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)  December 20, 2007

NewPower Holdings, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Delaware	1-16157	52-2208601
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

P.O. Box 17296, Stamford, CT	06907
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code:  (203) 329-8412

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any following provisions (see General Instruction A.2. below):

[  ]          Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ] Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act  (17 CFR 240.14a-12(b))

[  ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01. Other Events.

As previously reported, on August 15, 2003, the United States Bankruptcy Court for the Northern District of Georgia, Newnan Division (the “Bankruptcy Court”) confirmed the Second Amended Chapter 11 Plan (the “Plan”) with respect to NewPower Holdings, Inc. (the “Company”) and TNPC Holdings, Inc. (“TNPC”), a wholly owned subsidiary of the Company. As previously reported, on February 28, 2003, the Bankruptcy Court previously confirmed the Plan, and the Plan has been effective as of March 11, 2003, with respect to The New Power Company, a wholly owned subsidiary of the Company. The Plan became effective on October 9, 2003 with respect to the Company and TNPC.

The Company filed its monthly operating report for the period of September 30, 2007-October 31, 2007  (the “October Monthly Operating Report”) with the Bankruptcy Court on December 20, 2007.  A copy of the October Monthly Operating Report is attached to this report as Exhibit 99.1 and incorporated in this report by reference.*

THE OCTOBER MONTHLY OPERATING REPORT CONTAINS INFORMATION THAT HAS NOT BEEN AUDITED OR REVIEWED BY INDEPENDENT ACCOUNTANTS, HAS NOT BEEN PRESENTED IN ACCORDANCE WITH GENERALLY ACCEPTED ACCOUNTING PRINCIPLES, AND MAY BE SUBJECT TO FUTURE RECONCILIATION AND ADJUSTMENTS.

The Company cautions readers not to place undue reliance upon the information contained in the October Monthly Operating Report, which contains unaudited information, and is in a format prescribed by the applicable bankruptcy laws.  There can be no assurance that the October Monthly Operating Report is complete.  The October Monthly Operating Report also contains information for periods which may be shorter or otherwise different from those contained in the Company’s reports pursuant to the Securities Exchange Act of 1934, as amended.

*Certain attachments to the October Monthly Operating Report are not included as part of Exhibit 99.1, but are available at the office of the U.S. Trustee and the Bankruptcy Court.  In addition, the Company undertakes to furnish a copy of any such omitted attachment to the Commission upon its request.

Cautionary Statement

This disclosure contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, and Section 21E of the Securities Exchange Act of 1934.  These statements involve risks and uncertainties and may differ materially from actual future events or results.  Although we believe that our expectations and beliefs are based on reasonable assumptions, we can give no assurance that our goals will be achieved.  The Company undertakes no obligation to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

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Item 9.01. Financial Statements and Exhibits

(c)           Exhibit No.                                Description.

     99.1                       Monthly Operating Report for the period September 30, 2007-October 31, 2007.

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SIGNATURES

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

Dated:  December 20, 2007

NEWPOWER HOLDINGS, INC.
By:	/s/ M. Patricia Foster
	Name:  M. Patricia Foster
	Title:  President & Chief Executive Officer

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EXHIBIT INDEX

The following exhibit is filed herewith:

Exhibit No.  Description

99.1              Monthly Operating Report for the period September 30, 2007-October 31, 2007.

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EX-99.1

Exhibit 99.1

UNITED STATES BANKRUPTCY COURT

NORTHERN DISTRICT OF GEORGIA

NEWNAN DIVISION

	}	CASE NUMBER
	}	02-10835
	}
The NewPower Company, et. al.	}	JUDGE  W. Homer Drake, Jr.
	}
DEBTORS	}	CHAPTER 11

DEBTOR’S MONTHLY FINANCIAL REPORTS (BUSINESS)

FOR THE PERIOD

FROM 9/30/2007 to 10/31/2007

Comes now the above-named debtor and files its Periodic Financial Reports in accordance with the Guidelines established by the United States Trustee and FRBP 2015.

