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): MAY 4, 2004 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 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION On May 4, 2004, the Company issued a press release regarding its earnings for the quarter ended March 31, 2004. A copy of this release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K. This Current Report on Form 8-K and the earnings press release attached hereto are being furnished by Green Mountain Power Corporation (the "Company") pursuant to Item 12 of Form 8-K, in accordance with SEC Release Nos. 33-8216; 34-47583, insofar as they disclose historical information regarding the Company's results of operations or financial condition for the quarters ended March 31, 2004, 2003, respectively. In accordance with General Instruction B.6 of Form 8-K, the information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing. 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 DATED: May 6, 2004 By:/s/Robert J. Griffin ---------------------- ROBERT J. GRIFFIN, CHIEF FINANCIAL OFFICER, VICE PRESIDENT, AND TREASURER DATED: May 6, 2004 By:/s/Robert J. Griffin ---------------------- ROBERT J. GRIFFIN, CHIEF FINANCIAL OFFICER, VICE PRESIDENT, AND TREASURER (AS PRINCIPAL FINANCIAL OFFICER)