CENTRAL MAINE POWER CO
10-Q, 1995-08-11
ELECTRIC SERVICES
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<TABLE>
           <S>                                     <C>   <C>   <S>
                   UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                                WASHINGTON, D.C. 20549
                                      FORM 10-Q

          (Mark One)

           X  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
              SECURITIES EXCHANGE ACT OF 1934

          For the quarterly period ended           June 30, 1995          

                                          OR

              TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE
              SECURITIES EXCHANGE ACT OF 1934

          For the transition period from                 to                

          Commission file number  1-5139                                   

                             CENTRAL MAINE POWER COMPANY                   
                (Exact name of registrant as specified in its charter)

                 Incorporated in Maine                       01-0042740    
          (State or other jurisdiction of               (I.R.S. Employer
           incorporation or organization)              Identification No.)

                83 Edison Drive, Augusta, Maine                    04336   
          (Address of principal executive offices)           (Zip Code)

                                     207-623-3521                          
                 (Registrant's telephone number including area code)
                                                                           
          (Former name, former address and former fiscal year, if changed
                                 since last report.)

              Indicate by check mark whether the registrant (1) has filed 
          all reports required to be filed by Section 13 or 15(d) of the
          Securities Exchange Act of 1934 during the preceding 12 months
          (or for such shorter period that the registrant was required to
          file such reports), and (2) has been subject to the filing
          requirements for at least the past 90 days.

                                 Yes   X    No      

              Indicate the number of shares outstanding of each of the
          issuer's classes of Common Stock, as of the latest practicable
          date.

                                                     Shares Outstanding
                    Class                            as of August 10, 1995


          Common Stock, $5 Par Value                      32,442,752<PAGE>
</TABLE>

                             Central Maine Power Company

                                        INDEX




                                                                  Page No.

          Part I.  Financial Information


          Consolidated Statement of Earnings for the Three Months
          Ended June 30, 1995 and 1994                                1

          Consolidated Statement of Earnings for the Six Months
          Ended June 30, 1995 and 1994                                2

          Consolidated Balance Sheet  - June 30, 1995 and
          December 31, 1994:
            Assets                                                    3
            Stockholders' Investment and Liabilities                  4

          Consolidated Statement of Cash Flows for the Six Months
          Ended June 30, 1995 and 1994                                5

          Notes to Consolidated Financial Statements                  6

          Management's Discussion and Analysis of Financial
          Condition and Results of Operations                        11


          Part II.  Other Information                                16<PAGE>


<TABLE>
          <S>                                       <C>
                               PART I - FINANCIAL INFORMATION
          Item 1.  Financial Statements
                                Central Maine Power Company
                            CONSOLIDATED STATEMENT OF EARNINGS
                                        (Unaudited)
                      (Dollars in Thousands Except Per Share Amounts)

                                                         For the Three Months
                                                                  Ended
                                                                 June 30,      
                                                            1995        1994


          ELECTRIC OPERATING REVENUES                    $202,584     $212,336
          OPERATING EXPENSES
            Fuel Used for Company Generation                4,944        3,683
            Purchased Power
             Energy                                        92,346       91,778
             Capacity (Note 2)                             34,123       19,875
            Other Operation                                48,008       35,122
            Maintenance                                     8,599        7,775
            Depreciation and Amortization                  14,037       13,916
            Federal and State Income Taxes                 (8,207)       9,131
            Taxes Other Than Income Taxes                   6,716        5,980
                  Total Operating Expenses                200,566      187,260
          EQUITY IN EARNINGS OF ASSOCIATED COMPANIES        2,034        1,533
          OPERATING INCOME                                  4,052       26,609
          OTHER INCOME (EXPENSE)
            Allowance for Equity Funds Used
             During Construction                              154          203
            Other, Net                                      1,688        1,271
            Income Taxes Applicable to Other
             Income (Expense)                                (703)        (377)
                  Total Other Income (Expense)              1,139        1,097
          INCOME BEFORE INTEREST CHARGES                    5,191       27,706
          INTEREST CHARGES
            Long-Term Debt                                 12,798       11,386
            Other Interest                                  1,140        1,137
            Allowance for Borrowed Funds Used
             During construction                             (128)        (124)
                  Total Interest Charges                   13,810       12,399
          NET INCOME (LOSS)                                (8,619)      15,307
          DIVIDENDS ON PREFERRED STOCK                      2,609        2,628
          EARNINGS (LOSS) APPLICABLE TO COMMON STOCK     $(11,228)    $ 12,679

          WEIGHTED AVERAGE NUMBER OF COMMON SHARES
           OUTSTANDING                                 32,442,752   32,442,752

          EARNINGS (LOSS) PER SHARE OF COMMON STOCK        $(0.34)       $0.39

          DIVIDENDS DECLARED PER SHARE OF COMMON STOCK     $0.225       $0.225

          The accompanying notes are an integral part of these financial
          statements.<PAGE>


                                Central Maine Power Company
                            CONSOLIDATED STATEMENT OF EARNINGS
                                        (Unaudited)
                      (Dollars in Thousands Except Per Share Amounts)



                                                   For the Six Months Ended
                                                             June 30,        
                                                         1995        1994
          ELECTRIC OPERATING REVENUES                 $465,896   $453,362
          OPERATING EXPENSES
            Fuel Used for Company Generation             9,554      9,071
            Purchased Power
             Energy                                    206,704    214,710
             Capacity (Note 2)                          55,168     34,945
            Other Operation                             89,477     72,074
            Maintenance                                 14,939     14,825
            Depreciation and Amortization               28,314     27,797
            Federal and State Income Taxes               8,435     17,459
            Taxes Other Than Income Taxes               13,369     12,652
                  Total Operating Expenses             425,960    403,533
          EQUITY IN EARNINGS OF ASSOCIATED COMPANIES     3,477      3,013
          OPERATING INCOME                              43,413     52,842
          OTHER INCOME (EXPENSE)
            Allowance for Equity Funds Used
             During Construction                           310        424
            Other, Net                                   2,946     (3,086)
            Income Taxes Applicable to Other
             Income (Expense)                           (1,243)     1,135
                  Total Other Income (Expense)           2,013     (1,527)
          INCOME BEFORE INTEREST CHARGES                45,426     51,315
          INTEREST CHARGES
            Long-Term Debt                              25,617     22,506
            Other Interest                               2,308      2,344
            Allowance for Borrowed Funds Used
             During construction                          (256)      (258)
                  Total Interest Charges                27,669     24,592
          NET INCOME                                    17,757     26,723
          DIVIDENDS ON PREFERRED STOCK                   5,141      5,256
          EARNINGS APPLICABLE TO COMMON STOCK         $ 12,616   $ 21,467
          WEIGHTED AVERAGE NUMBER OF SHARES OF
           COMMON STOCK OUTSTANDING                 32,442,752 32,442,058
          EARNINGS PER SHARE OF COMMON STOCK             $0.39      $0.66
          DIVIDENDS DECLARED PER SHARE OF
           COMMON STOCK                                  $0.45      $0.45

