SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
______________________
FORM 11-K
X Annual Report Pursuant to Section 15(d)
of the Securities Exchange Act of 1934 [Fee Required]
For the fiscal year ended December 31, 1993
Transition Report Pursuant to Section 15(d)
of the Securities Exchange Act of 1934 [No Fee Required]
For the transition period from _______________ to __________________
Commission file number 1-8291
GREEN MOUNTAIN POWER CORPORATION
Employee Savings and Investment Plan and Trust
______________________________________________
(Full title of the Plan)
Green Mountain Power Corporation
25 Green Mountain Drive, P. O. Box 850
South Burlington, VT 05402
(802) 864-5731
______________________________________
(Name of issuer of the securities held pursuant to the
Plan and the address of its principal executive office)
GREEN MOUNTAIN POWER CORPORATION
EMPLOYEE SAVINGS AND
INVESTMENT PLAN AND TRUST
Financial Statements
December 31, 1993
Green Mountain Power Corporation
Employee Savings and Investment Plan and Trust
TABLE OF CONTENTS
December 31, 1993
Page
INDEPENDENT AUDITOR'S REPORT 1
FINANCIAL STATEMENTS
Statements of Net Assets Available for Plan Benefits 3
Statements of Changes in Net Assets Available for Plan Benefits 4
Notes to Financial Statements 5
INDEPENDENT AUDITOR'S REPORT
To the Retirement Board
Green Mountain Power Corporation
Employee Savings and Investment Plan and Trust
We have audited the accompanying statement of net assets available for plan
benefits of Green Mountain Power Corporation Employee Savings and
Investment Plan and Trust as of December 31, 1993, and the related
statement of changes in net assets available for plan benefits for the year
then ended. These financial statements are the responsibility of the
Plan's management. Our responsibility is to express an opinion on these
financial statements based on our audit.
We conducted our audit in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that our audit
provides a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the net assets available for plan benefits of the
Plan as of December 31, 1993, and the changes in net assets available for
plan benefits for the year then ended, in conformity with generally
accepted accounting principles.
Kittell, Branagan & Sargent
St. Albans, Vermont
March 4, 1994
INDEPENDENT AUDITOR'S REPORT
To the Retirement Board
Green Mountain Power Corporation
We have audited the accompanying statement of net assets available for plan
benefits of Green Mountain Power Corporation Employee Savings and
Investment Plan and Trust as of December 31, 1992, and the related
statements of changes in net assets available for plan benefits for each of
the two years in the period ended December 31, 1992. These financial
statements are the responsibility of the Plan's management. Our
responsibility is to express an opinion on these financial statements based
on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating
the overall financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly,
in all material respects, the net assets available for plan benefits of the
Plan as of December 31, 1992, and the changes in net assets available for
plan benefits for each of the two years in the period ended December 31,
1992, in conformity with generally accepted accounting principles.
Urbach, Kahn & Werlin, PC
Burlington, Vermont
Registration No.: 126
March 8, 1993
Green Mountain Power Corporation
Employee Savings and Investment Plan and Trust
STATEMENTS OF NET ASSETS AVAILABLE FOR PLAN BENEFITS
December 31,
1993 1992
---- ----
ASSETS
Investments at fair value as determined
by quoted market price:
Participating Employer:
Green Mountain Power Corporation common stock $ 5,365,821 $ 4,795,738
Equity Fund for Bank Trust Departments
Wright Blue Chip Portfolio (WBC) 1,327,157
Twentieth Century Investors Ultra Fund 1,062,104
State Street S & P 500 Index Fund 945,053
Fidelity Asset Manager Fund 1,271,974
__________ __________
8,644,952 6,122,895
__________ __________
Investments at estimated fair value:
Chittenden Bank BIC - 1991 41,254 1,515,280
Money Market Fund 1,700,457 930,963
Participant loans 831,078 699,074
__________ __________
2,572,789 3,145,317
__________ __________
Receivables:
Employer contributions 8,933
Accrued Interest and dividends 9,042 11,006
__________ __________
9,042 19,939
__________ __________
Cash 2,997 136,020
__________ __________
TOTAL ASSETS 11,229,780 9,424,171
__________ __________
NET ASSETS AVAILABLE FOR PLAN BENEFITS $11,229,780 $ 9,424,171
========== ==========
See Notes to Financial Statements.
