<PAGE>
FORM 11-K
ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1993
Commission file number 1-1910
A. Full title of the plan and the address of the plan, if
different from that of the issuer named below:
Baltimore Gas and Electric Company
Employee Savings Plan
Address same as issuer
B. Name of issuer of the securities held pursuant to the
plan and the address of its principal executive office:
Baltimore Gas and Electric Company
Gas and Electric Building, Charles Center
Baltimore, Maryland 21201
<PAGE>
SIGNATURES
The Plan. Pursuant to the requirements of the Securities Exchange
Act of 1934, the trustees (or other persons who administer the employee
benefit plans) have duly caused this annual report to be signed on its
behalf by the undersigned hereunto duly authorized.
BALTIMORE GAS AND ELECTRIC COMPANY
EMPLOYEE SAVINGS PLAN
_____________________________________
June 28, 1994 /s/ D. L. Featherstone
Date ______________________ _____________________________________
D. L. Featherstone
Plan Administrator
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<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS
To the Plan Administrator of the
Baltimore Gas and Electric Company
Employee Savings Plan
We have audited the accompanying statements of net assets
available for plan benefits of the Baltimore Gas and Electric
Company Employee Savings Plan as of December 31, 1993 and 1992
and the related statements of changes in net assets available for
plan benefits for the years then ended. These financial
statements are the responsibility of the Plan's management. Our
responsibility is to express an opinion on these financial
statements based on our audits.
We conducted our audits in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An
audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that
our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above
present fairly, in all material respects, the net assets
available for plan benefits of the Plan as of December 31, 1993
and 1992, and the changes in net assets available for plan
benefits for the years then ended in conformity with generally
accepted accounting principles.
Our audits were made for the purpose of forming an opinion on
the basic financial statements taken as a whole. The
supplemental schedules of assets held for investment purposes and
reportable transactions for the year ended December 31, 1993 are
presented for the purpose of additional analysis and are not a
required part of the basic financial statements but are
supplementary information required by the Department of Labor's
Rules and Regulations for Reporting and Disclosures under the
Employee Retirement Income Security Act of 1974. The
supplemental schedules have been subjected to the auditing
procedures applied in the audit of the basic financial statements
and, in our opinion, are fairly stated in all material respects
in relation to the basic financial statements taken as a whole.
Coopers & Lybrand
Baltimore, Maryland
May 29, 1994
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<PAGE>
CONSENT OF INDEPENDENT ACCOUNTANTS
We consent to the incorporation by reference in the
Prospectuses prepared in accordance with the requirements of Form
S-8 (File No. 33-56084) and Form S-3 (File Nos. 33-49801, 33-
45260, 33-33559, 33-57658, 33-57704, 33-50329, 33-45258, and 33-
50331) of our report dated May 29, 1994 accompanying the
financial statements and supplemental schedules of the Baltimore
Gas and Electric Company Employee Savings Plan as of December 31,
1993 and 1992 and for the years then ended, included in this
Annual Report on Form 11-K of Baltimore Gas and Electric Company.
Coopers & Lybrand
Baltimore, Maryland
June 23, 1994
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<PAGE>
<TABLE>
<CAPTION>
Baltimore Gas and Electric Company
Employee Savings Plan
Statement of Net Assets Available for Plan Benefits
December 31, 1993
Investment Funds
Vanguard/
BGE Common Fixed Morgan
Total Stock Fund Rate Fund Growth Fund Windsor Fund Loan Fund
-------------- -------------- -------------- -------------- -------------- --------------
<S> <C> <C> <C> <C> <C> <C>
Assets
Value of securities
held in trust (Note 3) $281,462,425 $254,952,445 $0 $6,710,743 $19,799,237 $0
Value of guaranteed
investment contracts 114,412,667 0 114,412,667 0 0 0
Loans outstanding to
plan participants 21,690,757 0 0 0 0 21,690,757
Short-term investments 3,488,741 2,011,369 1,388,806 25,313 63,253 0
Accrued dividends
receivable 5,208,252 3,708,446 0 1,499,806 0 0
Accrued interest
receivable 294,208 3,538 290,220 162 288 0
Accounts receivable 2,986,895 523,384 198,507 64,916 1,902,594 297,494
-------------- -------------- -------------- -------------- -------------- --------------
Total 429,543,945 261,199,182 116,290,200 8,300,940 21,765,372 21,988,251
-------------- -------------- -------------- -------------- -------------- --------------
Liabilities
Accounts payable 3,687,990 994,521 349,262 789,492 108,845 1,445,870
-------------- -------------- -------------- -------------- -------------- --------------
Total 3,687,990 994,521 349,262 789,492 108,845 1,445,870
-------------- -------------- -------------- -------------- -------------- --------------
Net assets available
for plan benefits $425,855,955 $260,204,661 $115,940,938 $7,511,448 $21,656,527 $20,542,381
============== ============== ============== ============== ============== ==============
The accompanying notes are an integral part of the financial statements.