          The accompanying notes are in integral part of these financial
          statements.<PAGE>


                                Central Maine Power Company
                                CONSOLIDATED BALANCE SHEET
                                  (Dollars in Thousands)

                                                         June 30,   Dec. 31,
                                                           1995       1994  
                                                        (Unaudited)
                                          ASSETS
          ELECTRIC PROPERTY, at Original Cost           $1,589,222  $1,579,632
            Less:  Accumulated Depreciation                539,953     521,645
                  Electric Property in Service           1,049,269   1,057,987
            Construction Work in Progress                   15,277      13,647
            Net Nuclear Fuel                                 1,925       2,181
                  Net Electric Property and Nuclear Fuel 1,066,471   1,073,815

          INVESTMENTS IN ASSOCIATED COMPANIES, at Equity    52,492      49,602
                  Net Electric Property, Nuclear Fuel
                  and Investments in Associated
                  Companies                              1,118,963   1,123,417

          CURRENT ASSETS
            Cash and Temporary Cash Investments             77,368      58,112
            Accounts Receivable, Less Allowance for
             Uncollectible Accounts of $3,353 in 1995
             and $3,301 in 1994
             Service  -  Billed                             68,684      81,289
                      -  Unbilled                           30,877      38,153
             Other Accounts Receivable                       8,855      12,088
            Prepaid Income Taxes                            29,490      28,068
            Inventories, at Average Cost
             Fuel Oil                                        3,349       4,113
             Materials and Supplies                         14,386      13,026
            Funds on Deposit With Trustee                   27,910      27,820
            Prepayments and Other Current Assets             5,383       9,337

                  Total Current Assets                     266,302     272,006

          DEFERRED CHARGES AND OTHER ASSETS
            Recoverable Costs of Seabrook 1 and Abandoned
             Projects, Net                                  98,028     101,976
            Regulatory Assets-Deferred Taxes               234,013     233,234
            Yankee Atomic Purchase Power Contract           35,051      38,777
            Other Deferred Charges and Other Assets        263,755     276,597
                  Deferred Charges and Other Assets, Net   630,847     650,584

                  TOTAL ASSETS                          $2,016,112  $2,046,007

          The accompanying notes are an integral part of these financial
          statements.<PAGE>


                                Central Maine Power Company
                                CONSOLIDATED BALANCE SHEET
                                  (Dollars in Thousands)

                                                          June 30,   Dec. 31,
                                                            1995       1994  
                                                        (Unaudited)

                         STOCKHOLDERS' INVESTMENT AND LIABILITIES

          CAPITALIZATION
            Common Stock Investment                     $  489,745  $  491,323
            Preferred Stock                                 65,571      65,571
            Redeemable Preferred Stock                      74,528      80,000
            Long-Term Obligations                          658,076     638,841
                  Total Capitalization                   1,287,920   1,275,735

          CURRENT LIABILITIES AND INTERIM FINANCING
            Interim Financing                               28,000      63,000
            Sinking Fund Requirements                        2,582       2,580
            Accounts Payable                                79,696      97,800
            Dividends Payable                                9,823       9,932
            Accrued Interest                                12,491      14,102
            Maine Yankee Sleeving Accrual                   12,151        -   
            Miscellaneous Current Liabilities               18,675      10,535
                  Total Current Liabilities and
                   Interim Financing                       163,418     197,949

          COMMITMENTS AND CONTINGENCIES

          RESERVES AND DEFERRED CREDITS
            Accumulated Deferred Income Taxes              356,395     348,287
            Unamortized Investment Tax Credits              33,361      34,167
            Regulatory Liabilities-Deferred Taxes           55,001      53,937
            Yankee Atomic Purchase Power Contract           35,051      38,777
            Other Reserves and Deferred Credits             84,966      97,155
                  Total Reserves and Deferred Credits      564,774     572,323

                    TOTAL STOCKHOLDERS' INVESTMENT
                     AND LIABILITIES                    $2,016,112  $2,046,007

          The accompanying notes are an integral part of these financial
          statements.<PAGE>
                             Central Maine Power Company
                         CONSOLIDATED STATEMENT OF CASH FLOWS
                                     (Unaudited)
                                (Dollars in Thousands)
                                       (Note 1)
                                                          For the Six Months
                                                                 Ended
                                                                June 30,      
                                                            1995        1994

   CASH FROM OPERATIONS
     Net Income                                          $ 17,757    $ 26,723
     Items Not Requiring (Not Providing) Cash:
      Depreciation and Amortization                        41,161      35,780
      Deferred Income Taxes and Investment Tax
       Credits, Net                                         6,708       3,843
      Maine Yankee Sleeving Accrual                        12,151        -   
      Allowance for Equity Funds Used During
       Construction                                          (310)       (424)
     Changes in Certain Assets and Liabilities:
      Accounts Receivable                                  23,114      23,521
      Other Current Assets                                  3,864       3,313
      Inventories                                            (596)      3,605
      Retail Fuel Costs                                                29,564
      Accounts Payable                                    (15,475)    (12,114)
      Accrued Interest                                     (1,611)        337
      Prepaid Income Taxes                                 (1,422)      8,134
      Miscellaneous Current Liabilities                     8,140         720
     Deferred Energy Management Costs                      (1,865)     (2,747)
     Maine Yankee Outage Accrual                           (8,814)     (4,178)
     Purchase Power Contracts                              (4,550)        (12)
     Other, Net                                             1,435       5,055
           Net Cash Provided by Operating Activities       79,687     121,120