Green Mountain Power Corporation
Employee Savings and Investment Plan and Trust
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS
For the Years Ended December 31,
1993 1992 1991
---- ---- ----
INVESTMENT INCOME
Interest $ 188,668 $ 206,928 $ 219,937
Dividends on Green Mountain
Power Corporation Stock 330,450 276,367 208,585
Other dividends 53,370 224,497 50,002
Realized gain (loss) on sale
of investments (13,470) 1,196 (2,021)
Net unrealized appreciation
(depreciation) in fair market
value of investments (150,501) 301,466 886,010
__________ __________ __________
408,517 1,010,454 1,362,513
__________ __________ __________
CONTRIBUTIONS
Employer 435,248 374,089 328,618
Employee 1,310,940 1,145,695 953,024
Rollovers 8,301 12,079
Other 1,262
__________ __________ __________
1,746,188 1,529,347 1,293,721
__________ __________ __________
TOTAL ADDITIONS 2,154,705 2,539,801 2,656,234
__________ __________ __________
BENEFITS PAID 349,096 276,677 221,883
CONTRACT EXPENSE 4,849
__________ __________ __________
TOTAL DEDUCTIONS 349,096 276,677 226,732
__________ __________ __________
NET INCREASE 1,805,609 2,263,124 2,429,502
NET ASSETS AVAILABLE FOR PLAN BENEFITS
Beginning of Year 9,424,171 7,161,047 4,731,545
__________ __________ __________
End of Year $11,229,780 $ 9,424,171 $ 7,161,047
========== ========= =========
See Notes to Financial Statements.
Green Mountain Power Corporation
Employee Savings and Investment Plan and Trust
NOTES TO FINANCIAL STATEMENTS
December 31, 1993
NOTE 1 PLAN DESCRIPTION
The following brief description of Green Mountain Power Corporation
Employee Savings and Investment Plan and Trust (the Plan) is
provided for general information only. Participants should refer
to the Plan agreement for a more complete description of the Plan's
provisions.
General
The Plan is a defined contribution plan established by Green
Mountain Power Corporation. The Plan covers substantially all
full-time employees of Green Mountain Power Corporation (the
Company) and its subsidiaries, Green Mountain Propane, Inc. and
Mountain Energy, Inc. The Plan is subject to the provisions of the
Employee Retirement Income Security Act of 1974 (ERISA).
Administration of Plan Assets
The Plan's assets are held by the Trustee of the Plan, which
invests cash received, including interest and dividend income, and
makes distributions to participants. Administrative expenses for
the Trustee's fees are reimbursed by the Company.
Certain administrative functions are performed by employees of the
Company. No such employee receives compensation from the Plan.
Other administrative costs are paid directly by the Company.
Participant Contributions
Upon enrollment or re-enrollment, participants shall direct
their contributions to be invested in one or more of the following
investment options in 10 percent increments:
GMP Stock Fund - This fund is invested in Green Mountain Power
Corporation common stock.
Equity Fund - This fund is invested in units of the Wright
Blue Chip Portfolio which is comprised principally of
corporate stock. The Wright Blue Chip Portfolio is part of
the Equity Fund for Bank Trust Departments managed by Eaton
Vance Management, Inc.
Money Market- -This fund is invested in the Lehman Cash
Fund.
Guaranteed Income Fund - This fund is invested in guaranteed
investment contracts with Maccabees Mutual Life Insurance
Company and bank investment contracts with Chittenden Bank.
S & P 500 Fund - This fund is invested in units of the
Standard & Poor's 500 Index Fund which is comprised
principally of corporate stock, held in the Standard & Poor's
500 Index. The fund is designed to duplicate the performance
of the Standard & Poor's 500 Index.
Temporary Cash Fund - This fund is invested in the Lehman Cash
Fund.
Asset Fund - This fund is invested in shares of the Fidelity
Asset Manager Fund which is comprised of a broad mix of
securities including equity, fixed income, and money market
securities.
Ultra Fund - This fund is invested in shares of the Twentieth
Century Ultra Investors Fund, which is comprised of securities
of small and emerging growth companies. It invests in the
stock of a wide range of small to medium-sized growth
companies.
Participants may revise the balance in each fund and/or investment
direction effective on the first day of each quarter, by providing
the Administrator with 30 days advance written notice.
