<PAGE>
                                             Registration No. 33-

=========================================================================

                   SECURITIES AND EXCHANGE COMMISSION
                         WASHINGTON, D.C. 20549
                        ________________________
                                    
                                Form S-8
                         REGISTRATION STATEMENT
                                  Under
                       THE SECURITIES ACT OF 1933
                         _______________________
                                    
                   Baltimore Gas and Electric Company
         (Exact Name of Registrant as Specified in its Charter)
                                    
             Maryland                             52-0280210
     (State of Incorporation)        (I.R.S. Employer Identification No.)
      39 W. Lexington Street
       Baltimore, Maryland                          21201
(Address of Principal Executive Offices)          (Zip Code)

                         _______________________
                                    
                   Baltimore Gas and Electric Company
                      1995 Long-Term Incentive Plan
                        (Full Title of the Plan)
                         ______________________
                                    
                              C. W. Shivery
                             Vice President
                         39 W. Lexington Street
                        Baltimore, Maryland 21201
                 (Name and Address of Agent for Service)
                         _______________________
                                    
                               410-234-5511
      (Telephone Number, including Area Code, of Agent for Service)
                        ________________________
                                    
                     CALCULATION OF REGISTRATION FEE
=========================================================================
               |             |  Proposed  |    Proposed   |
Title of       |             |  maximum   |    maximum    |
securities     |   Amount    |  offering  |   aggregate   |  Amount of
to be          |   to be     |   price    |    offering   | registration
registered     | registered  | per share  |     price     |     fee

 ------------------------------------------------------------------------
 Common Stock  |  3,000,000  | $24 1/4 *  |  $72,750,000  |   $25,086
 (without par  |    Shares   |            |               |
     value)    |             |            |               |
 =======================================================================
    *  Inserted  solely for the purpose of calculating  the  registration
    fee;  computed on the basis of the average of the reported  high  and
    low   sales   prices   on  the  New  York  Stock   Exchange-Composite
    Transactions on May 18, 1995, as reported in THE WALL STREET  JOURNAL
    pursuant to Rule 457 (c).
=========================================================================
<PAGE>
                             PART II

       INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3. Incorporation of Documents by Reference.

     The following documents, filed by Baltimore Gas and Electric
Company ("BGE") with the Securities and Exchange Commission under
the  Securities  Exchange  Act of 1934  (File  No.  1-1910),  are
incorporated  in this Registration Statement by reference  as  of
their respective dates of filing and shall be deemed to be a part
hereof:

     (a)  BGE's  Annual Report on Form 10-K for the  fiscal  year
ended December 31, 1994 (the "1994 Form 10-K").

    (b) BGE's Quarterly Report on Form 10-Q for the quarter ended
March 31, 1995.

     (c)  "Description of Common Stock" on pages 1 and 2 of BGE's
Form  8-A  dated  April 19, 1974, as amended by a  Form  8  dated
January 25, 1990.

     All documents filed by BGE pursuant to Section 13(a), 13(c),
14 or 15(d) of the Securities Exchange Act of 1934 after the date
of  this  Registration Statement and prior to the termination  of
the offering of the securities offered hereby shall be deemed  to
be  incorporated by reference in this Registration Statement  and
to be a part hereof from the date of filing of such documents.

Item 5. Experts.

      The   consolidated   balance  sheets  and   statements   of
capitalization  as  of  December  31,  1994  and  1993  and   the
consolidated   statements   of   income,   cash   flows,   common
shareholders' equity and taxes for each of the three years in the
period  ended  December 31, 1994, and the consolidated  financial
statement schedules listed in Item 14(a)(1) and (2) of  the  1994
Form   10-K   incorporated  by  reference  in  this  Registration
Statement  from the 1994 Form 10-K have been incorporated  herein
in   reliance  on  the  report,  which  includes  an  explanatory
paragraph  related  to the recoverability of  replacement  energy
costs,  of  Coopers  &  Lybrand L.L.P., independent  accountants,
given on the authority of that firm as experts in accounting  and
auditing.