   INVESTING ACTIVITIES
     Construction Expenditures                            (17,468)    (16,221)
     Changes in Accounts Payable-Investing Activities      (2,629)     (3,708)
           Net Cash Used by Investing Activities          (20,097)    (19,929)

   FINANCING ACTIVITIES
     Issuances:
      Common Stock                                           -            927
      Mortgage Bonds                                         -         25,000
      Medium-Term Notes                                    20,000        -   
     Redemptions:
      Short-Term Obligations                                 -        (25,500)
      Other Long-Term Obligations                            -        (21,000)
      Preferred Stock                                      (5,472)       -   
      Medium-Term Notes                                   (35,000)       -   
     Dividends:
      Common Stock                                        (14,611)    (14,611)
      Preferred Stock                                      (5,251)     (4,806)
           Net Cash (Used) Provided by Financing
            Activities                                    (40,334)    (39,990)
           Net Increase (Decrease) in Cash                 19,256      61,201
   CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD          58,112       1,956
   CASH AND CASH EQUIVALENTS, END OF PERIOD              $ 77,368    $ 63,157

   The accompanying notes are an integral part of these financial statements.<PAGE>
</TABLE>
                             Central Maine Power Company

                      NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

          1. Summary of Significant Accounting Policies

          Certain information in footnote disclosures normally included in
          financial statements prepared in accordance with generally
          accepted accounting principles has been condensed or omitted in
          this Form 10-Q pursuant to the rules and regulations of the
          Securities and Exchange Commission.  However, the disclosures
          herein should be read with the Annual Report on Form 10-K for the
          year ended December 31, 1994 (Form 10-K), and are adequate to
          make the information presented herein not misleading.

          The consolidated financial statements include the accounts of
          Central Maine Power Company (the Company) and its 78 percent-
          owned subsidiary, Maine Electric Power Company, Inc. (MEPCO). 
          The Company accounts for its investments in associated companies
          not subject to consolidation using the equity method.

          The Company's significant accounting policies are contained in
          Note 1 of Notes to Consolidated Financial Statements in the
          Company's Form 10-K.  For interim accounting periods the policies
          are the same.  The interim financial statements reflect all
          adjustments that are, in the opinion of management, necessary to
          a fair statement of results for the interim periods presented. 
          All such adjustments are of a normal recurring nature.

          The adoption of the Alternative Rate Plan (ARP), effective
          January 1, 1995, eliminated the reconcilable fuel clause used
          under traditional rate-of-return regulation to account for and
          collect fuel and purchased-power energy costs.  Fuel revenues are
          now recorded as they are billed rather than deferred and
          reflected in revenues over time periods established by the Maine
          Public Utilities Commission (MPUC).  These effects complicate
          quarter-to-quarter comparisons, but seasonality issues will not
          affect calendar year comparisons.

          For purposes of the statement of cash flows, the Company
          considers all highly liquid instruments purchased having
          maturities of three months or less to be cash equivalents.

          Supplemental Cash Flow Disclosure - Cash paid for the six months
          ended June 30, 1995 and 1994 for interest, net of amounts
          capitalized, amounted to $27.4 million and $22.1 million,
          respectively.  Income taxes paid, net of amounts refunded,
          amounted to $4.5 million and $4.4 million for the six months
          ended June 30, 1995 and June 30, 1994, respectively.  Income
          taxes amounting to $4.4 million were refunded in the first
          quarter of 1995.  The Company incurred no new capital lease
          obligations in either period.  

          2.  Commitments and Contingencies

          (a) Maine Yankee Atomic Power Company Steam Generator Tubes -
              The Company, through its equity investment totaling
              approximately $26.1 million at June 30, 1995, owns a 38-
              percent stock interest in Maine Yankee Atomic Power Company
              (Maine Yankee), which owns and operates an 860-megawatt
              nuclear generating plant in Wiscasset, Maine (the Maine
              Yankee Plant or the Plant), and is entitled under a cost-
              based power contract to an approximately equal percentage of<PAGE>
              the Plant's output. The Maine Yankee Plant, like other
              pressurized water reactors, has been experiencing
              degradation of its steam generator tubes, principally in the
              form of circumferential cracking, which, until early 1995,
              was believed to be limited to a relatively small number of
              tubes.  During the refueling-and-maintenance shutdown that
              commenced in early February 1995, Maine Yankee detected
              through new inspection methods increased degradation of the
              steam generator tubes at the Plant well above its
              expectations, and assessed the extent of degradation and
              evaluated available courses of action to address the matter. 

              The substantial increase in the number of degraded tubes
              will  result in substantial additional costs to Maine
              Yankee, with the Company being responsible for its pro-rata
              share.  In addition, the Company is also incurring
              substantial replacement power costs, the amount depending on
              the duration of the outage and the prices paid for the
              replacement power.

              With the termination of the reconcilable fuel-and-purchased-
              power adjustment under the ARP, costs of replacement power
              during a Maine Yankee outage will in general be treated like
              other Company expenses, i.e., limited by the ARP's price-
              index mechanism, and will not be deferred and collected
              through a specific fuel-rate adjustment, as under pre-1995
              ratemaking.  Under the ARP no additional price increase
              other than the 2.43 percent increase effective July 1, 1995,
              associated with the price index will take effect in 1995 as
              a result of the Maine Yankee outage.  Although the ARP
              contains provisions that could result in rate adjustments
              based on low earnings or the incurring of extraordinary
              costs by the Company, neither provision will affect prices
              in 1995.