</TABLE>
- 5 -
<PAGE>
<TABLE>
<CAPTION>
Baltimore Gas and Electric Company
Employee Savings Plan
Statement of Net Assets Available for Plan Benefits
December 31, 1992
Investment Funds
Vanguard/
BGE Common Fixed Morgan
Total Stock Fund Rate Fund Growth Fund Windsor Fund Loan Fund
-------------- -------------- -------------- -------------- -------------- --------------
<S> <C> <C> <C> <C> <cs>
Assets
Value of securities
held in trust (Note 3) $244,048,284 $223,069,051 $0 $5,300,559 $15,678,674 $0
Value of guaranteed
investment contracts 100,517,868 0 100,517,868 0 0 0
Loans outstanding to
plan participants 16,172,955 0 0 0 0 16,172,955
Short-term investments 1,042,580 552,861 401,933 20,852 66,934 0
Accrued dividends
receivable 3,653,521 3,429,116 0 224,405 0 0
Accrued interest
receivable 658,857 1,309 657,148 157 243 0
Accounts receivable 543,887 68,602 14,329 50,763 245,993 164,200
-------------- -------------- -------------- -------------- -------------- --------------
Total 366,637,952 227,120,939 101,591,278 5,596,736 15,991,844 16,337,155
-------------- -------------- -------------- -------------- -------------- --------------
Liabilities
Accounts payable 2,183,774 213,606 720,126 292,206 310,967 646,869
-------------- -------------- -------------- -------------- -------------- --------------
Total 2,183,774 213,606 720,126 292,206 310,967 646,869
-------------- -------------- -------------- -------------- -------------- --------------
Net assets available
for plan benefits $364,454,178 $226,907,333 $100,871,152 $5,304,530 $15,680,877 $15,690,286
============== ============== ============== ============== ============== ==============
The accompanying notes are an integral part of the financial statements.
</TABLE>
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<PAGE>
<TABLE>
<CAPTION>
Baltimore Gas and Electric Company
Employee Savings Plan
Statement of Changes in Net Assets Available for Plan Benefits
For the Year Ended December 31, 1993
Investment Funds
Vanguard/
BGE Common Fixed Morgan
Total Stock Fund Rate Fund Growth Fund Windsor Fund Loan Fund
-------------- -------------- -------------- -------------- -------------- --------------
<S> <C> <C> <C> <C> <C> <C>
Additions and Net
Investment Activity
-------------------
Contributions:
Participant eligible
pay contributions 27,425,202 $10,845,395 $11,523,882 $1,841,762 $3,214,163 $0
Participant rollover
contributions 161,413 43,620 59,176 20,758 37,859 0
Employer matching contributions
Company stock fund 9,010,434 9,010,434 0 0 0 0
-------------- -------------- -------------- -------------- -------------- --------------
Total 36,597,049 19,899,449 11,583,058 1,862,520 3,252,022 0
-------------- -------------- -------------- -------------- -------------- --------------
Income:
Dividends
Stock funds 13,830,959 11,257,466 0 820,026 1,753,467 0
Employee stock account 3,140,040 3,140,040 0 0 0 0
Interest 7,708,127 0 7,708,127 0 0 0
Pooled funds 106,939 79,126 23,493 1,472 2,848 0
Interest on participant loans 1,521,617 0 0 0 0 1,521,617
-------------- -------------- -------------- -------------- -------------- --------------
Total 26,307,682 14,476,632 7,731,620 821,498 1,756,315 1,521,617
-------------- -------------- -------------- -------------- -------------- --------------
Participant loan repayments 0 4,237,840 2,788,867 260,156 546,953 (7,833,816)
-------------- -------------- -------------- -------------- -------------- --------------
Total 0 4,237,840 2,788,867 260,156 546,953 (7,833,816)
-------------- -------------- -------------- -------------- -------------- --------------
Participant interfund
transfers (net) 0 (4,049,036) 3,530,668 110,419 407,949 0
-------------- -------------- -------------- -------------- -------------- --------------
Total 0 (4,049,036) 3,530,668 110,419 407,949 0