Company Contributions
For each participant, the Company contributes $.50 for every $1.00
contributed by the participant on the first 5 percent of the
participant's eligible compensation. Company contributions are
invested in the GMP Stock Fund.
Loan Provisions
Effective July 1, 1986, the Plan allows participants to borrow
funds from their account. All loans require approval by the
Administrator. All loan repayments will be through payroll
deductions, except that loans may be repaid in a lump sum at any
time without penalty. The term of the loan will be no greater than
five years, except that loans which are used to acquire, construct
or rehabilitate a principal residence may extend up to 30 years.
Loans and associated interest must be repaid in full at the time of
retirement or termination. The interest rate must be commensurate
with the rate charged by persons in the business of lending money
for loans which would be made under similar circumstances in
accordance with Department of Labor regulations.
Vesting
Employees are immediately vested in their voluntary contributions
as well as the employers' contribution and any earnings thereon.
Tax Status
The Plan as originally established in 1985 has been determined by
the Internal Revenue Service (IRS) to be a qualified plan under IRS
Code Sections 401(k) and 409. A favorable determination on the
Plan, as restated effective January 1, 1989, is anticipated.
Plan Termination
Although it has not expressed any intent to do so, the Company has
the right to discontinue contributions or terminate the Plan at any
time, subject to the provisions of ERISA.
NOTE 2 VALUATION OF INVESTMENTS AT ESTIMATED FAIR VALUE
Guaranteed Investment Contracts (GIC's) with Maccabees Mutual Life
Insurance Company are carried at their contract amounts. Bank
Investment Contracts (BIC's) with Chittenden Bank are also carried
at their contract amount. Contract amounts approximate estimated
fair value. These contracts credit interest at composite annual
interest rates as indicated. The money market fund is carried at
its cash value. Participant loans are carried at their unpaid
principal balances at year end, which also approximate estimated
fair value.
1993 1992
---- ----
Chittenden BIC - 1991: Interest at a
rate of 8.26% for the period January
1, 1991 through December 31, 1993 on
all contributions received by the
Trust between January 1, 1991 and
December 31, 1991. $ 41,254 $1,515,280
Money Market Fund: Lehman cash fund;
interest at varying rates approx-
imating market. 1,700,457 930,963
Participant loans 831,078 699,074
_________ _________
$2,572,789 $3,145,317
========= =========
NOTE 3 INVESTMENTS
The details of investments as of December 31, 1993 were as follows:
Number
of Shares,
Contract
Amounts, Fair
Units Cost Value
---------- ---- -----
GMP Stock Fund
Green Mountain Power Corporation
common stock 173,091 $4,777,732 $5,365,821
========= ========= =========
Bank Investment Contract
Chittenden BIC 1991 41,254 $ 41,254 $ 41,254
========= ========= =========
Ultra Fund
Twentieth Century Investors
Ultra Fund 49,654 $ 963,103 $1,062,104
========= ========= =========
S & P 500 Fund
State Street S & P 500 Index Fund 13,579 $ 885,891 $ 945,053
========= ========= =========
Asset Fund
Fidelity Asset Manager Fund 82,596 $1,189,354 $1,271,974
========= ========= =========
Money Market Fund 1,700,457 $1,700,457 $1,700,457
========= ========= =========
Participant Loans 831,078 $ 831,078 $ 831,078
========= ========= =========
The details of investments as of December 31, 1992 were as follows:
GMP Stock Fund
Green Mountain Power Corporation
common stock 144,777 $3,766,244 $4,795,738
========= ========= =========
Equity Fund
Equity Fund for Bank Trust Depart-
ments Wright Blue Chip Portfolio 89,733 $1,377,278 $1,327,157
========= ========= =========
Bank Investment Contract
Chittenden BIC 1991 1,515,280 $1,515,280 $1,515,280
========= ========= =========
Money Market Fund
Lehman Cash Fund 930,963 $ 930,963 $ 930,963
========= ========= =========
Participant Loans 669,074 $ 669,074 $ 669,074