	Paul Ferdinands
	Attorney for Debtor
Debtor’s Address	Attorney’s Address
and Phone Number	and Phone Number
P.O. Box 17296 Stamford, CT 06907 Tel:  (203) 329-8412	191 Peachtree St. Atlanta, GA 30303 Tel:  (404) 572-4600

NewPower Holdings, Inc.
Case Number:  02-10835	Post Petition Totals
For Period from September 30, 2007 to October 31, 2007
Opening Cash Balance – 8/31/07	$1,662
Inflows:
Customer Collections
Collateral Returned
-Sureties
-Security Deposits
Sale Proceeds/Interest Income/Other	4
Total Inflows	4
		Distribution of Outflows
Outflows:		NewPower Holdings, Inc.	The NewPower Company
Post Petition:
Professionals – Bankruptcy	0	0
Consulting Fees
Lockbox Fees	0	0
Supplies & Misc
Rent	0	0
Insurance	60	60
Utilities (Heat, Hydro, Phone, etc.)
Payroll (including tax payments & fees)	17	17
T&E Reimbursements
State Tax Payments
Distribution to Equity
Total Outflows	78	78
Net Cash Flows	(74)
Closing Cash Balance	$1,588
Amount of Cash Balance in Reserve for Classes 8-12

Attachment 1

NewPower Holdings, Inc. Case Number:  02-10835 Monthly Accounts Receivable Aging and Reconciliation For Period from September 30, 2007 to October 31, 2007 Amounts in $000’s
Accounts Receivable at Petition Date:	$   75,200
Beginning of Month Balance* - Gross	$   13,476	(per 9/30/07 G/L)
PLUS:  Current Month New Billings	—
LESS:  Collections During the Month	—
End of Month Balance – Gross	$   13,476	(per 10/31/07 G/L)
Allowance for Doubtful Accounts	(13,476)
End of Month Balance – Net of Allowance	$         —
	Note:The accounts receivable aging below relates only to deliveries to customers subsequent to the June 11, 2002 petition date.
	AR Aging for Post Petition Receivables
	Current	> 30 days	> 60 days	Total
	$              -	$                 -	$111	$111

Attachment 2

NewPower Holdings, Inc. Case Number:  02-10835 Monthly Accounts Payable and Secured Payments Report For Period from September 30, 2007 to October 31, 2007 Amounts in $000’s
See attached System Generated A/P reports as of 10/31/2007 (Attachments 2A and 2B)
Beginning of Period Balance	$          59	(per 9/30/07 G/L)
PLUS:  New Indebtedness Incurred	22
LESS:  Amounts Paid on A/P & taxes	(26)
End of Month Balance	$         56	(per 10/31/07 G/L)

Exhibit 2A

The New Power Company
Vendor Balance Detail

As of October 31, 2007

	Type	Date	Amount		Balance
AT&T						0.00
	Bill	10/28/2007		10.60		10.60
	Bill Pmt -Check	10/28/2007		-10.60		0.00
Total AT&T				0.00		0.00
epiq Systems						0.00
	Bill	10/28/2007		433.60		433.60
	Bill Pmt -Check	10/28/2007		-433.60		0.00
Total epiq Systems				0.00		0.00
Kaster Moving Co. Inc.						0.00
	Bill	10/28/2007		82.50		82.50
	Bill Pmt -Check	10/28/2007		-82.50		0.00
Total Kaster Moving Co. Inc.				0.00		0.00
Mr. Gene Shanks						0.00
	Bill	10/28/2007		10,000.00		10,000.00
	Bill Pmt -Check	10/28/2007		-10,000.00		0.00
Total Mr. Gene Shanks				0.00		0.00
Mr. Richard Weill						0.00
	Bill	10/28/2007		10,000.00		10,000.00
	Bill Pmt -Check	10/28/2007		-10,000.00		0.00
Total Mr. Richard Weill				0.00		0.00
TOTAL				0.00		0.00
				20526.7
				-20526.7

Exhibit 2B

The New Power Company

Unpaid Vendor Detail

As of October 31, 2007

Name	Balance
Franchise Tax Liability	55,465.00
Payroll Tax Liability	57.00
	55,522.00

Attachment 3

NewPower Holdings, Inc. Case Number:  02-10835 Inventory and Fixed Assets Report For Period from September 30, 2007 to October 31, 2007 Amounts in $000’s
Inventory Report
Inventory Balance at Petition Date	$    15,587
Inventory at Beginning of Period	$          —	(per 9/30/07 G/L)
PLUS:  Inventory Purchased	—
LESS:  Inventory Used or Sold	—
End of Month Balance	$          —	(per 10/31/07/G/L)
Inventory is generally costed at the lower of cost or market.  By the end of July 2002 we had sold all of our gas inventory either to retail customers or financial buyers as part of our asset sales.
Fixed Asset Report
Book Value at Petition Date	$     1,238
Our fixed assets at petition date consisted of office furniture and equipment.  These assets were transferred to our lessor in June 2002 as part of the settlement of our lease obligation.
Fixed Assets at Beginning of Period	$          —
Less:  Depreciation Expense	—
Less:  Dispositions	—
Add:  Purchases	—
Fixed Assets at End of Period	$          —

