Exhibit 8

                     [Letterhead of Sullivan & Cromwell LLP]






                                                              August 5, 2003

Baltimore Gas and Electric Company
BGE Capital Trust II
39 W. Lexington Street
Baltimore, MD  21201

Ladies and Gentlemen:

     As special tax counsel to BGE Capital Trust II and Baltimore Gas and
Electric Company in connection with the issuance of $250,000,000 aggregate
liquidation amount of the Cumulative Trust Preferred Securities, as described in
the Registration Statement dated August 5, 2003, we hereby confirm to you our
opinion as set forth under the heading "United States Federal Income Tax
Consequences" in such Registration Statement, subject to the limitations set
forth therein.

     We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and to the reference to us under the heading "United
States Federal Income Tax Consequences" in the Registration Statement. In giving
such consent, we do not thereby admit that we are in the category of persons
whose consent is required under Section 7 of the Securities Act of 1933.


                                                  Very truly yours,


                                                  /s/ Sullivan & Cromwell LLP