN ITS ENTIRETY BY REFERENCE TO SUCH STATEMENTS.
</LEGEND>
<CIK> 0001004440
<NAME> Constellation Energy Group, Inc.
<MULTIPLIER> 1,000,000
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> DEC-31-1998
<BOOK-VALUE> PER-BOOK
<TOTAL-ASSETS> 9,195
<TOTAL-OPERATING-REVENUES> 3,358
<NET-INCOME> 328
</TABLE>