-------------- -------------- -------------- -------------- -------------- --------------
(continued on next page)
</TABLE>
- 7 -
<PAGE>
<TABLE>
<CAPTION>
Baltimore Gas and Electric Compa
Employee Savings Plan
Statement of Changes in Net Assets Available for Plan Benefits
For the Year Ended December 31, 1993
(Continued)
Investment Funds
Vanguard/
BGE Common Fixed Morgan
Total Stock Fund Rate Fund Growth Fund Windsor Fund Loan Fund
-------------- -------------- -------------- -------------- -------------- --------------
<S> <C> <C> <C> <C> <C> <C>
Additions and Net
Investment Activity (Continued)
-------------------------------
Appreciation on investments:
Net appreciation
of common stock 18,922,373 18,922,373 0 0 0 0
Net appreciation
(depreciation)
of mutual funds 1,110,385 0 0 (343,005) 1,453,390 0
-------------- -------------- -------------- -------------- -------------- --------------
Total 20,032,758 18,922,373 0 (343,005) 1,453,390 0
-------------- -------------- -------------- -------------- -------------- --------------
Total additions and net
investment activity 82,937,489 53,487,258 25,634,213 2,711,588 7,416,629 (6,312,199)
-------------- -------------- -------------- -------------- -------------- --------------
Distributions:
Withdrawal and distribution
payments to participants (21,535,712) (14,125,768) (6,572,769) (160,751) (564,824) (111,600)
Loans to participants 0 (6,064,162) (3,991,658) (343,919) (876,155) 11,275,894
-------------- -------------- -------------- -------------- -------------- --------------
Total Distributions (21,535,712) (20,189,930) (10,564,427) (504,670) (1,440,979) 11,164,294
-------------- -------------- -------------- -------------- -------------- --------------
Increase in net assets 61,401,777 33,297,328 15,069,786 2,206,918 5,975,650 4,852,095
Net assets available
for plan benefits,
beginning of year 364,454,178 226,907,333 100,871,152 5,304,530 15,680,877 15,690,286
-------------- -------------- -------------- -------------- -------------- --------------
Net assets available
for plan benefits,
end of year $425,855,955 $260,204,661 $115,940,938 $7,511,448 $21,656,527 $20,542,381
============== ============== ============== ============== ============== ==============
The accompanying notes are an integral part of the financial statements.
</TABLE>
- 8 -
<PAGE>
<TABLE>
<CAPTION>
Baltimore Gas and Electric Company
Employee Savings Plan
Statement of Changes in Net Assets Available for Plan Benefits
For the Year Ended December 31, 1992
Investment Funds
Vanguard/
BGE Common Fixed Morgan
Total Stock Fund Rate Fund Growth Fund Windsor Fund Loan Fund
-------------- -------------- -------------- -------------- -------------- --------------
<S> <C> <C> <C> <C> <C> <C>
Additions and Net
Investment Activity
-------------------
Contributions:
Participant eligible
pay contributions $23,889,611 $8,911,876 $11,450,404 $1,178,619 $2,348,712 $0
Participant rollover
contributions 321,436 71,614 131,985 63,149 54,688 0
Employer matching contributions
Company stock fund 8,443,580 8,443,580 0 0 0 0
Employee stock account 6,340,246 6,340,246 0 0 0 0
-------------- -------------- -------------- -------------- -------------- --------------
Total 38,994,873 23,767,316 11,582,389 1,241,768 2,403,400 0
-------------- -------------- -------------- -------------- -------------- --------------
Income:
Dividends
Stock funds 11,338,531 10,079,400 0 273,556 985,575 0
Employee stock account 3,280,415 3,280,415 0 0 0 0
Interest 7,695,435 0 7,695,435 0 0 0
Pooled funds 121,272 90,616 26,482 1,292 2,882 0
Interest on participant loans 1,246,229 0 0 0 0 1,246,229
-------------- -------------- -------------- -------------- -------------- --------------
Total 23,681,882 13,450,431 7,721,917 274,848 988,457 1,246,229
-------------- -------------- -------------- -------------- -------------- --------------