Item 6. Indemnification of Directors and Officers.

      The  following description of indemnification allowed under
Maryland  statutory  law  is a summary  rather  than  a  complete
description.   Reference  is  made  to  Section  2-418   of   the
Corporations  and Associations Article of the Maryland  Annotated
Code,  which  is  incorporated  herein  by  reference,  and   the
following summary is qualified in its entirety by such reference.


                         II-1

<PAGE>

      By a Maryland statute, a Maryland corporation may indemnify
any director who was or is a party or is threatened to be made  a
party  to any threatened, pending, or completed action,  suit  or
proceeding,   whether   civil,   criminal,   administrative    or
investigative ("Proceeding") by reason of the fact that he  is  a
present or former director of the corporation and any person who,
while  a  director of the corporation, is or was serving  at  the
request  of  the  corporation  as a director,  officer,  partner,
trustee,  employee, or agent of another corporation, partnership,
joint venture, trust, other enterprise, or employee benefit  plan
("Director").   Such  indemnification may be  against  judgments,
penalties,  fines,  settlements and reasonable expenses  actually
incurred  by him in connection with the Proceeding unless  it  is
proven  that (a) the act or omission of the Director was material
to  the cause of action adjudicated in the Proceeding and (i) was
committed  in  bad faith, or (ii) was the result  of  active  and
deliberate  dishonesty; or (b) the Director actually received  an
improper personal benefit in money, property, or services; or (c)
in  the  case of any criminal action or proceeding, the  Director
had reasonable cause to believe his act or omission was unlawful.
However,  the  corporation  may not  indemnify  any  Director  in
connection  with  a  Proceeding  by  or  in  the  right  of   the
corporation if the Director has been adjudged to be liable to the
corporation.   A Director or officer who has been  successful  in
the   defense  of  any  Proceeding  described  above   shall   be
indemnified  against reasonable expenses incurred  in  connection
with  the  Proceeding.   The  corporation  may  not  indemnify  a
Director  in respect of any Proceeding charging improper personal
benefits to the Director in which the Director was adjudged to be
liable   on  the  basis  that  personal  benefit  was  improperly
received.   Notwithstanding  the above  provisions,  a  court  of
appropriate  jurisdiction, upon application of  the  Director  or
officer may order  indemnification if it  determines that in view
of  all  the  relevant circumstances, the Director or officer  is
fairly  and  reasonably  entitled  to  indemnification;  however,
indemnification with respect to any Proceeding by or in the right
of  the  corporation or in which liability was  adjudged  on  the
basis  that  personal benefit was improperly  received  shall  be
limited  to  expenses.   A  corporation  may  advance  reasonable
expenses  to a Director under certain circumstances, including  a
written undertaking by or on behalf of such Director to repay the
amount if it shall ultimately be determined that the standard  of
conduct necessary for indemnification by the corporation has  not
been met.

      A  corporation  may indemnify and advance  expenses  to  an
officer  of  the  corporation to the  same  extent  that  it  may
indemnify Directors under the statute.

      The indemnification and advancement of expenses provided or
authorized  by  this statute may not be deemed exclusive  of  any
other  rights,  by  indemnification  or  otherwise,  to  which  a
Director or officer may be entitled under the charter, by-laws, a
resolution   of  shareholders  or  directors,  an  agreement   or
otherwise.


                          II-2

<PAGE>

      A corporation may purchase and maintain insurance on behalf
of any person who is or was a Director or officer, whether or not
the  corporation would have the power to indemnify a Director  or
officer against liability under the provision of this section  of
Maryland  law.   Further,  a  corporation  may  provide   similar
protection,  including a trust fund, letter of credit  or  surety
bond, not inconsistent with the statute.

