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  Exhibit 10(a)    
    


 
 

  CONSTELLATION ENERGY GROUP, INC.
  EXECUTIVE SUPPLEMENTAL BENEFITS PLAN
  Amended and Restated Effective October 18, 2007    
    


	1.
	Objective.    The objective of this Plan is to enhance the benefits provided to certain officers
and key employees of Constellation Energy Group and its subsidiaries in order to attract and retain talented executive personnel.



	2.
	Definitions.    All words beginning with an initial capital letter and not otherwise defined herein
shall have the meaning set forth in the Pension Plan. All singular terms defined in this Plan will include the plural and vice versa. As used herein,
the following terms will have the meaning specified below: 



"Average
Incentive Award" (or "Average Award") means the average of awards earned under Constellation Energy Group's Executive Annual Incentive Plan, Constellation Energy Group's Senior
Management Annual Incentive Plan and/or the Other Incentive Awards Program during the 24 month period immediately preceding October 1st of the calendar year preceding the calendar
year in which the participant suffers a disability. 


"Committee"
means the Compensation Committee of the Board of Directors of Constellation Energy Group. 


"Constellation
Energy Group" means Constellation Energy Group, Inc., a Maryland corporation, or its successor. 


"Constellation
Energy Group's Executive Annual Incentive Plan" means such plan or other incentive plan or arrangement designated in writing by the Plan Administrator. 


"Constellation
Energy Group's Senior Management Annual Incentive Plan" means such plan or other incentive plan or arrangement designated in writing by the Plan Administrator. 


"Income
Replacement Percentage" means the percentage under the LTD Plan that is used to calculate the participant's actual LTD Plan benefit. 


"LTD
Plan" means the Constellation Energy Group, Inc. Disability Insurance Plan as may be amended from time to time, or any successor plan. 


"Other
Incentive Awards Program" means the program(s) designated in writing by the Plan Administrator applicable to certain employees that provides awards; but includes only the types of awards that
are includable in the computation of Pension Plan benefits. 


"Pension
Plan" means the Pension Plan of Constellation Energy Group, Inc. as may be amended from time to time, or any successor plan, or other qualified retirement plan of Constellation Energy
Group, Inc. or a subsidiary. 


"Plan
Administrator" means, as set forth in Section 3, the Committee.  



	3.
	Plan Administration.    The Committee is the Plan Administrator and has sole authority (except as
specified otherwise herein) to interpret the Plan and, in general, to make all other determinations advisable for the administration of the Plan to achieve its stated objective. Appeals of written
decisions by the Plan Administrator may be made to the Board of Directors of Constellation Energy Group. Decisions by the Board shall be final and not subject to further appeal. The Plan Administrator
shall have the power to delegate all or any part of its duties to one or more designees, and to withdraw such authority, by written designation.



	4.
	Eligibility.    Each officer or key employee of Constellation Energy Group or its subsidiaries may
be designated in writing by the Plan Administrator as a participant with respect to one or more benefits under the Plan. Once designated, participation shall continue until such designation is 







 

withdrawn
at the discretion and by written order of the Plan Administrator. Notwithstanding the foregoing, any participant while classified as disabled under the LTD Plan shall continue to
participate in this Plan (except under Sections 7 and 8) while classified as disabled.  



	5.
	Supplemental Long-Term Disability Benefit.



	(i)
	Eligibility for disability benefit.    Any participant who has completed at least one full
calendar month of service with Constellation Energy Group or its subsidiaries, who has elected coverage under the LTD Plan, and who is disabled (as determined under the LTD Plan) will be
entitled to supplemental disability benefit under this Plan.



	(ii)
	Computation of disability benefit.    The amount of such supplemental disability benefit shall be
determined as follows:



	(1)
	multiply
the bi-weekly base rate of pay amount in effect immediately prior to becoming entitled to benefits under the LTD Plan by
twenty-six,



	(2)
	add
the Average Incentive Award to the product,



	(3)
	add
certain bonuses and incentives that are included in the computation of Average Pay under the Pension Plan (except that awards included in the
computation of Average Incentive Award shall be excluded), earned over the last 12 months to the product,



	(4)
	divide
the sum by 26,



	(5)
	multiply
this bi-weekly dollar amount by the Income Replacement Percentage, and



	(6)
	subtract
from the product the gross bi-weekly amount provided for the participant under the LTD Plan before such amount is reduced for
other benefits as set forth under the LTD Plan.






	(iii)
	Maximum monthly benefit.    The maximum monthly disability benefit is $25,000. Whether this
limit has been met shall be determined by multiplying the amount determined under (ii) above by 26 and dividing the product by 12.



	(iv)
	Form of payment of disability benefit.    Each participant entitled to supplemental disability
benefits will receive his/her supplemental disability benefit payout in the form of a bi-weekly payment.



	(v)
	Amount, timing, and source of bi-weekly disability benefit payout.    A participant
entitled to supplemental disability benefits will receive a bi-weekly payment equal to the amount determined under (ii) above. Such payments shall commence effective with the
commencement of the participant's LTD Plan benefit payments. Bi-weekly payments shall permanently cease when benefit payments under the LTD Plan cease. Bi-weekly
payments shall be made from Constellation Energy Group's general corporate assets. 