              After a careful assessment of the extent of the tube
              degradation, Maine Yankee concluded that close to 60 percent
              of the Plant's 17,000 steam-generator tubes could be
              degraded to some degree.  That conclusion eliminated the
              possibility of mitigating the degradation by plugging
              additional tubes and rendered most feasible the option of
              repairing the degraded tubes by welding short metal-alloy
              reinforcing sleeves in all the steam-generator tubes. 
              Similar repairs have been undertaken at other nuclear plants
              in the United States and abroad, but not on the scale of the
              Maine Yankee project.

              On May 22, 1995, the NRC issued a license approving the
              sleeving process of Westinghouse Electric Corporation
              (Westinghouse) for the Plant.  On the same day the Board of
              Directors of Maine Yankee authorized management to undertake
              the sleeving project, and on May 24, 1995, Maine Yankee
              selected Westinghouse as the contractor for the project. 
              The sleeving project started in early June and could be
              completed in time for the Plant to return to service by the
              end of 1995. 

              Maine Yankee is recording the sleeving costs as maintenance
              expense.  The Company estimates its share of such costs to
              be $15.0 million and has recorded a one-time charge for that
              amount to purchased power capacity expense in the second
              quarter of 1995.  Maine Yankee has billed the Company $2.8
              million as of June 30, 1995, for costs incurred.  In<PAGE>
              addition, the Company expects to incur additional fuel costs
              over and above what it would have incurred if the Maine
              Yankee Plant had continued to operate, in the range of
              approximately $3.5 million to $4.5 million per month while
              the outage persists, and both the Company and Maine Yankee
              have implemented cost-reduction measures to partially offset
              the additional costs.  

              The Company cannot predict how long the Plant will be out of
              service.  The impact of the Company's replacement-power
              costs and its share of the Maine Yankee sleeving costs will
              have a material adverse effect on the Company's financial
              results for 1995.

          (b) Legal and Environmental Matters - The Company is a party in
              legal and administrative proceedings that arise in the
              normal course of business.  As discussed in Note 4 of Notes
              to Consolidated Financial Statements in the Company's Form
              10-K, in connection with one such proceeding, the Company
              has been named a potentially responsible party and has been
              incurring costs to determine the best method of cleaning up
              an Augusta, Maine, site formerly owned by a salvage company
              and identified by the Environmental Protection Agency (EPA)
              as containing soil contaminated by polychlorinated biphenyls
              (PCBs) from equipment originally owned by the Company.

              In July 1994 the EPA approved changes to the remedy it had
              previously selected, the principal change being to adjust
              the soil cleanup standard to ten parts per million from the
              one part per million established in the EPA's 1989 Record of
              Decision, on the part of the site where PCBs were found in
              their highest concentration.  The EPA stated that the
              purpose of adjusting the standard of cleanup was to
              accommodate the selected technology's inability to reduce
              PCBs and other chemical components on the site to the
              original standard.

              In June 1995, after discussions between the Company and the
              EPA, design work on the selected remedy was suspended, and
              on July 7, 1995, the Company formally requested that the EPA
              abandon that remedy.  If that remedy is abandoned, an
              already-designated alternative remedy that the Company
              believes could result in substantially lower costs is likely
              to be selected.

              Pending resolution of the uncertainties associated with the
              possible abandonment of the selected remedy, the Company
              believes that its share of the remaining costs of the
              cleanup will total between $11 million and $15 million,
              depending on the cleanup remedy finally implemented, the
              level of cleanup ultimately required, and other variable
              factors.  Such estimate is net of an agreed partial
              insurance recovery and includes the 1993 court-ordered
              contribution of 41 percent from Westinghouse Electric Corp.,
              but excludes contributions from the other insurance carriers
              the Company has sued, or any other third parties.  As a
              result, the Company has recorded an estimated minimum
              liability of $11 million and an equal regulatory asset,
              reflecting an accounting order to defer such costs and the
              anticipated ratemaking recovery of such costs when
              ultimately paid.

              The Company cannot predict with certainty the level and<PAGE>
              timing of the cleanup costs, the extent they will be covered
              by insurance, or the ratemaking treatment of such costs, but
              believes it should recover substantially all of such costs
              through insurance and rates.  The Company also believes that
              the ultimate resolution of the legal and environmental
              proceedings in which it is currently involved will not have
              a material adverse effect on its financial condition.

          3.  Regulatory Matters

          Alternative Rate Plan - In December 1994, the MPUC approved a
          stipulation signed by most of the parties to the Company's ARP
          proceeding. See Note 3 to Consolidated Financial Statements
          included in the Company's Form 10-K for a detailed description of
          the ARP.  This follow-up proceeding to the Company's 1993 base-
          rate case was ordered by the MPUC in an effort to develop a five-
          year plan containing price-cap, profit-sharing, and pricing-
          flexibility components. Although the ARP is a major reform, the
          MPUC will continue to regulate the Company's operations and
          prices and provide for continued recovery of deferred costs.

          The Company believes, as stated in the MPUC's order approving the
          ARP, that operation under the ARP continues to meet the criteria
          of SFAS No. 71. In its order, the MPUC reaffirmed the
          applicability of previous accounting orders allowing the Company
          to reflect amounts as deferred charges and regulatory assets. As
          a result, the Company will continue to apply the provisions of
          SFAS No. 71 to its accounting transactions and in its future
          financial statements.

          The ARP contains a mechanism that provides price-caps on the
          Company's retail rates to increase annually on July 1, commencing
          July 1, 1995, by a percentage combining (1) a price index, (2) a
          productivity offset, (3) a sharing mechanism, and (4) flow-
          through items and mandated costs. The price cap applies to all of
          the Company's retail rates, including the Company's fuel-and-
          purchased power cost, which previously had been treated
          separately. Under the ARP, fuel expense is no longer subject to
          reconciliation or specific rate recovery, but is subject to the
          annual indexed price-cap changes.

          The ARP also provides for partial flow-through to ratepayers of
          cost savings from non-utility generator contract buy-outs and
          restructuring, recovery of energy-management costs, penalties for
          failure to attain customer-service and energy-efficiency targets,
          and specific recovery of half the costs of the transition to the
          accounting method required by Statement of Financial Accounting
          Standards No. 106, "Accounting for Postretirement Benefits Other
          Than Pensions" (SFAS No. 106), the remaining 50 percent to be
          recovered through the annual price-cap change. The ARP also
          generally defines mandated costs that would be recoverable by the
          Company notwithstanding the index-based price cap. To receive
          such treatment, a mandated cost's revenue requirement must exceed
          $3 million and have a disproportionate effect on the Company or
          the electric power industry.