Participant loan repayments 0 3,551,020 2,891,025 162,549 447,170 (7,051,764)
-------------- -------------- -------------- -------------- -------------- --------------
Total 0 3,551,020 2,891,025 162,549 447,170 (7,051,764)
-------------- -------------- -------------- -------------- -------------- --------------
Participant interfund
transfers (net) 0 907,814 (107,566) 97,149 (897,397) 0
-------------- -------------- -------------- -------------- -------------- --------------
Total 0 907,814 (107,566) 97,149 (897,397) 0
-------------- -------------- -------------- -------------- -------------- --------------
(continued on next page)
</TABLE>
- 9 -
<PAGE>
<TABLE>
<CAPTION>
Baltimore Gas and Electric Company
Employee Savings Plan
Statement of Changes in Net Assets Available for Plan Benefits
For the Year Ended December 31, 1992
(Continued)
Investment Funds
Vanguard/
BGE Common Fixed Morgan
Total Stock Fund Rate Fund Growth Fund Windsor Fund Loan Fund
-------------- -------------- -------------- -------------- -------------- --------------
<S> <C> <C> <C> <C> <C> <C>
Additions and Net
Investment Activity (Continued)
-------------------------------
Appreciation on investments:
Net appreciation
of common stock 6,525,933 6,525,933 0 0 0 0
Net appreciation
of mutual funds 1,317,782 0 0 167,385 1,150,397 0
-------------- -------------- -------------- -------------- -------------- --------------
Total 7,843,715 6,525,933 0 167,385 1,150,397 0
-------------- -------------- -------------- -------------- -------------- --------------
Total additions and net
investment activity 70,520,470 48,202,514 22,087,765 1,943,699 4,092,027 (5,805,535)
-------------- -------------- -------------- -------------- -------------- --------------
Distributions:
Withdrawal and distribution
payments to participants (34,252,450) (20,053,942) (12,859,263) (297,939) (650,220) (391,086)
Loan payments to
participants 0 (3,215,187) (2,633,176) (163,533) (539,942) 6,551,838
-------------- -------------- -------------- -------------- -------------- --------------
Total Distributions (34,252,450) (23,269,129) (15,492,439) (461,472) (1,190,162) 6,160,752
-------------- -------------- -------------- -------------- -------------- --------------
Increase in net assets 36,268,020 24,933,385 6,595,326 1,482,227 2,901,865 355,217
Net assets available
for plan benefits,
beginning of year 328,186,158 201,973,948 94,275,826 3,822,303 12,779,012 15,335,069
-------------- -------------- -------------- -------------- -------------- --------------
Net assets available
for plan benefits,
end of year $364,454,178 $226,907,333 $100,871,152 $5,304,530 $15,680,877 $15,690,286
============== ============== ============== ============== ============== ==============
The accompanying notes are an integral part of the financial statements.
</TABLE>
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<PAGE>
BALTIMORE GAS AND ELECTRIC COMPANY
EMPLOYEE SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
1. GENERAL DESCRIPTION OF THE PLAN
Baltimore Gas and Electric Company (the Company), has
established the Baltimore Gas and Electric Company Employee
Savings Plan (Plan) and Trust Agreement, with Bankers Trust
Company as Trustee. The Plan allows participants to contribute
up to 15% (12% prior to January 1, 1993) of their eligible pay
through regular payroll deductions, under a deferred compensation
option and/or a thrift option. Participant contributions under
the deferred compensation option are excluded from current year's
taxable income, whereas participant contributions under the
thrift option are included in current year's taxable income. The
Company contributes in cash or Company common stock, one-half of
the first 6% of eligible pay contributed by participants.
The Plan accepts rollovers of employees' eligible rollover
distributions from other qualified plans.