     Article IV of the BGE's By-Laws reads as follows:

           "Each person made or threatened to be made a party  to
     an  action,  suit  or proceeding, whether  civil,  criminal,
     administrative or investigative, by reason of the fact  that
     such  person is or was a director or officer of the Company,
     or,  at  its  request, is or was a director  or  officer  of
     another corporation, shall be indemnified by the Company (to
     the  extent  indemnification is not  otherwise  provided  by
     insurance)  against the liabilities, costs and  expenses  of
     every  kind  actually and reasonably incurred by  him  as  a
     result  of  such action, suit or proceeding, or  any  threat
     thereof or any appeal thereon, but in each case only if  and
     to   the  extent  permissible  under  applicable  common  or
     statutory  law,  state or federal.  The foregoing  indemnity
     shall  not be inclusive of other rights to which such person
     may be entitled."

      The Directors and officers of the Registrant are covered by
insurance  indemnifying  them against certain  liabilities  which
might  be incurred by them in their capacities as such, including
certain  liabilities arising under the Securities  Act  of  1933.
The premium for this insurance is paid by the Registrant.

Item 8. Exhibits.

      Reference is made to the Exhibit Index filed as a  part  of
this Registration Statement.

Item 9.   Undertakings.

(a)  The undersigned Registrant hereby undertakes:

    (1)   To file, during any period in which offers or sales are
    being  made,  a post-effective amendment to this Registration
    Statement:

         (i)   To  include  any  prospectus required  by  Section
         10(a)(3) of the Securities Act of 1933;
        
         (ii)  To  reflect in the prospectus any facts or  events
         arising  after  the effective date of  the  Registration
         Statement  (or the most recent post-effective  amendment
         thereof)   which,  individually  or  in  the  aggregate,
         represent  a  fundamental change in the information  set
         forth in the Registration Statement;


                         II-3

<PAGE>
         
         (iii) To include  any material information  with respect
         to  the  plan of distribution  not  previously disclosed
         in the Registration Statement or any  material change to
         such information in the Registration Statement;

               Provided,  however, that paragraphs (a)(1)(i)  and
    (a)(1)(ii) do not apply if the Registration Statement  is  on
    Form  S-3,  Form  S-8,  or  Form  F-3,  and  the  information
    required  to  be  included in a post-effective  amendment  by
    those paragraphs is contained in periodic reports filed  with
    or  furnished  to the Securities and Exchange  Commission  by
    the  Registrant  pursuant to Section 13 or Section  15(d)  of
    the Securities Exchange Act of 1934 that are incorporated  by
    reference in the Registration Statement.
    
    (2)   That,  for  the  purpose of determining  any  liability
    under  the  Securities Act of 1933, each such  post-effective
    amendment  shall be deemed to be a new Registration Statement
    relating  to the securities offered therein, and the offering
    of  such  securities at that time shall be deemed to  be  the
    initial bona fide offering thereof.

    (3)   To  remove  from  registration  by  means  of  a  post-
    effective  amendment any of the securities  being  registered
    which remain unsold at the termination of the offering.
    
    (4)   If the registrant is a foreign private issuer, to  file
    a  post-effective amendment to the Registration Statement  to
    include any financial statements required by Regulation  3-19
    of  Regulation  S-X at the start of any delayed  offering  or
    throughout a continuous offering.

(b)  The  undersigned  Registrant  hereby  undertakes  that,  for
purposes of determining any liability under the Securities Act of
1933,  each filing of the Registrant's annual report pursuant  to
Section 13(a) or Section 15(d) of the Securities Exchange Act  of
1934  (and, where applicable, each filing of an employee  benefit
plan's  annual report pursuant to Section 15(d) of the Securities
Exchange  Act of 1934) that is incorporated by reference  in  the
Registration  Statement shall be deemed to be a new  Registration
Statement  relating to the securities offered  therein,  and  the
offering  of such securities at that time shall be deemed  to  be
the initial bona fide offering thereof.