========= ========= =========
Green Mountain Power Corporation
Employee Savings and Investment Plan and Trust
NOTES TO FINANCIAL STATEMENTS
December 31, 1993
NOTE 4 REALIZED GAIN ON SALE OF INVESTMENTS
Aggregate costs, proceeds and realized net gain (loss) on
investment transactions were as follows:
1993
----
Aggregate proceeds $ 2,382,234
Aggregate cost (based on average cost) (2,395,705)
__________
NET GAIN (LOSS) $( 13,471)
==========
1992
----
Aggregate proceeds $ 238,709
Aggregate cost (based on average cost) ( 237,513)
__________
NET GAIN (LOSS) $ 1,196
==========
1991
----
Aggregate proceeds $ 211,622
Aggregate cost (based on average cost) ( 213,643)
__________
NET GAIN (LOSS) $( 2,021)
===========
NOTE 5 UNREALIZED APPRECIATION (DEPRECIATION) OF INVESTMENTS
The following summarizes unrealized appreciation (depreciation) in
fair market value of investments during each of the periods:
Balance January 1, 1991 $( 208,103)
Unrealized depreciation - 1991 886,010
__________
Balance, December 31, 1991 677,907
Unrealized depreciation - 1992 301,466
__________
Balance, December 31, 1992 979,373
Unrealized depreciation - 1993 ( 150,501)
__________
Balance, December 31, 1993 $ 828,872
==========
NOTE 6 ALLOCATION OF FUNDS BY INVESTMENT PROGRAM
The allocation of assets, liabilities and net assets available for plan
benefits by investment program is as follows:
ASSETS
<TABLE>
<CAPTION>
Guaran- Temp-
S & P GMP teed orary
500 Stock Income Cash Asset Ultra Loan
Fund Fund Fund Fund Fund Fund Fund Total
----- ------ ------ ------ ----- ----- ---- -----
<S> <C> <C> <C> <C> <C> <C> <C> <C>
December 31, 1993
Investments at fair value as
determined by quoted market price
Participating employer:
Green Mountain Power Corporation
common stock $ $5,365,821 $ $ $ $ $ $ 5,365,821
Twentieth Century Investors
Ultra Fund 1,062,104 1,062,104
State Street S & P 500 Index Fund 945,053 945,053
Fidelity Asset Manager Fund 1,271,974 1,271,974
_______ _________ ______ _________ _________ _________ _______ __________
945,053 5,365,821 1,271,974 1,062,104 8,644,952
_______ _________ ______ _________ _________ _________ _______ __________
Investments at estimated fair value
Chittenden Bank, Chittenden BIC 1991 41,254 41,254
Money Market Fund 78,774 1,615,914 5,769 1,700,457
Participant loans 831,078 831,078
_______ _________ ______ _________ _________ _________ _______ __________
78,774 41,254 1,615,914 5,769 831,078 2,572,789
_______ _________ ______ _________ _________ _________ _______ __________
Receivables
Accrued interest and dividends 9,042 9,042
_______ _________ ______ _________ _________ _________ _______ __________
9,042 9,042
Cash 7 2,990 2,997
_______ _________ ______ _________ _________ _________ _______ __________
Total Assets $945,053 $5,444,602 $50,296 $1,618,904 $1,271,974 $1,067,873 $831,078 $11,229,780
_______ _________ ______ _________ _________ _________ _______ __________
NET ASSETS AVAILABLE FOR
PLAN BENEFITS $945,053 $5,444,602 $50,296 $1,618,904 $1,271,974 $1,067,873 $831,078 $11,229,780
======= ========= ====== ========= ========= ========= ======= ==========
</TABLE>
<TABLE>
<CAPTION>
GMP Guaranteed Money
Stock Fund Income Fund Equity Fund Market Total
---------- ----------- ----------- ------ -----
<S> <S> <C> <C> <C> <C>
December 31, 1992
ASSETS
Investments at fair value as determined
by quoted market price
Participating employer:
Green Mountain Power Corporation
common stock $4,795,738 $ $ $ $4,795,738
Equity Fund for Bank Trust Departments
Wright Blue Chip Portfolio 1,327,157 1,327,157
_________ _________ _________ _______ _________
4,795,738 1,327,157 6,122,895
_________ _________ _________ _______ _________
Investments at estimated fair value
Chittenden Bank, Chittenden BIC 1991 1,515,280 1,515,280
Money Market Fund 930,963 930,963
Participant loans 234,359 299,423 117,633 47,659 699,074
_________ _________ _________ _______ _________
234,359 1,814,703 117,633 978,622 3,145,317
_________ _________ _________ _______ _________
Receivables
Employer contributions 8,478 8,478