The Company currently maintains a corporate performance award
program, whereby employees may earn awards based on (1) the
achievement of certain Company-wide performance goals, as
determined and designated from time to time by the management of
the Company; and (2) the employees' eligible pay. At the
discretion of management, such awards may be either contributed
to the Plan in the form of Company common stock or cash for the
purchase of Company common stock and allocated to each eligible
participants' employee stock account, or paid to the eligible
employees directly in the form of cash compensation. There were
no contributions to the Plan under the corporate performance
award program for the year ended December 31, 1993. Awards
earned for Plan year ended December 31, 1991 were contributed to
the Plan during 1992 in the amount of $6,340,246.
There are four investment fund choices offered for
participant contributions: the BGE Common Stock Fund, the Fixed
Rate Fund and two mutual funds. Both mutual funds, the
Vanguard/Morgan Growth Fund ("Morgan Fund") and the Windsor Fund,
are managed by The Vanguard Group of Investment Companies. All
Company contributions are invested by the Trustee in the BGE
Common Stock Fund.
Participant and Company matching contributions are sent, not
less than once a month, to the Trustee, who invests participant
contributions as designated, either in (1) the BGE Common Stock
Fund for the purchase (in the open market) or other acquisition
(as described in Note 2) of shares of the Company's common stock;
(2) the Vanguard/Morgan Fund for the purchase of mutual fund
shares directly from The Vanguard Group of Investment Companies;
(3) the Windsor Fund for the purchase of mutual fund shares
directly from The Vanguard Group of Investment Companies; or (4)
the Fixed Rate Fund, as more fully described below.
- 11 -
<PAGE>
1. GENERAL DESCRIPTION OF THE PLAN (Continued)
Dividends and earnings received on any shares held in
participants' accounts, except for the shares of Company common
stock held in their employee stock accounts, whether in the BGE
Common Stock Fund, the Vanguard/Morgan Fund or the Windsor Fund,
are automatically used to purchase or otherwise acquire
additional shares for reinvestment in the corresponding fund, and
all earnings on each participant's investment in the Fixed Rate
Fund are automatically reinvested in that fund.
Dividends received on shares of Company common stock held in
a participant's employee stock account are invested by the
Trustee in income-producing investments. Annually, a check is
sent to the participant representing the total dividends credited
to the participant's employee stock account. Any income earned
on the dividends is not paid out annually, but is used to
purchase or otherwise acquire additional shares of Company common
stock for reinvestment in the participant's employee stock
account.
The total number of common stock or mutual fund shares
purchased for any participant depends upon: (1) the participant's
eligible pay; (2) the amount of the participant's eligible pay
that is contributed; (3) the amount of that contribution which is
designated for investment in the BGE Common Stock Fund, the
Vanguard/Morgan Fund or the Windsor Fund; (4) the amount of
Company matching contributions invested in the BGE Common Stock
Fund; (5) the amount of the corporate performance award, if any,
invested in the BGE Common Stock Fund; (6) the reinvested
dividends and earnings on each investment fund; (7) the
reinvested capital gains/losses on the Vanguard/Morgan Fund or
Windsor Fund; and (8) the price of common stock or mutual fund
shares, at the time of purchase, for each investment fund.
Amounts held in the Fixed Rate Fund are invested in contracts
issued by insurance companies or other financial institutions.
Each contract specifies a fixed rate of interest for a certain
period of time. The interest rate earned by the Fixed Rate Fund
is a weighted average of the rates under the various contracts.
The annual effective rates for the calendar years 1993 and 1992
were 7.49% and 8.31%, respectively. At December 31, 1993,
approximately 8.35% and 6.94% of net assets available for plan
benefits were invested in contracts issued by Metropolitan Life
Insurance Company and Principal Mutual Life Insurance Company
respectively. At December 31, 1992, approximately 9.53% and
5.10% of net assets available for plan benefits were invested in
contracts issued by Metropolitan Life Insurance Company and
Prudential Insurance Company of America respectively. Insurance
contracts included in the Fixed Rate Fund have been reported at
their contract value, which approximates fair market value.
- 12 -
<PAGE>
1. GENERAL DESCRIPTION OF THE PLAN (Continued)
Participants have the right, once a month, to change the
amount of their payroll deductions as well as the percentage of
their contributions being invested in each of the four investment
funds as provided in the Plan.
