8-K

                      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):
                                August 23, 2000


                                PLUG POWER INC.
            (Exact name of Registrant as specified in its charter)


          DELAWARE                  00027527               22-3672377
 (State or other jurisdiction    (Commission File       (I.R.S. Employer
      of incorporation)              Number)            Identification No.)


                            968 ALBANY-SHAKER ROAD
                               LATHAM, NY 12110
             (Address of principal executive offices and zip code)


              Registrant's telephone number, including area code:
                                (518) 782-7700


Item 5.  Other Events.
         ------------

         On August 23, 2000, the Registrant issued a press release announcing
the resignation of its President, Chief Executive Officer and Director. A copy
of the press release is attached as an Exhibit to this report on Form 8-K and is
incorporated herein by reference in its entirety.

Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits.
         ------------------------------------------------------------------
     (c) Exhibits.

         Exhibit 99.1 - Press Release of Plug Power Inc. dated August 23, 2000.


                                  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 hereunto duly authorized.


                                 PLUG POWER INC.



Date: August 24, 2000            By: /s/ William H. Largent
                                     ----------------------
                                 William H. Largent
                                 Chief Financial Officer
                                 (Principal Financial and Accounting
                                 Officer)

                                       2


                                 EXHIBIT INDEX


EXHIBIT NO.      DESCRIPTION
- ----------       -----------

Exhibit 99.1     Press release of Plug Power Inc. dated August 23, 2000

EX-99.1

                                                                    Exhibit 99.1

PLUG POWER ANNOUNCES EXECUTIVE CHANGES

August 23, 2000 - LATHAM, N.Y. -- Plug Power Inc. (NASDAQ:PLUG) announced today
that Greg Silvestri, its Executive Vice President of Operations, has been
appointed Chief Operating Officer. Silvestri will manage the company's day-to-
day operations effective immediately as Gary Mittleman has resigned as
President, CEO and Director of Plug Power. The company is currently conducting a
comprehensive search for a new president and chief executive officer.

``I have had the great privilege of helping this company evolve over the past
three years from a 22 person R&D operation to a leader in the fuel cell
industry. I am proud of the groundwork that has been laid and the bright outlook
for the company in the years ahead,'' said Mittleman.

``On behalf of everyone at Plug Power, including the Board, we would like to
thank Gary for his invaluable leadership and passion in bringing Plug Power to
where it is today and we wish him the best of luck in his future endeavors,''
said George McNamee, Chairman of Plug Power. We have an excellent senior
management team in place and are confident that we are in a position to help
lead the revolution of the fuel cell industry.``

``GE continues to have confidence in the existing Plug Power management team and
will support them during this important transition. GE remains committed to our
relationship with Plug Power,'' said Barry Glickman, President of GE Fuel Cell
Systems.

Plug Power is a leading U.S. designer and developer of on-site, electricity
generation systems utilizing proton exchange membrane fuel cells for residential
applications. Since being founded in 1997, the Latham, N.Y.-based company has
grown from 22 to over 500 employees. Plug Power's strategic partners and
investors include: DTE Energy Company, Michigan's largest electric utility;
Mechanical Technology Incorporated, an early developer of fuel cell
technologies; General Electric Company, one of the world's leading suppliers of
power generation technology and energy services; and Sempra Energy subsidiary,
Southern California Gas Company, the largest U.S. natural gas distribution
company.

This press release may include statements which are not historical facts and are
considered ``forward-looking'' within the meaning of the Private Securities
Litigation Reform Act of 1995. These forward-looking statements reflect Plug
Power's current views about future events and financial performance. These
forward-looking statements are identified by their use of terms and phrases such
as ``believe,'' ``expect,'' ``plan,'' ``anticipate,'' and similar expressions
identifying forward-looking statements. Investors should not rely on forward-
looking statements because they are subject to a variety of risks,
uncertainties, and other factors that could cause actual results to differ
materially from Plug Power's expectations, and Plug Power expressly does not
undertake any duty to update forward-looking statements. These factors include,
but are not limited to, the following: (i) the cost and timing of development
and market acceptance of Plug Power's fuel cell systems, (ii) competitive
factors, such as price competition and new product introductions, (iii) the cost
and availability of products, (iv) the cost of complying with current
governmental regulations, (v) unanticipated expenses or delays in resolving
Year 2000 computer issues by either Plug Power or those with whom Plug Power
does business, and (vi) other factors detailed from time to time in Plug Power's
filings with the Securities and Exchange Commission.