Accrued interest and dividends 812 10,649 11,461
_________ _________ _________ _______ _________
9,290 10,649 19,939
_________ _________ _________ _______ _________
Cash 133,606 3 2,411 136,020
_________ _________ _________ _______ _________
Total Assets 5,172,993 1,825,352 1,444,793 981,033 9,424,171
_________ _________ _________ _______ _________
NET ASSETS AVAILABLE FOR PLAN BENEFITS $5,172,993 $1,825,352 $1,444,793 $981,033 $9,424,171
========= ========= ========= ======= =========
</TABLE>
NOTE 7 CHANGES IN ASSETS AVAILABLE FOR PLAN BENEFITS BY INVESTMENT PROGRAM
The allocation of the various components of changes in net assets
available for plan benefits by investment program for
for the years ended December 31, 1993, 1992 and 1991 is as follows:
<TABLE>
<CAPTION>
S&P GMP Guaranteed Temporary
500 Stock Income Cash Asset Ultra Loan Equity
December 31, 1993 Fund Fund Fund Fund Fund Fund Fund Fund Total
- ----------------- ----------- ----------- ----------- ----------- ----------- ----------- --------- ----------- ------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Investment Income:
Interest $7,825 $12,029 $117,504 $38,361 $6,637 $5,312 $ $1,000 $188,668
Dividends on Green
Mountain Power stock 330,450 330,450
Other dividends 53,370 53,370
Realized gain (loss) on
sale of investments 809 2,866 2,137 (438) (18,844) (13,470)
Net unrealized
appreciation
(depreciation) in fair
value of investments 59,161 (391,281) 82,620 98,999 (150,501)
----------- ----------- ----------- ----------- ----------- ----------- --------- ----------- ------------
Total investment
Income 67,795 (45,936) 117,504 38,361 144,764 103,873 (17,844) 408,517
----------- ----------- ----------- ----------- ----------- ----------- --------- ----------- ------------
Contributions:
Employer 435,248 435,248
Employee 225,653 434,955 214,970 236,542 198,820 1,310,940
----------- ----------- ----------- ----------- ----------- ----------- --------- ----------- ------------
Total contributions 225,653 870,203 214,970 236,542 198,820 1,746,188
----------- ----------- ----------- ----------- ----------- ----------- --------- ----------- ------------
Total additions 293,448 824,267 117,504 253,331 381,306 302,693 (17,844) 2,154,705
----------- ----------- ----------- ----------- ----------- ----------- --------- ----------- ------------
Benefits paid 3,171 203,191 40,321 100,208 525 1,680 349,096
----------- ----------- ----------- ----------- ----------- ----------- --------- ----------- ------------
Total Deductions 3,171 203,191 40,321 100,208 525 1,680 349,096
----------- ----------- ----------- ----------- ----------- ----------- --------- ----------- ------------
Interfund Transfers 654,776 (349,467) (1,852,239) 484,748 891,193 766,858 831,078 (1,426,947)
----------- ----------- ----------- ----------- ----------- ----------- --------- ----------- ------------
Net Increase
(Decrease) 945,053 271,609 (1,775,056) 637,871 1,271,974 1,067,871 831,078 (1,444,791) 1,805,609
NET ASSETS AVAILABLE
FOR PLAN BENEFITS:
Beginning of year 5,172,993 1,825,352 981,035 1,444,791 9,424,171
----------- ----------- ----------- ----------- ----------- ----------- --------- ----------- ------------
End of Year $945,053 $5,444,602 $50,296 $1,618,906 $1,271,974 $1,067,871 $831,078 $ $11,229,780
=========== =========== =========== =========== =========== =========== ========= =========== ============
</TABLE>
<TABLE>
<CAPTION>
GMP Guaranteed
Stock Income Equity Money
December 31, 1992 Fund Fund Fund Market Total
- ----------------- ----------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C> <C>
Investment Income:
Interest $18,139 $109,465 $11,154 $68,169 $206,927
Dividends on Green
Mountain Power stock 276,368 276,368
Other dividends 224,497 224,497
Realized gain (loss) on
sale of investments 4,105 (2,909) 1,196
Net unrealized
appreciation
(depreciation) in fair
value of investments 445,368 (143,902) 301,466
----------- ----------- ----------- ----------- -----------
Total investment
Income 743,980 109,465 88,840 68,169 1,010,454