Attachment 4

Page 1 of 3

Name of Debtor:	NewPower Holdings Inc.
Case #:	02-10835
Reporting Period:	10/01/2007 – 10/31/2007
Name of Bank:	JP Morgan Chase
Branch:	New York ABA #021000021
Account Name:	The New Power Company Concentration Account
Account Number:
Purpose of Account:	Concentration Account
Beginning Balance	$       553,172.59
Total Deposits	$           2,035.75
Total Payments	$         72,672.32
Closing Balance	$       482,536.02
Service Charges	$                79.93
First Check issued this Period		N/A
Last Check issued this Period		N/A
Total # of checks issued this Period		N/A

Attachment 4

Page 2 of 3

Name of Debtor:	NewPower Holdings Inc.
Case #:	02-10835
Reporting Period:	10/01/2007 – 10/31/2007
Name of Bank:	JP Morgan Chase
Branch:	New York ABA #021000021
Account Name:	The New Power Company
Account Number:
Purpose of Account:	Money Market
Beginning Balance	$     1,127,886.18
Total Deposits	$            1,812.40	Interest Income
Total Payments	$            5,308.18	Payroll Taxes
Closing Balance	$     1,124,390.40
Service Charges	$                  —
First Check issued this Period		N/A
Last Check issued this Period		N/A
Total # of checks issued this Period		N/A

Attachment 4

Page 3 of 3

Name of Debtor:	NewPower Holdings Inc.
Case #:	02-10835
Reporting Period:	10/01/2007 – 10/31/2007
Name of Bank:	JP Morgan Chase
Branch:	Syracuse, NY
Account Name:	The New Power Company
Account Number:
Purpose of Account:	Controlled Disbursements (A/P)
Beginning Balance	$                    0.00
Total Deposits	$           72,672.32
Total Payments	$           72,672.32
Closing Balance	$                    0.00
Service Charges	N/A
First Check issued this Period		201129
Last Check issued this Period		201138
Total # of checks issued this Period		10

Exhibit 5

The New Power Company

Check Detail

October 2007

Num	Date	Name	Paid Amount
201129	10/15/2007	M. Patricia Foster		3,704.73
201130	10/15/2007	CT Commissioner of Revenue Services		504.16
wire	10/15/2007	United States Treasury		2,654.08
201131	10/29/2007	M. Patricia Foster		3,704.72
201132	10/28/2007	Mr. Gene Shanks		10,000.00
201133	10/28/2007	Mr. Richard Weill		10,000.00
201134	10/28/2007	Kaster Moving Co. Inc.		82.50
201135	10/28/2007	AT&T		10.60
201136	10/28/2007	epiq Systems		433.60
wire	10/28/2007	United States Treasury		2,654.10
201138	10/28/2007	CT Commissioner of Revenue Services		504.16

Attachment 6

NewPower Holdings, Inc. Case Number:  02-10835 Monthly Tax Report For Period from September 30, 2007 to October 31, 2007 Amounts in $000’s
Taxes Paid During the Month
Employment Taxes	6.3
Connecticut State Tax
Taxes Owed and Due
Payroll Tax Liability	—

Attachment 7A

NewPower Holdings, Inc. Case Number:  02-10835 Summary of Officer Compensation/Summary of Personnel and Insurance Coverages For Period from September 30, 2007 to October 31, 2007 Amounts in $000’s
Summary of Officer Compensation
See supplemental attachment.
Personnel Report
	Full Time	Part Time
# of Employees at beginning of period		1
# hired during the period	—	—
# terminated/resigned during period	—	—
# employees on payroll – end of period	0	1
# of employees on temporary consulting assignments		0
Confirmation of Insurance
See supplemental attachment.*
*Omitted

Attachment 7B

(Supplemental)

Payments made to insiders 10/1/07 – 10/31/07

Payments are in gross amts

	Title	Amount	Date	Type
M Patricia Foster	President & CEO	$      5,208.33	10/15/2007	Salary for pay period 10/01 – 10/15
		$      5,208.33	10/28/2007	Salary for pay period 10/16 – 10/31
Gene Shanks	Director	$    10,000.00	10/26/2007	Semi Annual Board Fee
Richard Weill	Director	$    10,000.00	10/26/2007	Semi Annual Board Fee
		$    30,416.67

Attachment 8

NewPower Holdings, Inc.

Case Number:  02-10835

Significant Developments During Reporting Period

For Period from September 30, 2007 to October 31, 2007

none

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