Exhibit 10(f)


 





 


November 30,
2007


 


Brenda
Boultwood


2109 Broadway


Apt. 12-144


New
York, NY  10023


bboultwood@gmail.com


(347)
562-2066


 


Brenda:


 


On
behalf of Constellation Energy, I am pleased to confirm our offer of employment
to you as Senior Vice President — Chief Risk Officer reporting to John Collins,
with an anticipated start date of January 7, 2008.  All of us who have met with you are convinced
you will make a significant contribution to the growth and success of
Constellation Energy and that you will find your experience challenging and
rewarding.  In the event your current
employer requires a 90 day notice period, the anticipated start date listed
above will be modified to a date not to exceed March 1, 2008.


 


Your
starting annualized base salary will be $260,000 earned and paid bi-weekly.   You will also
participate in the company’s annual incentive program which currently provides
the opportunity to earn an annual performance and results-based incentive
award.  Your 2008 target opportunity will
be 75% of your base salary and may increase or decrease based on company and
your individual performance.


 


In
addition to your cash compensation, you will participate in the long-term
incentive plan (LTIP) beginning in March 2008 for Constellation Energy
senior management.  You will be eligible
to receive a grant that has an expected value of 100% of your annual base
salary.  Recent LTIP grants were
comprised of a mix of stock options and performance units.  Stock options vest on a ratable basis over
three years.  The value of the
performance units is a function of total shareholder return relative to peers
and vests at the end of a three-year period. 
You must be employed by the company on the vesting date in order to
receive the actual value of the grant. 
As an LTIP equity grant recipient, you will be subject to Constellation
Energy’s stock ownership requirements. 
The current guidelines for the stock ownership program are attached.


 


In
addition to your ongoing compensation, you will receive upon hire an $850,000 paid
within 30 days of your start date) taxable cash signing bonus.  Repayment terms and conditions of the signing
bonus are described in the attached document entitled “Constellation Energy
Group, Inc. Signing Bonus and Relocation Benefits
Repayment Authorization.”   As mentioned
in paragraph one, your anticipated start date is January 7, 2008, however,
should the anticipated start date be extended to a date between January 21
to March 1, 2008, your sign-on bonus will be $700,000 .  This reduction is a result of stock/options
at your current employer vesting that Constellation Energy was anticipating
paying for as part of the sign-on bonus associated with a January 7, 2008
start date.


 


As a member of senior
management, you are also entitled to certain supplemental benefits and
perquisites, which are summarized in the enclosed senior management
supplemental benefits document.  Time-off
and salary-based benefits are prorated for 2007 service.  In addition, Constellation Energy 


 

















 


provides a competitive and
comprehensive benefits program that offers paid vacation time, pension and 401(k) plans
and a flexible benefits program called myBENEFITS that allows you to customize
your benefits to meet your personal needs. 
These benefits include medical, dental, vision, life insurance,
disability coverage, health and dependent care spending accounts.  The company gives you money in the form of
flex credits to buy your benefits from a menu of choices. You receive flex
credits to buy medical and dental coverage. 
When your choices cost more than the flex credits you receive, you pay
the difference through payroll deductions. 
I have enclosed a document outlining Constellation Energy’s flexible
benefits program as well as information summarizing flexible benefits costs and
available credits.


 


Constellation
Energy will provide you with a relocation benefit that is administered for us
by Cartus Corporation.  Prior to taking
any action surrounding your relocation you will need to review, sign, and
return certain documents that Cartus will provide to you directly.  In addition to the standard executive
relocation, Constellation Energy will support you by providing up to $100,000
loss-on-sale of your existing home in New York should this become
necessary.  Repayment terms and
conditions of the relocation benefit are described in the attached document
entitled “Constellation Energy Group, Inc. Signing
Bonus and Relocation Benefits Repayment Authorization.”


 


This
offer of employment is contingent upon your completing, to the company’s
satisfaction, Constellation Energy’s employment screening process, which
includes all of the following: (1) a credit and criminal background
inquiry; (2) reference checks; (3) the company’s drug test; and (4) verification
of your education and prior work experience.


 


In
addition, this offer of employment is contingent on the following: (1) your
execution and return to us of the enclosed confidential information and
intellectual property agreement; (2) your execution and return to us of an
acknowledgment of receipt and review of Constellation Energy’s Principles of Business Integrity; and (3) your
execution and return to us of the attached document entitled “Constellation
Energy Group, Inc. Signing Bonus and
Relocation Benefits Repayment Authorization.”


 


Constellation
Energy begins the employment screening process upon our receipt of your
completed and signed employment application and release forms (enclosed), and
we will work with you to arrange a substance screening at a medical facility
near your current home.


 


Neither
this offer letter nor the employment application constitutes an employment
contract.  If you are employed by the
Company, your employment will be at-will. 
This employment offer will remain in effect through November 30,
2007.


 


Please
sign and return a copy of this letter, employment application and release
forms, the confidential information and intellectual property agreement, the
acknowledgment of receipt and review of Constellation Energy’s Principles of Business Integrity and the document entitled “Constellation
Energy Group, Inc. Signing Bonus and
Relocation Benefits Repayment Authorization,” no later than December 3,
2007 to me to indicate your understanding and acceptance of the terms of your
employment. 
If you have any further questions, feel free to call me at (xxx) xxx-xxxx.


 


Brenda,
I look forward to having you join Constellation Energy and am confident you
will contribute to Constellation Energy’s success.


 


Very
truly yours,


 


 


David
Vosvick


Manager,
Corporate Human Resources


 

















 


cc:


John Collins


 


I accept the employment
offer and the terms stated above.


 


 


Brenda Boultwood


 


 




	
  /s/ Brenda Boultwood

  	
   

  	
  12/3/07

  
	
  Signature

  	
   

  	
  Date

  






 


 


Enclosures:


·                  common stock ownership guidelines


·                  senior
management supplemental benefits


·                  2007 flexible group benefits information sheet


·                  2007 rates and flex credits


·                  401(k) plan highlights


·                  employment application


·                  USiS background authorization form


·                  agreement regarding confidential information
and intellectual property


·                  principles of business integrity and
acknowledgement card


·                  relocation benefit summary


·                  Federal
Express envelope