----------- ----------- ----------- ----------- -----------
Contributions:
Employer 374,089 374,089
Employee 478,266 301,415 366,014 1,145,695
Rollover 2,085 2,085 4,130 8,300
Other 1,263 1,263
----------- ----------- ----------- ----------- -----------
Total contributions 855,703 303,500 370,144 1,529,347
----------- ----------- ----------- ----------- -----------
Total additions 1,599,683 109,465 392,340 438,313 2,539,801
----------- ----------- ----------- ----------- -----------
Benefits paid 144,994 56,386 32,472 42,825 276,677
----------- ----------- ----------- ----------- -----------
Total Deductions 144,994 56,386 32,472 42,825 276,677
Interfund Transfers 87,958 (1,062,826) 389,323 585,545
----------- ----------- ----------- ----------- -----------
Net Increase
(Decrease) 1,542,647 (1,009,747) 749,191 981,033 2,263,124
NET ASSETS AVAILABLE
FOR PLAN BENEFITS:
Beginning of year 3,630,346 2,835,099 695,602 7,161,047
----------- ----------- ----------- ----------- -----------
End of Year $5,172,993 $1,825,352 $1,444,793 $981,033 $9,424,171
=========== =========== =========== =========== ===========
</TABLE>
<TABLE>
<CAPTION>
GMP Guaranteed
Stock Income Equity
December 31, 1991 Fund Fund Fund Total
- ----------------- ----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Investment Income:
Interest $10,687 $204,682 $4,568 $219,937
Dividends on Green
Mountain Power stock 208,585 208,585
Other dividends 50,002 50,002
Realized loss on
sale of investments (1,790) (231) (2,021)
Net unrealized
appreciation in fair
value of investments 779,009 107,001 886,010
----------- ----------- ----------- -----------
Total investment
Income 996,491 204,682 161,340 1,362,513
----------- ----------- ----------- -----------
Contributions:
Employer 328,618 328,618
Employee 276,737 547,364 128,923 953,024
Rollover 5,041 3,015 4,023 12,079
----------- ----------- ----------- -----------
Total contributions 610,396 550,379 132,946 1,293,721
----------- ----------- ----------- -----------
Total additions 1,606,887 755,061 294,286 2,656,234
----------- ----------- ----------- -----------
Benefits paid 75,507 128,243 18,133 221,883
Contract Expense 4,849 4,849
----------- ----------- ----------- -----------
Total Deductions 75,507 133,092 18,133 226,732
Interfund Transfers (130,222) 220,243 (90,021)
----------- ----------- ----------- -----------
Net Increase 1,401,158 842,212 186,132 2,429,502
NET ASSETS AVAILABLE
FOR PLAN BENEFITS:
Beginning of year 2,229,188 1,992,887 509,470 4,731,545
----------- ----------- ----------- -----------
End of Year $3,630,346 $2,835,099 $695,602 $7,161,047
=========== =========== =========== ===========
</TABLE>
CONSENT OF INDEPENDENT AUDITOR
We consent to the incorporation by reference in the Registration
Statement on Form S-8 (File No. 33-47985) under the Securities Act of
1933 of Green Mountain Power Corporation of our report dated March 4,
1994, contained in the Annual Report on Form 11-K under the Securities
Exchange Act of 1934 for the year ended December 31, 1993, of Green
Mountain Power Corporation Employee Savings and Investment Plan and
Trust.
KITTELL, BRANAGAN & SARGENT
St. Albans, Vermont
March 29, 1994
CONSENT OF INDEPENDENT AUDITOR
We consent to the incorporation by reference in the Registration
Statement on Form S-8 (File No. 33-47985) under the Securities Act of
1933 of Green Mountain Power Corporation of our report dated March 8,
1993, contained in the Annual Report on Form 11-K under the Securities
Exchange Act of 1934 for the year ended December 31, 1993, of Green
Mountain Power Corporation Employee Savings and Investment Plan and
Trust.
URBACH, KAHN & WERLIN, PC
Burlington, Vermont
March 29, 1994
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act
of 1934, the Retirement Board, which administers the Plan, has
duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized.
GREEN MOUNTAIN POWER
CORPORATION
EMPLOYEE SAVINGS AND INVESTMENT
PLAN AND TRUST
By: /s/ Edwin M. Norse
_____________________________
Edwin M. Norse
Chairman of the Retirement Board
Date: March 30, 1994