GREEN MOUNTAIN POWER CORP
8-K, 2000-11-17
ELECTRIC SERVICES
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                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C.  20549

                                   -----------


                                    FORM 8-K


              CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                                   -----------



                DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED):
                                NOVEMBER 15, 2000


                                GREEN MOUNTAIN POWER CORPORATION
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


     VERMONT                                    03-0127430
(STATE  OR  OTHER  JURISDICTION  OF  INCORPORATION)                      (I.R.S.
EMPLOYER  IDENTIFICATION  NUMBER)


                                          1-8291
                             COMMISSION FILE NUMBER


         163  ACORN  LANE,
                 COLCHESTER, VERMONT                       05446
      (ADDRESS  OF  PRINCIPAL  EXECUTIVE  OFFICES)
(ZIP  CODE)





                                    (802) 864-5731
                         (REGISTRANT'S TELEPHONE NUMBER,
                              INCLUDING AREA CODE)













Item  5.Other Events-Announcement of Revised Vermont Yankee sale agreement.

     The Company is responsible for 17.9 percent of Vermont Yankee Nuclear Power
Corporation  ("Vermont  Yankee")  expenses  of  operations,  including  cost  of
capital.  On  November  15,  2000,  the  owners  of  Vermont  Yankee accepted an
improved offer for the sale of the nuclear power plant to AmerGen Energy Company
("AmerGen").  Green  Mountain  Power Corporation("the Company"), Vermont Yankee,
AmerGen,  Central  Vermont Public Service Corporation and the Vermont Department
of  Public  Service  filed with the Vermont Public Service Board on November 16,
2000  a  Memorandum  of  Understanding outlining the terms of the proposed sale.

The  proposed  transaction  calls for the Company to purchase power generated at
the  plant  until  2012.  Based  upon the expected regulatory treatment of these
costs,  the Company does not believe the sale will have a material impact on the
financial  condition  or  operation  of the Company.  The Company cannot predict
whether  this  settlement  will  receive  appropriate  regulatory  approvals.

A  copy  of  the  press  release  issued  by  Vermont  Yankee  follows:

     The  owners  of  the  Vermont  Yankee  Nuclear Power plant have accepted an
improved  offer  for  the  sale  of the 540-megawatt plant to the AmerGen Energy
Company  of  Philadelphia,  Pennsylvania.

     The  revised  proposal  submitted to the Vermont Public Service Board (PSB)
today  boosts  the total value of the deal to $93.8 million. Assuming a June 30,
2001  sale  date,  this  value  includes  a $61 million adjusted purchase price,
future  credits  on power purchases to account for the value of the reactor fuel
and  reduced  decommissioning  costs.

     Like  the  original  proposal,  the  new proposal calls for AmerGen to sell
power  to  61.5%  of the present Vermont Yankee owners, including Green Mountain
Power  and Central Vermont Public Service Corp., over the remaining 12-year life
of  the  plant.  The  reduced  purchased  power  cost  is due in part to AmerGen
crediting  ratepayers  for  the  value  of  the  fuel  in  the  plant's reactor.
Included  in  the new proposal is a so called "low-market price adjuster," which
was  strongly  advocated by the Vermont Department of Public Service (VDPS).  If
power  prices on the free market (as defined by the terms of the agreement) drop
to  less  than  95%  of  the  purchase power agreement, the adjuster clause will
automatically  reduce  the  cost  of  Vermont  Yankee power to ensure it remains
competitively  priced.

     Consistent  with  the  earlier  proposal, the present owners will top-off a
fund  set  aside for decommissioning the plant at the termination of its license
in  2012.  However,  the  total  funds  required to be transferred under the new
proposal  represents  a  shift  of  more  than $17 million in costs from Vermont
Yankee's  current  owners  to  the  buyer.

     At a special hearing of the PSB in October, the board granted an additional
month  negotiating time as AmerGen, Vermont Yankee and the Vermont Department of
Public  Service  (DPS)  neared  a  final settlement that all three parties would
support  in testimony before the PSB. The deadline for a settlement was November
15.


<PAGE>


     Vermont Yankee financial vice president Bruce Wiggett said the 30-day delay
granted  by  the  PSB was very worthwhile. "With this new proposal, that has the
support of AmerGen, Vermont Yankee and the DPS, the State of Vermont's ratepayer
advocate,  we  are  in a much better position to see the sale approved.  We look
forward  to  a  formal  review  and  ruling  by the PSB.  The sooner the sale is
approved,  the  sooner  we can see benefits to the customers and our employees,"
Wiggett  said.

     The  new  adjusted sale price of $61 million is based on an AmerGen payment
for  the plant and property, an AmerGen payment of the costs associated with the
upcoming  refueling  outage  and  an  AmerGen  payment for the new reactor fuel.

      The  new  proposal  continues  to  ensure AmerGen will offer employment to
substantially  all present Vermont Yankee personnel at the time of the ownership
transfer  and will recognize the International Brotherhood of Electrical Workers
Union  Local  300  as  the  bargaining  agent  for  transferred  bargaining unit
employees.

ITEM  7.  FINANCIAL  STATEMENTS,  PRO  FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a)  and  (b)  --not  applicable
(c)  Exhibits--not  applicable

     SIGNATURES


     Pursuant  to  the  requirements of the Securities Exchange Act of 1934, the
Registrant  has  duly  cased  this  report  to  be  signed  on its behalf by the
undersigned  thereunto  duly  authorized.

GREEN  MOUNTAIN  POWER  CORPORATION
-----------------------------------
                                         Registrant

By  /s/Nancy  Rowden  Brock
    -----------------------
NANCY  ROWDEN  BROCK,  VICE  PRESIDENT,  CHIEF  FINANCIAL OFFICER, TREASURER AND
CORPORATE  SECRETARY

BY  /s/ROBERT  J.  GRIFFIN
    ----------------------
ROBERT  J.  GRIFFIN,  CONTROLLER

DATED:  November  17,  2000





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