(c)  Insofar as indemnification for liabilities arising under the
Securities  Act  of 1933 may be permitted to Directors,  officers
and  controlling  persons  of  the  Registrant  pursuant  to  the
foregoing  provisions,  or otherwise,  the  Registrant  has  been
advised  that  in  the  opinion of the  Securities  and  Exchange
Commission,  such  indemnification is against  public  policy  as
expressed  in the Act and is, therefore, unenforceable.   In  the
event  that  a claim for indemnification against such liabilities
(other than the payment by the Registrant of expenses incurred or
paid  by  a  Director,  officer  or  controlling  person  of  the


                          II-4

<PAGE>

Registrant  in  the  successful defense of any  action,  suit  or
proceeding)  is asserted by such Director, officer or controlling
person  in  connection with the securities being registered,  the
Registrant will, unless in the opinion of its counsel the  matter
has  been settled by controlling precedent, submit to a court  of
appropriate    jurisdiction    the    question    whether    such
indemnification  by it is against public policy as  expressed  in
the  Act  and will be governed by the final adjudication of  such
issue.


                              II-5

<PAGE>

                           SIGNATURES
                                
      Pursuant to the requirements of the Securities Act of 1933,
Baltimore  Gas  and  Electric Company, the Registrant,  certifies
that  it has reasonable grounds to believe that it meets  all  of
the  requirements for filing on Form S-8 and has duly caused this
Registration  Statement  to  be  signed  on  its  behalf  by  the
undersigned, thereunto duly authorized, in the City of Baltimore,
State of Maryland on the 23rd day of May, 1995.

                              BALTIMORE GAS AND ELECTRIC COMPANY
                              (Registrant)

                                      /s/ C. W. Shivery
                              By: ______________________________
                                  C. W. Shivery, Vice President

      Pursuant to the requirements of the Securities Act of 1933,
this  Registration  Statement  has  been  signed  below  by   the
following persons in the capacities and on the dates indicated.

  Signature                    Title               Date
  _________                    _____               ____

Principal executive
officer and director:

* C. H. Poindexter       Chairman of the          May 23, 1995
                         Board and Director

Principal financial and
accounting officer:

/s/ C. W. Shivery
_____________________    Vice President           May 23, 1995
   C. W. Shivery
    
Directors:
     * H. Furlong Baldwin
     * Beverly B. Byron
     * J. Owen Cole
     * Dan A. Colussy
     * Edward A. Crooke
     * James R. Curtiss
     * Jerome W. Geckle                           May 23, 1995
     * Martin L. Grass
     * Freeman A. Hrabowski III
     * Nancy Lampton
     * George V. McGowan
     * George L. Russell, Jr.
     * Michael D. Sullivan

              /s/ C. W. Shivery
* By: __________________________________
       C. W. Shivery, Attorney-in-Fact


                         II-6

<PAGE>

                          EXHIBIT INDEX
                                
                                
Exhibit
Number
_______

4(a) *   -     Charter of  Baltimore  Gas and  Electric  Company,
               restated  as  of April 25, 1995.  (Designated   as
               Exhibit  3(a) to  the  Form  10-Q  for the quarter
               ended March 31, 1995, File No. 1-1910.)

4(b) *    -    Baltimore  Gas and Electric Company 1995 Long-Term
               Incentive Plan.  (Designated  as  Exhibit 10(c) to
               the Annual Report on Form 10-K for the fiscal year
               ended December 31, 1994, File No. 1-1910.)

4(c) *    -    Form of Common  Stock Certificate.  (Designated as
               Exhibit  4  to  Form  S-3  Registration Statement,
               Registration No. 33-57658.)

5         -    Opinion of Company Counsel as to legality.

23        -    Consent  of  Coopers & Lybrand L.L.P., Independent
               Certified Public Accountants.

24        -    Power of Attorney.

99 *      -    Corporations and  Associations Article, Section  2-
               418    of   the   Annotated   Code   of   Maryland.
               (Designated as Exhibit 28(b)  to the Annual  Report
               on  Form  10-K  for the fiscal year ended  December
               31, 1987, File No. 1-1910.)

_____________________________

* Incorporated by reference.