          The ARP also contains provisions to protect the Company and
          ratepayers against unforeseen adverse results from its operation.
          These include review by the MPUC if the Company's actual return
          on equity falls outside the designated range two years in a row,
          a mid-period review of the ARP by the MPUC in 1997 (including
          possible modification or termination), and a "final" review by
          the MPUC in 1999 to determine whether or with what changes the<PAGE>
          ARP should continue in effect after 1999.

          On July 1, 1995, the Company's first annual increase in rates and
          rate-element caps under the ARP of 2.43% became effective.  The
          components of the increase included the inflation index of 2.92%,
          reduced by a productivity offset of 0.5% and increased by 0.01%
          for flowthrough items and mandated costs.  Under prior long-term
          agreements, price discounts for competitively targeted customer
          classes are not affected by the increase.

          4.  Capitalization and Interim Financing

          On July 19, 1995, the Board of Directors of the Company
          terminated, effective immediately, the right to exercise the
          Rights issued to its shareholders pursuant to the Shareholder
          Rights Plan adopted by the Company on September 28, 1994, (see
          Note 7 of Notes to Consolidated Financial Statements in the
          Company's Form 10-K) and ordered the redemption of the Rights. 
          The Board directed payment of the redemption price of $.01 per
          Right on August 28, 1995, to holders of record at the close of
          business on August 14, 1995. This one-time payment amounts to
          $324,428.  On May 24, 1995, the shareholders of the Company, by a
          vote of 50.36 percent to 49.64 percent, had approved a
          shareholder proposal at the Company's annual meeting of
          shareholders recommending redemption of the rights and
          termination of the Shareholder Rights Plan.  The Shareholder
          Rights Plan was meant to provide protection against abusive or
          discriminatory takeover tactics.

          5.  Pensions and Other Post-Employment Benefits

          In May 1995, the Company announced a Special Retirement Offer
          (SRO) to all employees aged 50 or more who had at least five
          years of continuous service.  The goal of the SRO was to help the
          Company achieve financial savings and make the organizational
          changes it needs to be an effective competitor in the energy
          marketplace.  Approximately 200 employees accepted the SRO as of
          June 30, 1995.

          As a result of the SRO, the Company incurred a one-time charge of
          $4.8 million in the second quarter of 1995.  The SRO included
          certain permanent enhancements for all employees, the cost of
          which will be amortized to pension expense over the remaining
          service life of active employees. <PAGE>
          Item 2: Management's Discussion and Analysis of Financial 
                  Condition and Results of Operations

          Operating Results

          The second quarter of 1995 generated a net loss of $8.6 million
          compared to net income of $15.3 million for the corresponding
          period in 1994.  Year-to-date net income was $17.8 million versus
          $26.7 million for the 1994 period.

          Net Income was affected by one-time, pre-tax charges of $15.0
          million for the Company's entire estimated cost of tube sleeving
          at Maine Yankee (see Note 2 "Commitments and Contingencies -
          Maine Yankee Atomic Power Company Steam Generator Tubes"), and
          $4.8 million of costs associated with the Special Retirement
          Offer (SRO) that reduced the work force by 200 for employees
          accepting the offer as of June 30, 1995 (see Note 5 "Pensions and
          Other Post Employment Benefits").  The Maine Yankee charge was
          recorded in the second quarter; actual billings from Maine Yankee
          will continue for several months.  

          Loss Applicable to Common Stock was $11.2 million or $0.34 per
          share for the second quarter compared to earnings of $12.7
          million or $0.39 per share for the comparable period in 1994.
          Year-to-date earnings applicable to Common Stock were $12.6
          million or $0.39 per share and $21.5 million or $0.66 per share
          in 1994.  The one-time charges, net of tax, were $8.9 million or
          $0.27 per Common Share for Maine Yankee tube-sleeving and $2.8
          million or $0.09 per share for the SRO.

          Operating Revenues increased by $12.5 million or 2.8% to $466
          million in the first half of 1995.  Operating Revenues for the
          second quarter of 1995 of $203 million were 4.6% less than the
          second quarter of 1994.  

          Revenues were affected by lower kilowatt-hour sales, a 1994 price
          increase for most customers, price discounts for competitively
          targeted customer classes and the elimination under the
          Alternative Rate Plan (ARP) that took effect January 1, 1995, of
          reconciliation treatment for fuel and purchased-power expenses.

          The adoption of the ARP effective January 1, 1995 had a
          significant impact on the results of operations for the first
          half of 1995 when compared to 1994.  The ARP price-cap method of
          ratemaking eliminates the reconcilable fuel clause used under
          traditional rate-of-return regulation to account for and collect
          fuel and purchased-power energy costs.  One impact of this change
          is that seasonality in prices and certain accounting treatments
          for fuel revenues can produce more volatility in quarterly
          results than occurred under the prior ratemaking treatment. 
          These effects complicate quarter-to-quarter comparisons, but
          seasonality issues will not affect calendar year comparisons.

          Under that discontinued mechanism, fluctuations in fuel costs
          required the Company to record unbilled fuel revenue for any fuel
          costs incurred in excess of the amounts actually collected in
          each respective period.  If fuel collections exceeded fuel costs
          a charge to revenue was made during that period.  The effect of
          the fuel cost adjustment mechanism was to ensure that all fuel
          costs incurred were ultimately collected from customers at some
          time in the future.  This fuel mechanism also resulted in the
          allocation of a greater portion of the customers' rates to fuel
          revenues in the winter months and traditionally resulted in a<PAGE>
          charge to revenues in the winter months as fuel revenues
          collected normally exceed fuel costs.  With the elimination of
          the reconcilable fuel mechanism under the ARP, fuel revenues are
          now recorded as they are billed.  Therefore, the traditional
          charge to revenues for fuel overcollections in the winter months
          no longer occurs, resulting in the increase in revenues for the
          first half of 1995.
                 
