UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported):  December 20, 2010

 

Commission
File Number

 

Exact name of registrant as specified in its charter

 

IRS Employer
Identification No.

 

 

 

 

 

1-12869

 

CONSTELLATION ENERGY GROUP, INC.

 

52-1964611

 

MARYLAND

(State of Incorporation of registrant)

 

100 CONSTELLATION WAY, BALTIMORE, MARYLAND

 

21202

(Address of principal executive office)

 

(Zip Code)

 

410-470-2800

(Registrant’s telephone number, including area code)

 

NOT APPLICABLE

 (Former name, former address

and former fiscal year, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Item 7.01.              Regulation FD Disclosure

 

On December 20, 2010, Mayo A. Shattuck III, Chairman, President and Chief Executive Officer of Constellation Energy Group, Inc. issued the employee communication attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

Forward-Looking Statements.  We make statements in this report and the exhibits incorporated herein by reference that are considered forward-looking statements within the meaning of the Securities Exchange Act of 1934.  Such forward-looking statements include those regarding earnings estimates, strategy implementation and financial and operating performance.  These statements are not guarantees of future performance and are subject to risks, uncertainties, and other important factors that could cause actual performance or achievements to be materially different from those we project. For a full discussion of these risks, uncertainties and factors, we encourage you to read our documents on file with the Securities and Exchange Commission, including the disclosures set forth in our periodic reports under the forward-looking statements and risk factors sections.  Except as required by law, we do not intend to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

 

Item 9.01.              Financial Statements and Exhibits

 

(d)           Exhibits

 

Exhibit No.

 

Description

 

 

 

99.1

 

Employee Communication from Mayo A. Shattuck III.

 

2



 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934 the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

 

 

 

CONSTELLATION ENERGY GROUP, INC.

 

(Registrant)

 

 

 

 

 

Date:

December 20, 2010

 

/s/ Charles A. Berardesco

 

Charles A. Berardesco

 

Senior Vice President and General Counsel

 

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EXHIBIT INDEX

 

Exhibit No.

 

Description

 

 

 

99.1

 

Employee Communication from Mayo A. Shattuck III.

 

4