                             II-7
[{"type": "S-8", "sequence": "1", "description": "BGE 1995 LT INCENTIVE PLAN", "secsgml_size_bytes": 18762}]
Registration No. 33-

=========================================================================

                   SECURITIES AND EXCHANGE COMMISSION
                         WASHINGTON, D.C. 20549
                        ________________________
                                    
                                Form S-8
                         REGISTRATION STATEMENT
                                  Under
                       THE SECURITIES ACT OF 1933
                         _______________________
                                    
                   Baltimore Gas and Electric Company
         (Exact Name of Registrant as Specified in its Charter)
                                    
             Maryland                             52-0280210
     (State of Incorporation)        (I.R.S. Employer Identification No.)
      39 W. Lexington Street
       Baltimore, Maryland                          21201
(Address of Principal Executive Offices)          (Zip Code)

                         _______________________
                                    
                   Baltimore Gas and Electric Company
                      1995 Long-Term Incentive Plan
                        (Full Title of the Plan)
                         ______________________
                                    
                              C. W. Shivery
                             Vice President
                         39 W. Lexington Street
                        Baltimore, Maryland 21201
                 (Name and Address of Agent for Service)
                         _______________________
                                    
                               410-234-5511
      (Telephone Number, including Area Code, of Agent for Service)
                        ________________________
                                    
                     CALCULATION OF REGISTRATION FEE
=========================================================================
               |             |  Proposed  |    Proposed   |
Title of       |             |  maximum   |    maximum    |
securities     |   Amount    |  offering  |   aggregate   |  Amount of
to be          |   to be     |   price    |    offering   | registration
registered     | registered  | per share  |     price     |     fee

 ------------------------------------------------------------------------
 Common Stock  |  3,000,000  | $24 1/4 *  |  $72,750,000  |   $25,086
 (without par  |    Shares   |            |               |
     value)    |             |            |               |
 =======================================================================
    *  Inserted  solely for the purpose of calculating  the  registration
    fee;  computed on the basis of the average of the reported  high  and
    low   sales   prices   on  the  New  York  Stock   Exchange-Composite
    Transactions on May 18, 1995, as reported in THE WALL STREET  JOURNAL
    pursuant to Rule 457 (c).
=========================================================================
PART II

       INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3. Incorporation of Documents by Reference.

     The following documents, filed by Baltimore Gas and Electric
Company ("BGE") with the Securities and Exchange Commission under
the  Securities  Exchange  Act of 1934  (File  No.  1-1910),  are
incorporated  in this Registration Statement by reference  as  of
their respective dates of filing and shall be deemed to be a part
hereof:

     (a)  BGE's  Annual Report on Form 10-K for the  fiscal  year
ended December 31, 1994 (the "1994 Form 10-K").

    (b) BGE's Quarterly Report on Form 10-Q for the quarter ended
March 31, 1995.

     (c)  "Description of Common Stock" on pages 1 and 2 of BGE's
Form  8-A  dated  April 19, 1974, as amended by a  Form  8  dated
January 25, 1990.

     All documents filed by BGE pursuant to Section 13(a), 13(c),
14 or 15(d) of the Securities Exchange Act of 1934 after the date
of  this  Registration Statement and prior to the termination  of
the offering of the securities offered hereby shall be deemed  to
be  incorporated by reference in this Registration Statement  and
to be a part hereof from the date of filing of such documents.

Item 5. Experts.

      The   consolidated   balance  sheets  and   statements   of
capitalization  as  of  December  31,  1994  and  1993  and   the
consolidated   statements   of   income,   cash   flows,   common
shareholders' equity and taxes for each of the three years in the
period  ended  December 31, 1994, and the consolidated  financial
statement schedules listed in Item 14(a)(1) and (2) of  the  1994
Form   10-K   incorporated  by  reference  in  this  Registration
Statement  from the 1994 Form 10-K have been incorporated  herein
in   reliance  on  the  report,  which  includes  an  explanatory
paragraph  related  to the recoverability of  replacement  energy
costs,  of  Coopers  &  Lybrand L.L.P., independent  accountants,
given on the authority of that firm as experts in accounting  and
auditing.