If
a participant receiving payments pursuant to this Section 5 receives cost of living or other inflation/indexing adjustment(s) under the LTD Plan, the payments hereunder will be
automatically increased based on the same percentage of, and at the same time as, such adjustment(s). Notwithstanding the foregoing, no such increases or adjustments shall cause the disability benefit
to exceed the maximum monthly benefit of $25,000.  



	(vi)
	Bonus.    Any participant who has less than ten years of Credited Service shall be entitled to a
bi-weekly taxable cash bonus, equal to an amount based on the cost of LTD Plan coverage, using the formula for computing Constellation Energy Group-provided Flexible Benefits Plan
credits for LTD Plan coverage and taking into account the Participant's Credited Service and covered compensation. Such cash bonus shall be made from general corporate assets. 



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	6.
	Death Benefit.  



In
the event of the death of a participant who becomes deceased while an active employee of Constellation Energy Group or its subsidiaries, Constellation Energy Group shall pay to such participant's
beneficiary a lump sum cash payment. Such lump sum cash payment shall be equal to the participant's annual base rate of pay amount as of the date of death, shall be grossed-up for income
tax withholding and shall be paid as soon as administratively feasible after the participant's death. For purpose of this paragraph, the participant's beneficiary is the beneficiary of the
participant's Constellation Energy Group-sponsored employee group life insurance coverage.  



	7.
	Sickness Benefit.    Each participant, without regard to length of service, shall be entitled to
the greater of the benefits stipulated under his/her employer's sick benefit policy for employees or twenty-six (26) weeks of paid sick benefits within a rolling 52-week
period.



	8.
	Vacation Benefit.    Each participant, without regard to length of service, shall be entitled to
the greater of the benefits stipulated under his/her employer's vacation benefit policy for employees or five weeks of paid vacation during a calendar year.



	9.
	Planning Benefit.    Each participant shall be entitled to certain personal financial, tax, and
estate planning services paid for by Constellation Energy Group but provided through designated professional firms. This entitlement shall be subject to any dollar limitation established by the Plan
Administrator with respect to all such fees. The services shall be provided to each participant by the chosen firm(s) on a personalized and confidential basis; and each firm shall have sole
responsibility for quality of the services which it may render. 



The
services to be provided shall be on an on-going and continuous basis, but shall be limited to (i) the development and legal documentation of both career-oriented financial plans
and personal estate plans, and (ii) tax counseling regarding personal tax return preparation and the most advantageous structuring, tax-wise, of proposed personal transactions. 


Such
planning benefit shall continue during the year of retirement plus the next two calendar years (the year of retirement plus the next calendar year for January 1 retirements) and include
the completion of the federal and state personal tax returns for the second calendar year following retirement (the calendar year following retirement for January 1 retirements). However, if a
retired member of senior management continues to serve as a member of the Board of Directors of Constellation Energy Group, his/her planning benefit period shall be extended until he/she no longer
serves as a member of the Board of Directors. 


Upon
the death of a participant entitled to the planning benefit provided hereunder, his/her surviving spouse shall be entitled to receive the following planning benefit: (i) if the deceased
was not retired at the time of death, the surviving spouse shall be entitled to the planning benefit for the year in which the death occurred plus the next two calendar years, including completion of
the federal and state personal tax returns for the second calendar year after the year in which the death occurred; or (ii) if the deceased was retired at the time of death, then the surviving
spouse shall receive a planning benefit equal to that the deceased would have received if he/she had not died prior to expiration of the planning benefit. The surviving spouse of a retired member of
senior management whose death occurs while serving as a member of the Board of Directors of Constellation Energy Group, shall be entitled to a planning benefit as set forth in (i) above. 


The
planning benefit provided under this Plan shall be grossed-up for income tax withholding.  



	10.
	Miscellaneous.    None of the benefits provided under this Plan shall be subject to alienation or
assignment by any participant or beneficiary nor shall any of them be subject to attachment or garnishment or other legal process except (i) to the extent specially mandated and directed by 


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applicable
State or Federal statute and (ii) as requested by the participant or beneficiary to satisfy income tax withholding or liability. 




This
Plan may be amended from time to time, or suspended or terminated at any time, provided, however, that no amendment or termination shall impair the rights of any participant or beneficiary
entitled to receive current or future payment hereunder at the time of such action. All amendments to this Plan may be made at the written direction of the Committee. 



Participation
in this Plan shall not constitute a contract of employment between Constellation Energy Group or a subsidiary of Constellation Energy Group and any person and shall not be deemed to be
consideration for, or a condition of, continued employment of any person. 


All
payments made under the Plan shall be made from general corporate assets. The Plan is intended to be unfunded for purposes of Title I of the Employee Retirement Income Security Act of 1974. To the
extent that any person acquires a right to receive payments from Constellation Energy Group under this Plan, such rights shall be no greater than the right of any unsecured general creditor of
Constellation Energy Group. 


In
the event Constellation Energy Group becomes a party to a merger, consolidation, sale of substantially all of its assets or any other corporate reorganization in which Constellation Energy Group
will not be the surviving corporation or in which the holders of the common stock of Constellation Energy Group will receive securities of another corporation (in any such case, the "New Company"),
then the New Company shall assume the rights and obligations of Constellation Energy Group under this Plan. 


This
Plan shall be governed in all respects by Maryland law. 



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Exhibit 10(a)


CONSTELLATION ENERGY GROUP, INC. EXECUTIVE SUPPLEMENTAL BENEFITS PLAN Amended and Restated Effective October 18, 2007