8-K

UNITED STATES

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):  June 15, 2012

CENTRAL VERMONT PUBLIC SERVICE CORPORATION

(Exact name of registrant as specified in its charter)

Vermont (State or other jurisdiction
of incorporation) 1-8222 (Commission
File Number) 03-0111290 (IRS Employer
Identification No.)

77 Grove Street, Rutland, Vermont               05701

(Address of principal executive offices)          (Zip Code)

Registrant’s telephone number, including area code (800) 649-2877

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

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

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

¨ 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 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On June 18, 2012, Central Vermont Public Service Corporation (the “Company”), in connection with the anticipated closing of the previously announced merger (the “Merger”) between the Company and Danaus Vermont Corp. (“Danaus”), an indirect wholly-owned subsidiary of Gaz Métro Limited Partnership (“Gaz Métro”), pursuant to the Agreement and Plan of Merger (the “Merger Agreement”) effective as of July 11, 2011, among the Company, Gaz Métro and Danaus, notified the New York Stock Exchange (“NYSE”) of its intent to remove its common stock, par value $6.00 (“Common Stock”), from listing on the NYSE upon closing of the Merger.  Pending closing of the Merger, the Company intends to request that the NYSE file a delisting application on Form 25 with the Securities and Exchange Commission (the “SEC”) to delist and deregister the Company’s Common Stock. Upon the effectiveness of the Form 25, the Company will file with the SEC a notification on Form 15 under the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), suspending the Company’s reporting obligations under Sections 13 and 15(d) of the Exchange Act.

Item 8.01. Other Events.

On June 15, 2012, the Company issued a press release announcing it had received an order from the Vermont Public Service Board (“VPSB”), dated June 15, 2012, approving the Merger Agreement.  Upon completion of the Merger, which is expected to occur in late June of 2012, the Company will become an indirect wholly-owned subsidiary of Gaz Métro.  A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.  A copy of the VPSB order is available on the Company’s website at http://gmpcvpsmerger.com/ApprovalProcess/.  The contents of such website are not incorporated into this Current Report on Form 8-K.

On June 15, 2012, the Company also received an order from the Nuclear Regulatory Commission  (the “NRC”) approving the Company’s application requesting the NRC’s consent to the indirect transfer of control of the Company’s 1.7303% interest in the license for Millstone Power Station, Unit 3, resulting from the completion of the Merger.

Item 9.01. Financial Statements and Exhibits.

	(d) Exhibits.
Exhibit	Description
99.1	Press release, dated June 15, 2012.

SIGNATURE

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.

CENTRAL VERMONT PUBLIC SERVICE CORPORATION
By	/s/ Dale A. Rocheleau                      Dale A. Rocheleau Senior Vice President, General Counsel    and Corporate Secretary
June 18, 2012

EX-99.1

EXHIBIT 99.1

For immediate release

June 15, 2012

Media Contact: Dorothy Schnure: Office (802) 655-8418

PSB: CV-GMP MERGER PROVIDES “HISTORIC OPPORTUNITY” FOR SAVINGS

Vermont regulator approves merger of GMP and CVPS,

creating the new Green Mountain Power

COLCHESTER, VT.... The Vermont Public Service Board (PSB) today approved an historic combination of Green Mountain Power and Central Vermont Public Service (NYSE: CV). After more than nine months of testimony and extensive deliberations, the PSB said the merger would benefit customers and be in the public good. The approval is an important step in creating one utility that will provide hundreds of millions of dollars of savings and other benefits for its Vermont consumers. A formal closing is expected in late June.

In its order the PSB said, “The Proposed Transaction represents an historic opportunity to achieve significant, immediate and enduring benefits for all retail customers of CVPS and GMP, Vermont’s two largest electric utilities.”

BOON TO VERMONT ECONOMY

“This once-in-a-lifetime opportunity will save customers money and create additional significant benefits to customers of both utilities,” said Mary Powell, president and chief executive officer of Green Mountain Power. "Our guaranteed cost savings and reliability improvements will help our customers with their own household and business budgets, and be a boon to Vermont’s economy at a time when it is critically needed. We have set a goal to become the best small utility in the country, and with this regulatory approval, we can begin the work to make that goal a reality."

Many of GMP's customers look forward to the merger benefits."This merger will be good for our business because the guaranteed savings that must be returned to customers will help to lower our energy costs, which is a critical component of helping us achieve success and be competitive with low electricity rates in other parts of the country," said Paul Frascoia, CEO and President of Fab-Tech, Incorporated, of Colchester, Vermont.

The PSB said the new company will provide unique benefits that could only result from combining the two Vermont utilities. Through more efficient operations, achieved without forced relocations or layoffs except some executives, Green Mountain Power has guaranteed rate savings of $144 million over the next 10 years, with even greater savings continuing after that. Those savings will be seen through rates for customers that will be lower than they would otherwise have been, with required PSB reviews to ensure customer savings are achieved.

Larry Reilly, president and CEO of CVPS, said the merger was long overdue.  “CVPS and GMP are among the best small utilities in America today, but together the men and women of the new GMP will be better positioned to serve our neighbors across Vermont,” Mr. Reilly said.  “There is justifiable pride in our record of customer service, reliability and storm response at CVPS, but I am confident that our employees will work with their new co-workers at GMP to provide even greater service levels in the years ahead.  And I am confident that GMP will continue and expand CV’s commitment to the communities we have traditionally served, including Rutland.”

NEW STRUCTURE BRINGS MULTIPLE BENEFITS FOR CONSUMERS

The combined utility will provide other important features for customers and Vermont. It will transfer 38 percent of its ownership in VELCO to a public trust, ensuring that ownership and control of VELCO will remain with Vermont entities. The transfer of stock to the Vermont Low Income Trust for Electricity (VLITE) will generate an annual dividend of $1 million that the PSB has directed in its order will “fund projects and initiatives that further the energy policies of the State of Vermont.”

The PSB approval incorporates the agreement that GMP reached with the Vermont Department of Public Service that increased the benefits to Vermonters from $144 million to $177 million by providing more benefits to customers sooner than originally proposed, increasing Vermonters’ voice in the control of VELCO, investing millions of dollars in efficiency and weatherization to benefit customers, and setting a higher reliability standard that the new company must achieve.

Green Mountain Power will continue the historic commitment that CVPS has to its hometown by locating the Headquarters for Operations and Energy Innovation in Rutland. In addition, Green Mountain Power will build upon CVPS’s extensive community support efforts, and will support economic development and job creation opportunities in Rutland. And consistent with GMP’s leadership in solar and wind, the company has committed to making Rutland Vermont’s “Solar City.”

In addition to the financial benefits for customers, this new chapter of a combined CVPS and GMP will improve reliability and service for Vermonters.  A contiguous service territory and one operations headquarters will streamline storm response to restore power faster and reduce the overall frequency and duration of outages.  Also, with the benefit of the combined utility’s information technology resources, it will be able to move basic services online more swiftly, and allow customer service representatives to provide more personalized service, which will be especially important for the implementation of the statewide Smart Grid initiative. 

“The talented and dedicated workforce at the new Green Mountain Power is excited about the many new ways we can provide significant value to our customers,” Ms. Powell said. “Our mutual deep commitment to our communities and to all our customers will help us be successful in achieving the guaranteed benefits to Vermonters so that we will become the best small utility in America."

About Green Mountain Power

Green Mountain Power generates, transmits, distributes and sells electricity in Vermont and is a leader in wind and solar generation. www.greenmountainpower.com.