Item 6. Indemnification of Directors and Officers.

      The  following description of indemnification allowed under
Maryland  statutory  law  is a summary  rather  than  a  complete
description.   Reference  is  made  to  Section  2-418   of   the
Corporations  and Associations Article of the Maryland  Annotated
Code,  which  is  incorporated  herein  by  reference,  and   the
following summary is qualified in its entirety by such reference.

                         II-1
By a Maryland statute, a Maryland corporation may indemnify
any director who was or is a party or is threatened to be made  a
party  to any threatened, pending, or completed action,  suit  or
proceeding,   whether   civil,   criminal,   administrative    or
investigative ("Proceeding") by reason of the fact that he  is  a
present or former director of the corporation and any person who,
while  a  director of the corporation, is or was serving  at  the
request  of  the  corporation  as a director,  officer,  partner,
trustee,  employee, or agent of another corporation, partnership,
joint venture, trust, other enterprise, or employee benefit  plan
("Director").   Such  indemnification may be  against  judgments,
penalties,  fines,  settlements and reasonable expenses  actually
incurred  by him in connection with the Proceeding unless  it  is
proven  that (a) the act or omission of the Director was material
to  the cause of action adjudicated in the Proceeding and (i) was
committed  in  bad faith, or (ii) was the result  of  active  and
deliberate  dishonesty; or (b) the Director actually received  an
improper personal benefit in money, property, or services; or (c)
in  the  case of any criminal action or proceeding, the  Director
had reasonable cause to believe his act or omission was unlawful.
However,  the  corporation  may not  indemnify  any  Director  in
connection  with  a  Proceeding  by  or  in  the  right  of   the
corporation if the Director has been adjudged to be liable to the
corporation.   A Director or officer who has been  successful  in
the   defense  of  any  Proceeding  described  above   shall   be
indemnified  against reasonable expenses incurred  in  connection
with  the  Proceeding.   The  corporation  may  not  indemnify  a
Director  in respect of any Proceeding charging improper personal
benefits to the Director in which the Director was adjudged to be
liable   on  the  basis  that  personal  benefit  was  improperly
received.   Notwithstanding  the above  provisions,  a  court  of
appropriate  jurisdiction, upon application of  the  Director  or
officer may order  indemnification if it  determines that in view
of  all  the  relevant circumstances, the Director or officer  is
fairly  and  reasonably  entitled  to  indemnification;  however,
indemnification with respect to any Proceeding by or in the right
of  the  corporation or in which liability was  adjudged  on  the
basis  that  personal benefit was improperly  received  shall  be
limited  to  expenses.   A  corporation  may  advance  reasonable
expenses  to a Director under certain circumstances, including  a
written undertaking by or on behalf of such Director to repay the
amount if it shall ultimately be determined that the standard  of
conduct necessary for indemnification by the corporation has  not
been met.

      A  corporation  may indemnify and advance  expenses  to  an
officer  of  the  corporation to the  same  extent  that  it  may
indemnify Directors under the statute.

      The indemnification and advancement of expenses provided or
authorized  by  this statute may not be deemed exclusive  of  any
other  rights,  by  indemnification  or  otherwise,  to  which  a
Director or officer may be entitled under the charter, by-laws, a
resolution   of  shareholders  or  directors,  an  agreement   or
otherwise.

                          II-2
A corporation may purchase and maintain insurance on behalf
of any person who is or was a Director or officer, whether or not
the  corporation would have the power to indemnify a Director  or
officer against liability under the provision of this section  of
Maryland  law.   Further,  a  corporation  may  provide   similar
protection,  including a trust fund, letter of credit  or  surety
bond, not inconsistent with the statute.