          Service-area sales for the second quarter of 1995 totaled
          approximately 2.1 billion kilowatt-hours and were 5.0 percent
          less than the second quarter of 1994.  Service-area sales of
          electricity totaled approximately 4.5 billion kilowatt-hours for
          the six-month period ended June 30, 1995, a decrease of 4.9
          percent compared to the first six months of 1994.  

<TABLE>
                     <C>      <C>       <C>    <C>       <C>       <C>
                     Service Area Kilowatt-hour Sales (Millions of KWHs)
                                    Period Ended June 30,

                             Three Months                Six Months
                                            %                          %
                         1995     1994    Change   1995      1994   Change

          Residential  634.5    664.3   (4.5)% 1,451.4   1,542.7   (5.9)%
          Commercial   565.2    573.9   (1.5)  1,209.0   1,220.7   (1.0)
          Industrial   876.7    945.4   (7.3)  1,744.4   1,861.7   (6.3)
          Other         32.3     36.7  (11.9)     67.8      79.1  (14.3)
                     2,108.7  2,220.3   (5.0)% 4,472.6   4,704.2   (4.9)%
</TABLE>
          The changes in service area kilowatt-hour sales reflect the
          following:

               Kilowatt-hour sales to residential customers decreased by
               4.5% in the second quarter and by 5.9% for the six months
               ended June 30, 1995 compared to 1994; usage per customer was
               down 5.5 percent in the second quarter and by 7.0 percent
               for the six months ended June 30, 1995.  Warmer than normal
               winter temperatures and declines in the space and water
               heating subclass usage contributed to this decrease.

               Commercial sales decreased by 1.5% and 1.0% for the three-
               and six-month periods from 1994, reflecting decreases or
               flat sales in most sectors.

               Industrial kilowatt-hour sales decreased by 7.3% in the
               second quarter and by 6.3% for the six-months ended June 30,
               1995 compared to 1994 due primarily to decreased sales to
               the pulp and paper industry of 12.5% in the second quarter
               and 11.5% for the six-month period ended June 30, 1995. 
               This sector accounts for approximately 60% of the industrial
               sales category.  The primary factor in the decline in sales
               to this industry was the loss of 127 million kilowatt-hours
               of sales formerly made to a customer who began taking
               service from another utility in late 1994.  See Note 4 to
               Consolidated Financial Statements in the Company's Form 10-K
               for a detailed discussion of this matter. A sales increase
               of 2.7% for the second quarter and 3.9% for the six-months
               ended June 30, 1995 occurred in all other industrial
               customers as a group.

          The components of the change in electric operating revenues for
          the six months ended June 30, 1995, as compared to the same
          period in 1994, are as follows:
                                                     Three       Six<PAGE>
                                                     Months      Months
                                                  (Dollars in Millions)
          Revenues from Kilowatt-hour Sales:
             Total Service-Area Base Revenues     $ (3,158)    $(4,058)
             Fuel Revenues                         (10,321)     11,809
             Non-Territorial Base Revenues            (799)       (534)
             Revenues from Kilowatt-hour Sales     (14,278)      7,217

          Other Operating Revenues, including
            Maine Electric Power Company, Inc.       4,526       5,317

               Total Change in Electric Operating    
                Revenues                          $ (9,752)   $ 12,534

          Total service-area base revenues decreased for the second quarter
          and the six months ended June 30, 1995 reflecting lower kilowatt-
          hour sales, a December 1994 annual price decrease totaling $5.6
          million, and the discounted rates given competitively positioned
          customers effective with the ARP.  For a complete discussion of
          discounted rates, see Note 4 to consolidated Financial Statements
          in the Company's Form 10-K.

          Fuel revenue changes reflect the elimination under the ARP of the
          reconcilable fuel clause, discussed above.  Seasonal fluctuations
          in fuel revenues will continue throughout the remainder of 1995.

          MEPCO's electric sales and transmission revenues from New England
          utilities other than the Company (included in other operating
          revenues in the preceding table) amounted to $2.8 million and
          $1.0 million in the second quarters of 1995 and 1994,
          respectively.  These same totals for the six-months ended June
          30, 1995 and 1994 were $4.5 million and $2.8 million,
          respectively.  Under a Participation Agreement that terminates in
          1996, all of MEPCO's costs, including a return on invested
          capital, are paid by the participating utilities (Participants),
          which include the Company and most of the larger New England
          electric companies.  The level of MEPCO's revenues and expenses
          changes depending upon the level of energy purchases by
          Participants.

          Purchased power-capacity expense increased by $14.2 million in
          the second quarter of 1995 and by $20.2 million in the six months
          ended June 30, 1995.  Both periods included the one-time pre-tax
          charge of $15.0 million for the Company's entire estimated cost
          of the tube sleeving at Maine Yankee.  The Maine Yankee charge,
          which represents CMP's share of the previously reported estimated
          total repair cost of $40.0 million, was accrued as of June 30,
          1995; actual billings for repair work will continue for several
          months. Other charges in the six month period included higher
          nuclear capacity expense at two other nuclear plants in which the
          Company has an equity interest. The year-to-date expense
          comparison also includes the 1994 credit for the reversal of a
          $4.1 million "capacity deficiency fund".  A January 1994 MPUC-
          approved stipulation favorably resolved all issues related to
          that fund.

          Other operation and maintenance expenses increased by $13.7
          million compared to the second quarter of 1994 and $17.5 million
          compared to the first half of 1994.  These increases primarily
          reflect significantly higher monthly charges for amortization of
          purchased-power contract buy-outs and the one-time pre-tax charge
          of $4.8 million for costs associated with the Company's SRO. 
          Transmission and distribution expenses increased slightly in both<PAGE>
          periods.  Salaries expense decreased by $1.9 million for the six
          months ended June 30, 1995.

