UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): September 17, 2001
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Environmental Power Corporation
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(Exact name of registrant as specified in its charter)
Delaware 0-15472 04-2782065
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
500 Market Street, Suite 1-E, Portsmouth, New Hampshire 03801
(Address of principal executive offices)
(603) 431-1780
(Registrant's telephone number, including area code)
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits
99 Letter to Shareholders of Environmental Power Corporation (EPC"), dated
September 4, 2001.
Item 9. Regulation FD Disclosure
The letter attached as Exhibit 99 hereto is furnished pursuant to Regulation FD.
It is not filed.
Cautionary Statement
The Private Securities Litigation Reform Act of 1995 (the "Act") provides a
"safe harbor" for forward-looking statements. Certain statements contained in
the exhibit to this Report, and in any other written or oral statements made by
or on behalf of the Registrant, such as statements concerning Scrubgrass 2001
performance, opportunities in distributed energy production, potential to build
facilities using technology licensed to Microgy Cogeneration Systems, Inc.
("Microgy"), expectations regarding such technology and facilities and
efficiencies of installation, pursuit of markets for energy sales and host farm
sites and participation in renewable energy markets and other statements
regarding matters that are not historical facts, are forward looking statements
as such term is defined in the Act. Because such statements involve risks and
uncertainties, actual results may differ materially from those expressed or
implied by such forward-looking statements. Factors that could cause actual
results to differ materially include, but are not limited to, uncertainties
involving development stage companies, financing requirements and uncertainties,
difficulties involved in executing on a business plan, technological
uncertainties, risks relating to managing and integrating acquired businesses,
volatile and unpredictable developments (including plant outages and repair
requirements), the difficulty of estimating construction, development, repair
and maintenance costs and timeframes, the uncertainties involved in estimating
insurance and implied warranty recoveries, if any, the inability to predict the
course or outcome of any negotiations with parties involved with EPC's or
Microgy's projects, uncertainties relating to general economic and industry
conditions, the amount and rate of growth in expenses, uncertainties relating to
government and regulatory policies, the legal environment, intellectual property
issues, the competitive environment in which EPC and Microgy operate and other
factors, including those described in EPC's filings with the Securities and
Exchange Commission, including the section "Management's Discussion and Analysis
of Financial Condition and Results of Operations - Certain Factors That May
Impact Future Results" of EPC's Quarterly Report on Form 10-Q for the period
ended June 30, 2001. Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of their date. EPC undertakes
no obligation to publicly update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise.
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.
ENVIRONMENTAL POWER CORPORATION
September 17, 2001 /s/ Martin A. Zelbow
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Martin A. Zelbow
Interim Chief Financial Officer
And Treasurer
(principal accounting officer
and authorized officer)