     Article IV of the BGE's By-Laws reads as follows:

           "Each person made or threatened to be made a party  to
     an  action,  suit  or proceeding, whether  civil,  criminal,
     administrative or investigative, by reason of the fact  that
     such  person is or was a director or officer of the Company,
     or,  at  its  request, is or was a director  or  officer  of
     another corporation, shall be indemnified by the Company (to
     the  extent  indemnification is not  otherwise  provided  by
     insurance)  against the liabilities, costs and  expenses  of
     every  kind  actually and reasonably incurred by  him  as  a
     result  of  such action, suit or proceeding, or  any  threat
     thereof or any appeal thereon, but in each case only if  and
     to   the  extent  permissible  under  applicable  common  or
     statutory  law,  state or federal.  The foregoing  indemnity
     shall  not be inclusive of other rights to which such person
     may be entitled."

      The Directors and officers of the Registrant are covered by
insurance  indemnifying  them against certain  liabilities  which
might  be incurred by them in their capacities as such, including
certain  liabilities arising under the Securities  Act  of  1933.
The premium for this insurance is paid by the Registrant.

Item 8. Exhibits.

      Reference is made to the Exhibit Index filed as a  part  of
this Registration Statement.

Item 9.   Undertakings.

(a)  The undersigned Registrant hereby undertakes:

    (1)   To file, during any period in which offers or sales are
    being  made,  a post-effective amendment to this Registration
    Statement:

         (i)   To  include  any  prospectus required  by  Section
         10(a)(3) of the Securities Act of 1933;
        
         (ii)  To  reflect in the prospectus any facts or  events
         arising  after  the effective date of  the  Registration
         Statement  (or the most recent post-effective  amendment
         thereof)   which,  individually  or  in  the  aggregate,
         represent  a  fundamental change in the information  set
         forth in the Registration Statement;

                         II-3
(iii) To include  any material information  with respect
         to  the  plan of distribution  not  previously disclosed
         in the Registration Statement or any  material change to
         such information in the Registration Statement;

               Provided,  however, that paragraphs (a)(1)(i)  and
    (a)(1)(ii) do not apply if the Registration Statement  is  on
    Form  S-3,  Form  S-8,  or  Form  F-3,  and  the  information
    required  to  be  included in a post-effective  amendment  by
    those paragraphs is contained in periodic reports filed  with
    or  furnished  to the Securities and Exchange  Commission  by
    the  Registrant  pursuant to Section 13 or Section  15(d)  of
    the Securities Exchange Act of 1934 that are incorporated  by
    reference in the Registration Statement.
    
    (2)   That,  for  the  purpose of determining  any  liability
    under  the  Securities Act of 1933, each such  post-effective
    amendment  shall be deemed to be a new Registration Statement
    relating  to the securities offered therein, and the offering
    of  such  securities at that time shall be deemed to  be  the
    initial bona fide offering thereof.

    (3)   To  remove  from  registration  by  means  of  a  post-
    effective  amendment any of the securities  being  registered
    which remain unsold at the termination of the offering.
    
    (4)   If the registrant is a foreign private issuer, to  file
    a  post-effective amendment to the Registration Statement  to
    include any financial statements required by Regulation  3-19
    of  Regulation  S-X at the start of any delayed  offering  or
    throughout a continuous offering.

(b)  The  undersigned  Registrant  hereby  undertakes  that,  for
purposes of determining any liability under the Securities Act of
1933,  each filing of the Registrant's annual report pursuant  to
Section 13(a) or Section 15(d) of the Securities Exchange Act  of
1934  (and, where applicable, each filing of an employee  benefit
plan's  annual report pursuant to Section 15(d) of the Securities
Exchange  Act of 1934) that is incorporated by reference  in  the
Registration  Statement shall be deemed to be a new  Registration
Statement  relating to the securities offered  therein,  and  the
offering  of such securities at that time shall be deemed  to  be
the initial bona fide offering thereof.