          Federal and state income taxes decreased by $17.0 million in the
          second quarter and by $6.6 million for the six months ended June
          30, 1995.  Federal and state income taxes fluctuate with the
          level of pre-tax earnings and the regulatory treatment of taxes
          by the MPUC. Lower pre-tax earnings were attributable to lower
          sales levels and the one-time charges for Maine Yankee tube
          sleeving and the SRO.  The tax effect, applicable to both the
          second quarter and the six months ended June 30, 1995, of these
          one-time charges were decreases of $6.1 million for Maine Yankee
          tube sleeving and $2.0 million for the SRO.

          Interest on long-term debt during the second quarter of 1995
          increased by approximately $1.4 million and $3.1 million for the
          first six months of 1995 while other interest expense remained
          flat compared to 1994.  The increase reflects higher levels of
          outstanding long-term debt when compared to 1994.  The increased
          debt results from the issuance of additional mortgage bonds
          during 1994 and the note to the Finance Authority of Maine issued
          to finance the buy-out of a large non-utility generator contract
          in 1994.

          Liquidity and Capital Resources

          Approximately $77.5 million of cash was provided during the first
          half of 1995 from net income before non-cash items, primarily
          depreciation and amortization and the accrual of the estimated
          cost of the Maine Yankee tube sleeving.  During such period,
          approximately $2.2 million of cash was provided by fluctuations
          in certain assets and liabilities and from other operating
          activities.

          During the first six months of 1995, the Company reduced the
          level of preferred stock outstanding by $5.5 million through
          normal sinking fund requirements.  Dividends paid on common stock
          were $14.6 million, while preferred-stock dividends utilized $5.3
          million of cash.  Medium Term Notes were reduced by $15.0
          million.

          Investing activities, primarily construction expenditures,
          utilized $20.1 million in cash during the first half of 1995 for
          generating projects, transmission, distribution, and general
          construction expenditures.

          In order to accommodate existing and future loads on its electric
          system the Company is engaged in a continuing construction
          program.  The Company's plans for improvements and expansions,
          its load forecast and its power-supply sources are under a
          process of continuing review.  Actual construction expenditures
          will depend upon the availability of capital and other resources,
          load forecasts, customer growth and general business conditions.

          The ultimate nature, timing and amount of financing for the
          Company's total construction programs, refinancing and energy-
          management capital requirements will be determined in light of
          market conditions, earnings and other relevant factors.

          To support its short-term capital requirements, the Company
          maintains an unsecured $50-million revolving credit agreement
          with several banks that can be used to support commercial paper
          borrowing or as short-term financing.  However, access to<PAGE>
          commercial paper markets has been substantially reduced, if not
          eliminated, as a result of the downgrading of the Company's
          credit ratings during 1993.  The amount of outstanding short-term
          borrowing will fluctuate with day-to-day operational needs, the
          timing of long-term financing, and market conditions.

          On November 9, 1994, the Company entered into a Competitive
          Advance and Revolving Credit Facility (Revolving Credit
          Facility), with several banks and Chemical Bank, as agent for the
          lenders, to provide up to $80 million of revolving credit loans. 
          The Revolving Credit Facility supplements the existing $50
          million revolving-credit agreement and replaced the Company's $73
          million of individual lines of credit.

          Several credit-rating actions relating to the Company's
          securities took place in early 1995, when the Company's actions
          taken during 1994 with respect to cost control, NUG cost
          reductions, the regulatory reform under the ARP, and the
          competitive pricing agreements with large customers, were
          recognized by Moody's Investors Service (Moody's) which upgraded
          the Company's ratings on preferred stock and commercial paper,
          and Duff & Phelps Credit Rating Co. (Duff & Phelps), which
          upgraded its preferred stock rating.  After announcement of the
          Maine Yankee steam generator tube issues Duff & Phelps placed the
          Company on "credit watch" for possible downgrade, but on May 25,
          1995, removed the Company's fixed-income securities from "Rating
          Watch--Down" and reaffirmed the Company's ratings.  Moody's
          reaffirmed its ratings of the Company's securities on June 19,
          1995, including its negative rating outlook.  Standard and Poor's
          Corp. continues to monitor the Maine Yankee situation and its
          impact on its ratings of the Company's securities.<PAGE>

                             PART II  - OTHER INFORMATION


          Item 1. Legal Proceedings

          Environmental Matters.  For a discussion of administrative and
          judicial proceedings concerning cleanup of a site containing soil
          contaminated by PCB's from equipment originally owned by the
          Company, see Note 2, "Commitments and Contingencies," "Legal and
          Environmental Matters," which is incorporated herein by
          reference.

          Regulatory Matters. For a discussion of certain other Regulatory
          matters affecting the Company, see Note 3, "Regulatory Matters,"
          which is incorporated herein by reference.

          Item 2. through Item 3.  Not applicable

          Item 4. Submission of Matters to a Vote of Security Holders

          The annual meeting of the stockholders of the Company was held on
          May 24, 1995.  Proxies for the meeting were solicited pursuant to
          Regulation 14 under the Securities Exchange Act of 1934.  There
          was no solicitation in opposition to the management's nominees as
          listed in the proxy statement, and all of such nominees were
          elected.

          Three matters were voted on at the meeting.  One was the election
          of four directors to Class II of the Company's Board of Directors
          for a three-year term.  All four nominees were elected, with the
          following vote tabulations:

             E. James Dufour:
               Votes for -        2,334,820
               Votes withheld -      85,162
               Abstentions -        594,642
               Broker nonvotes -    235,364

             David M. Jagger:
               Votes for -        2,337,274
               Votes withheld -      82,708
               Abstentions -        594,642
               Broker nonvotes -    235,364

             Charles E. Monty:
               Votes for -        2,333,924
               Votes withheld -      86,058
               Abstentions -        594,642
               Broker nonvotes -    235,364

             Robert H. Reny:
               Votes for -        2,330,116
               Votes withheld -      89,866
               Abstentions -        594,642
               Broker nonvotes -    235,364<PAGE>
          Two other matters voted on at the meeting were:

          1.  Approval of the appointment of Coopers & Lybrand L.L.P.,
          Boston Massachusetts, as the Company's auditors for the year
          1995.  The appointment was approved, with the following vote
          tabulations:

               Votes for -        2,369,070
               Against -             21,016
               Votes withheld -     594,642
               Abstentions -         29,896
               Broker nonvotes -    235,364

          2.  Approval of a shareholder proposal recommending redemption of
          rights issued under Shareholder Rights Plan and termination of
          the Plan.  The proposal was approved, with the following vote
          tabulations:

               Votes for -          929,636
               Against -            916,342
               Votes withheld -   1,047,027
               Abstentions -        121,619
               Broker nonvotes -    235,364

          Item 5. Other Events

          Maine Yankee Steam Generator Tubes.  For a discussion of issues
          arising from the discovery of a large number of degraded steam
          generator tubes at the Maine Yankee plant see Note 2,
          "Commitments and Contingencies," "Maine Yankee Atomic Power
          Company Steam Generator Tubes," which is incorporated herein by
          reference.