In addition, participants are allowed monthly to transfer the
value of their contributions, including earnings, among the four
investment funds. Furthermore, as of the beginning of the
calendar year in which participants reach age 56, they may
transfer, monthly, the value of their Company contributions and
employee stock account among the four investment funds.
Under a loan program, participants may borrow up to one-half
of their total account balance, with a minimum of $1,000 and a
maximum of $50,000. Participants may elect up to five years to
repay the loan, unless the loan is used for the purchase of a
primary residence, in which case they may elect up to thirty
years for repayment. Loans are repaid through regular payroll
deductions or by direct payments from the participants and only
one loan at a time is allowed by each participant. The interest
rate on amounts borrowed is set at the time the loan is executed
and remains in effect for the duration of the loan. The interest
rate for loans is set by the Plan Administrator and is based on
prevailing interest rates charged for similar loans by local
financial institutions.
The Plan allows participants to postpone, until withdrawal or
distribution, any income tax liability on (1) all Company
contributions; (2) participant contributions under the deferred
compensation option; and (3) earnings on their contributions and
Company contributions. Participant contributions under the
thrift option are included in current year's taxable income.
Withdrawals of thrift contributions and Company
contributions, including earnings, are allowed monthly. All
contributions held in participants' accounts are immediately 100%
vested. However, participants who withdraw unmatured basic
contributions (contributions of up to the first 6% of the
participant's eligible pay that had not remained in the Plan for
two full calendar years) are suspended from making payroll
contributions to the Plan for twelve months.
Distributions to participants who retire or terminate active
employment are automatically deferred until they either reach age
65 or cease active employment, whichever is later, unless they
request an earlier or later distribution. Generally,
participants who reach age 70 1/2 must begin receiving their Plan
distribution by April 1 of the following year, whether or not
they are actively employed. Furthermore, active employees who
attain age 59 1/2 may request to receive a distribution of their
deferred compensation account balances.
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<PAGE>
1. GENERAL DESCRIPTION OF THE PLAN (Continued)
The Plan is administered by the Manager, Staff Services
Department of the Company, as Plan Administrator. Administrative
fees charged by institutions which issue contracts for the Fixed
Rate Fund are reflected in the projected annual effective rate
earned by the fund. All other fees and expenses of the Plan,
including those of the Trustee, are currently paid by the
Company. Brokerage fees, commissions and transfer taxes
associated with the purchase, sale, or transfer of shares of
common stock for the BGE Common Stock Fund and mutual fund shares
for the two mutual funds are borne by those funds.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The Plan uses the accrual method of accounting.
Shares of common stock for participant contributions and
Company matching contributions currently are purchased for the
BGE Common Stock Fund on the open market, through new issuances
or by other acquisition. Mutual fund shares for the
Vanguard/Morgan Fund and the Windsor Fund are purchased directly
from The Vanguard Group of Investment Companies, except that the
Trustee purchases from time to time a small number of shares at
current market value from participants withdrawing from the Plan
or making interfund transfers. The cost of shares sold from the
BGE Common Stock Fund, the Vanguard/Morgan Fund and the Windsor
Fund, as a result of participant distributions, withdrawals,
interfund transfers or loans, are determined under the average
cost method.
Withdrawals and distributions to participants are recorded
when paid.
Leveraging provisions are included in the Plan, but these
provisions have not yet been utilized.
If under the corporate performance award program, the Company
makes a contribution to the Plan in the form of shares of Company
common stock, then the value of such shares allocated to a
participant's account is based on the average of the closing
prices of the Company's common stock on the New York Stock
Exchange for the twenty (20) consecutive trading days immediately
preceding the date as of which the Company makes its contribution
to the Plan. If the Company's contribution to the Plan is in the
form of cash, then the value of such shares purchased on the open
market will be the average price of all such shares purchased by
the Trustee.
Shares of common stock in the BGE Common Stock Fund held by
Bankers Trust Company are valued as of December 31, 1993 and
1992, using the closing price as reported by the "NYSE --
Composite Transactions" published in the eastern edition of The
Wall Street Journal. Mutual fund shares held in the
Vanguard/Morgan Fund and the Windsor Fund are valued as of
December 31, 1993 and 1992 using the closing prices of such
shares as reported by the "Mutual Fund Quotations" for such date
in the eastern edition of The Wall Street Journal.