(c)  Insofar as indemnification for liabilities arising under the
Securities  Act  of 1933 may be permitted to Directors,  officers
and  controlling  persons  of  the  Registrant  pursuant  to  the
foregoing  provisions,  or otherwise,  the  Registrant  has  been
advised  that  in  the  opinion of the  Securities  and  Exchange
Commission,  such  indemnification is against  public  policy  as
expressed  in the Act and is, therefore, unenforceable.   In  the
event  that  a claim for indemnification against such liabilities
(other than the payment by the Registrant of expenses incurred or
paid  by  a  Director,  officer  or  controlling  person  of  the

                          II-4
Registrant  in  the  successful defense of any  action,  suit  or
proceeding)  is asserted by such Director, officer or controlling
person  in  connection with the securities being registered,  the
Registrant will, unless in the opinion of its counsel the  matter
has  been settled by controlling precedent, submit to a court  of
appropriate    jurisdiction    the    question    whether    such
indemnification  by it is against public policy as  expressed  in
the  Act  and will be governed by the final adjudication of  such
issue.

                              II-5
SIGNATURES
                                
      Pursuant to the requirements of the Securities Act of 1933,
Baltimore  Gas  and  Electric Company, the Registrant,  certifies
that  it has reasonable grounds to believe that it meets  all  of
the  requirements for filing on Form S-8 and has duly caused this
Registration  Statement  to  be  signed  on  its  behalf  by  the
undersigned, thereunto duly authorized, in the City of Baltimore,
State of Maryland on the 23rd day of May, 1995.

                              BALTIMORE GAS AND ELECTRIC COMPANY
                              (Registrant)

                                      /s/ C. W. Shivery
                              By: ______________________________
                                  C. W. Shivery, Vice President

      Pursuant to the requirements of the Securities Act of 1933,
this  Registration  Statement  has  been  signed  below  by   the
following persons in the capacities and on the dates indicated.

  Signature                    Title               Date
  _________                    _____               ____

Principal executive
officer and director:

* C. H. Poindexter       Chairman of the          May 23, 1995
                         Board and Director

Principal financial and
accounting officer:

/s/ C. W. Shivery
_____________________    Vice President           May 23, 1995
   C. W. Shivery
    
Directors:
     * H. Furlong Baldwin
     * Beverly B. Byron
     * J. Owen Cole
     * Dan A. Colussy
     * Edward A. Crooke
     * James R. Curtiss
     * Jerome W. Geckle                           May 23, 1995
     * Martin L. Grass
     * Freeman A. Hrabowski III
     * Nancy Lampton
     * George V. McGowan
     * George L. Russell, Jr.
     * Michael D. Sullivan

              /s/ C. W. Shivery
* By: __________________________________
       C. W. Shivery, Attorney-in-Fact

                         II-6
EXHIBIT INDEX
                                
                                
Exhibit
Number
_______

4(a) *   -     Charter of  Baltimore  Gas and  Electric  Company,
               restated  as  of April 25, 1995.  (Designated   as
               Exhibit  3(a) to  the  Form  10-Q  for the quarter
               ended March 31, 1995, File No. 1-1910.)

4(b) *    -    Baltimore  Gas and Electric Company 1995 Long-Term
               Incentive Plan.  (Designated  as  Exhibit 10(c) to
               the Annual Report on Form 10-K for the fiscal year
               ended December 31, 1994, File No. 1-1910.)

4(c) *    -    Form of Common  Stock Certificate.  (Designated as
               Exhibit  4  to  Form  S-3  Registration Statement,
               Registration No. 33-57658.)

5         -    Opinion of Company Counsel as to legality.

23        -    Consent  of  Coopers & Lybrand L.L.P., Independent
               Certified Public Accountants.

24        -    Power of Attorney.

99 *      -    Corporations and  Associations Article, Section  2-
               418    of   the   Annotated   Code   of   Maryland.
               (Designated as Exhibit 28(b)  to the Annual  Report
               on  Form  10-K  for the fiscal year ended  December
               31, 1987, File No. 1-1910.)

_____________________________

* Incorporated by reference.

                             II-7