          Item 6. Exhibits and Reports on Form 8-K

                 (a)  Exhibits.  None.

                 (b)  Reports on Form 8-K.  The Company filed the following
                      reports on Form 8-K during the second quarter of 1995
                      and thereafter to date:

          Date of Report                          Items Reported

          May 22, 1995                            Item 5

          (a)  The Company reported that the Nuclear Regulatory Commission
          had approved two sleeving processes for the Maine Yankee Atomic
          Power Company ("Maine Yankee") nuclear generating plant steam
          generator tubes and that Maine Yankee had selected Westinghouse
          Electric Corp. as the contractor for the tube sleeving project.

          (b)  The Company also reported that at its annual meeting of
          stockholders on May 24, 1995, the stockholders had approved a
          shareholder proposal recommending redemption of the rights issued
          by the Company under its Shareholder Rights Plan and termination
          of the Plan, re-elected four incumbent directors, and approved
          the appointment of Coopers & Lybrand L.L.P. as the Company's
          auditors for 1995.

          (c)  Finally, the Company reported that Duff & Phelps Credit
          Rating Co. had removed the Company's fixed-income securities from
          "Rating Watch--Down" and reaffirmed the Company's ratings.<PAGE>
          Date of Report                          Items Reported

          July 19, 1995                           Item 5

          (a)  The Company announced its second-quarter financial results,
          pointing out specifically that one-time accounting charges for
          the costs of the steam-generator tube sleeving project at the
          Maine Yankee plant and the costs of an early retirement program
          at the Company had resulted in an $11.2 million second-quarter
          loss for the Company.

          (b)  The Company also reported that on July 19, 1995, its Board
          of Directors had terminated the right to exercise the rights
          issued under its Shareholder Rights Plan, effective immediately,
          and that it would pay the redemption price of one cent per right
          on August 28, 1995, to holders of record on August 14, 1995.

          (c)  The Company also reported that Robert E. Tuoriniemi had been
          elected Comptroller of the Company, effective August 1, 1995, to
          fill the vacancy caused by a retirement.
           <PAGE>
                                      Signatures

          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 thereunto duly authorized.

                                  CENTRAL MAINE POWER COMPANY
                                          (Registrant)



          Date: August 11, 1995   /S/Robert E. Tuoriniemi                  
                                  Robert E. Tuoriniemi, Comptroller (Chief
                                  Accounting Officer)


                                  /S/David E. Marsh                        
                                  David E. Marsh, Vice President, Corporate
                                  Services and Chief Financial Officer
                                  (Principal Financial Officer and duly
                                  authorized officer)<PAGE>

<TABLE> <S> <C>







          <ARTICLE> UT
          <MULTIPLIER> 1,000
                 
          <S>                             <C>
          <PERIOD-TYPE>                   6-MOS
          <FISCAL-YEAR-END>                          DEC-31-1994
          <PERIOD-END>                               JUN-30-1995
          <BOOK-VALUE>                                  PER-BOOK
          <TOTAL-NET-UTILITY-PLANT>                    1,066,471
          <OTHER-PROPERTY-AND-INVEST>                     52,492
          <TOTAL-CURRENT-ASSETS>                         266,302
          <TOTAL-DEFERRED-CHARGES>                       630,847
          <OTHER-ASSETS>                                       0<F1>
          <TOTAL-ASSETS>                               2,016,112
          <COMMON>                                       162,214
          <CAPITAL-SURPLUS-PAID-IN>                      276,389
          <RETAINED-EARNINGS>                             51,142
          <TOTAL-COMMON-STOCKHOLDERS-EQ>                 489,745
                                     74,528
                                               65,571
          <LONG-TERM-DEBT-NET>                           619,776
          <SHORT-TERM-NOTES>                               8,000
          <LONG-TERM-NOTES-PAYABLE>                            0
          <COMMERCIAL-PAPER-OBLIGATIONS>                       0
          <LONG-TERM-DEBT-CURRENT-PORT>                   20,860
                                      0
          <CAPITAL-LEASE-OBLIGATIONS>                     38,300
          <LEASES-CURRENT>                                 1,722
          <OTHER-ITEMS-CAPITAL-AND-LIAB>                 697,610
          <TOT-CAPITALIZATION-AND-LIAB>                2,016,112
          <GROSS-OPERATING-REVENUE>                      465,896
          <INCOME-TAX-EXPENSE>                             8,435
          <OTHER-OPERATING-EXPENSES>                     417,525
          <TOTAL-OPERATING-EXPENSES>                     425,960
          <OPERATING-INCOME-LOSS>                         43,413
          <OTHER-INCOME-NET>                               2,013
          <INCOME-BEFORE-INTEREST-EXPEN>                  45,426
          <TOTAL-INTEREST-EXPENSE>                        27,669
          <NET-INCOME>                                    17,757
                                5,141
          <EARNINGS-AVAILABLE-FOR-COMM>                   12,616
          <COMMON-STOCK-DIVIDENDS>                        14,599
          <TOTAL-INTEREST-ON-BONDS>                       15,380
          <CASH-FLOW-OPERATIONS>                          79,687
          <EPS-PRIMARY>                                     0.39
          <EPS-DILUTED>                                     0.39
          <FN>
          <F1>Included in Total Deferred Charges.
          </FN>
                  <PAGE>

</TABLE>


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