- 14 -
<PAGE>
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)
The value of the Fixed Rate Fund under the various contracts
issued by insurance companies or other financial institutions is
equal to the aggregate of the net contributions and earnings
thereon.
The Trustee may keep for short periods any portion of
contributions designated for investment in any of the four
investment funds in cash or a pooled interim investment fund
consisting of short-term investments as provided by the Trust
Agreement with Bankers Trust Company, Trustee.
The Plan presents in the Statement of Changes in Net Assets
Available for Plan Benefits the net appreciation (depreciation)
in the fair value of its investments which consists of the
realized gains or losses and the unrealized appreciation
(depreciation) on those investments.
RECLASSIFICATIONS
Certain amounts in 1992 have been reclassified to be
consistent with the current year presentation.
3. SECURITIES HELD IN TRUST
Shown below are the shares, with respective market value and
cost, which were held in trust in the BGE Common Stock Fund, the
Vanguard/Morgan Fund and the Windsor Fund on December 31, 1993
and 1992.
SHARES HELD MARKET
IN TRUST VALUE COST
BGE COMMON STOCK FUND
December 31, 1993 10,047,387 $254,952,445 $187,381,268
December 31, 1992 9,543,061 $223,069,051 $169,034,809
VANGUARD/MORGAN FUND
December 31, 1993 558,763 $6,710,743 $6,830,065
December 31, 1992 419,016 $5,300,559 $5,004,494
WINDSOR FUND
December 31, 1993 1,423,382 $19,799,237 $18,352,863
December 31, 1992 1,230,665 $15,678,674 $15,440,098
4. TAX STATUS
The Company received a favorable determination letter from
the Internal Revenue Service, dated May 11, 1993, with respect to
the Plan as restated effective April 23, 1993, qualifying the
Plan as a stock bonus plan under Section 401 of the Internal
Revenue Code (Code) and an employee stock ownership plan under
Section 4975(e)(7) of the Code and exempting the Plan from
federal income tax under Section 501 of the Code.
- 15 -
<PAGE>
5. RECONCILIATION OF FINANCIAL STATEMENTS TO FORM 5500
The following is a reconciliation of net assets available for
plan benefits per the financial statements to the Form 5500:
December 31, 1993
Net assets available for plan benefits
per the financial statements $425,855,955
Amounts requested by participants for
withdrawals and distributions at
December 31, 1993 but not yet paid (1,218,624)
_____________
Net assets available for plan benefits
per the Form 5500 $424,637,331
=============
The following is a reconciliation of withdrawals and
distributions paid to participants per the financial statements
to the Form 5500:
Year ended
December 31, 1993
Withdrawals and distributions paid
to participants per the
financial statements $21,535,712
Amounts requested by participants for
withdrawals and distributions at
December 31, 1993 but not yet paid 1,218,624
_____________
Withdrawals and distributions to
participants per the Form 5500 $22,754,336
=============
Withdrawals and distributions to participants recorded on the
Form 5500 for benefit claims include amounts that have been
processed and approved for payment prior to December 31 but not
yet paid as of that date. There were no differences between the
financial statements and the Form 5500 as of December 31, 1992
and for the year then ended.
