-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, CP4XTjdKgeT24wqX2asmYjGaqZr3ZfMpYNh0TjOJMLxf9ouvO3+ZE4MMbb9qnssj qxV6A//zwCqOQuWFh7Yzhw== 0000009466-94-000013.txt : 19940706 0000009466-94-000013.hdr.sgml : 19940706 ACCESSION NUMBER: 0000009466-94-000013 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19931231 FILED AS OF DATE: 19940628 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BALTIMORE GAS & ELECTRIC CO CENTRAL INDEX KEY: 0000009466 STANDARD INDUSTRIAL CLASSIFICATION: 4931 IRS NUMBER: 520280210 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-01910 FILM NUMBER: 94536027 BUSINESS ADDRESS: STREET 1: GAS & ELECTRIC BLDG STREET 2: CHARLES CTR CITY: BALTIMORE STATE: MD ZIP: 21201 BUSINESS PHONE: 4107835920 - - -----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, IpcrjhoAcSDPyLMfp1P0WIY5TFr9hsgH9G/IVSNGB8oVViOUlX6a4bRCxcPAO8/m B7LV9tp4wrcom3udpkLOqQ== 0000009466-94-000013.txt : 19940701 0000009466-94-000013.hdr.sgml : 19940701 ACCESSION NUMBER: 0000009466-94-000013 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19931231 FILED AS OF DATE: 19940628 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BALTIMORE GAS & ELECTRIC CO CENTRAL INDEX KEY: 0000009466 STANDARD INDUSTRIAL CLASSIFICATION: 4931 IRS NUMBER: 520280210 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-01910 FILM NUMBER: 94536027 BUSINESS ADDRESS: STREET 1: GAS & ELECTRIC BLDG STREET 2: CHARLES CTR CITY: BALTIMORE STATE: MD ZIP: 21201 BUSINESS PHONE: 4107835920 11-K 1 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 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 - 2 - 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 - 3 - 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 - 4 -
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 -------------- -------------- -------------- -------------- -------------- -------------- 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.
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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 -------------- -------------- -------------- -------------- -------------- -------------- 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.
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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 -------------- -------------- -------------- -------------- -------------- -------------- 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)
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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 -------------- -------------- -------------- -------------- -------------- -------------- 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.
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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 -------------- -------------- -------------- -------------- -------------- -------------- 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)
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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 -------------- -------------- -------------- -------------- -------------- -------------- 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.
- 10 - 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 - 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 - 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. - 13 - 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 - 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 - 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 1 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 ---------------------------- ---------------------------- ------------ ------------ ---------- 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
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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 ---------------------------- ---------------------------- ------------ ------------ ---------- *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
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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 ---------------------------- ----------- ----------- ----------- ----------- ----------- 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
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