- 16 -
<PAGE>
<TABLE>
Page 1 of 3
<CAPTION>
Baltimore Gas and Electric Company (EIN 52-0280210)
Bankers Trust Company, Trustee - Baltimore Gas and Electric Company Employee Savings Plan
Schedule of Assets Held for Investment Purposes
December 31, 1993
Current Maturity
Identity of Issue Description of Asset Cost Value Date
---------------------------- ---------------------------- ------------ ------------ ----------
<S> <C> <C> <C> <C>
Group Annuity Contract with Insurance Company Guaranteed
Allstate Life Insurance Interest Contract -
Company (GA 5285) Guaranteed Interest - 7.52% $8,013,411 $8,013,411 04/01/97
Group Annuity Contract with Insurance Company Guaranteed
Allstate Life Insurance Interest Contract -
Company (GA 5518) Guaranteed Interest - 4.53% 2,203,422 2,203,422 10/01/96
Group Annuity Contract with Insurance Company Guaranteed
Metropolitan Life Insurance Interest Contract -
(11809-0) Guaranteed Interest - 9.00% 27,414,597 27,414,597 03/31/95
Group Annuity Contract with Insurance Company Guaranteed
Metropolitan Life Insurance Interest Contract -
(13307) Guaranteed Interest - 5.75% 7,975,839 7,975,839 03/31/98
Group Annuity Contract with Insurance Company Guaranteed
New York Life Interest Contract -
(06750) Guaranteed Interest - 5.15% 15,569,448 15,569,448 09/30/98
Group Annuity Contract with Insurance Company Guaranteed
Principal Mutual Interest Contract -
Guaranteed Interest - 5.85% 8,502,631 8,502,631 04/01/98
Group Annuity Contract with Insurance Company Guaranteed
Principal Mutual Interest Contract -
(4-05026-02) Guaranteed Interest - 5.17% 20,921,262 20,921,262 09/30/98
Group Annuity Contract with Insurance Company Guaranteed
Provident National Interest Contract -
Assurance Co. (027-04554) Guaranteed Interest - 8.77% 1,026,085 1,026,085 06/30/94
Group Annuity Contract with Insurance Company Guaranteed
Prudential Interest Contract - 50% 09/30/94
(7088-211) Guaranteed Interest - 6.74% 9,092,297 9,092,297 All 09/30/95
Group Annuity Contract with Insurance Company Guaranteed
Prudential Interest Contract - 50% 09/30/96
(7088-212) Guaranteed Interest - 7.44% 7,982,261 7,982,261 All 09/30/97
Group Annuity Contract with Insurance Company Guaranteed
Travelers Interest Contract -
(14576) Guaranteed Interest - 8.95% 5,711,414 5,711,414 06/30/95
</TABLE>
(Continued on next page) - 17 -
<PAGE>
<TABLE>
<CAPTION> Page 2 of 3
Baltimore Gas and Electric Company (EIN 52-0280210)
Bankers Trust Company, Trustee - Baltimore Gas and Electric Company Employee Savings Plan
Schedule of Assets Held for Investment Purposes
December 31, 1993
Current Maturity
Identity of Issue Description of Asset Cost Value Date
---------------------------- ---------------------------- ------------ ------------ ----------
<S> <C> <C> <C> <C>
*Baltimore Gas and Common Stock - no par $187,381,268 $254,952,445 -
Electric Company
Vanguard / Morgan Growth Fund Mutual Fund 6,830,065 6,710,743 -
Windsor Fund Mutual Fund 18,352,863 19,799,237 -
Loan Fund Employee Loan Fund 21,690,757 21,690,757 -
General Employee Benefit Trust Short-Term Investment Fund;
of Bankers Trust Company - Fluctuating Interest Rates;
Short-Term Investment Funds Valued at Book Value of fund
at time of purchase 3,488,741 3,488,741 -
------------ ------------
Total $352,156,361 $421,054,590
========== ==========
*Parties-in-Interest
</TABLE>
- 18 -
<PAGE>
<TABLE>
Page 3 of 3
<CAPTION>
Baltimore Gas and Electric Company (EIN 52-0280210)
Bankers Trust Company, Trustee - Baltimore Gas and Electric Company Employee Savings Plan
Schedule of Reportable Transactions
Cumulative Transactions by Issue Exceeding 5% of Portfolio Value During Plan Year 1993
Number Number
of of
Security Description Sales Proceeds Gain Purchases Cost
---------------------------- ----------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C>
Group Annuity Contract with
Principal Mutual 13 $21,397,355 $0 13 $21,311,333
Group Annuity Contract with
Principal Mutual
(4-05026-02) 1 170,572 0 4 21,091,834
*Baltimore Gas and Electric Company
Common Stock - no par 77 20,378,975 4,701,602 189 35,521,225
Directed Account
Short-Term Investment Fund
General Employee Benefit Trust 346 65,200,330 0 360 67,637,325
----------- ----------- ----------- ----------- -----------
Total 437 $107,147,232 $4,701,602 566 $145,561,717
========= ========= ========= ========= =========
*Parties-in-Interest
</TABLE>
- 19 -
