Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Kessner Steven
   2. Issuer Name and Ticker or Trading Symbol
ENVIRONMENTAL POWER CORP [( EPG )] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
16 PADDINGTON ROAD		 3. Date of Earliest Transaction (Month/Day/Year)
12/13/2005
(Street)

SCARSDALE, NY 10583		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 12/13/2005   P   3,428 A $ 5.5 23,428 I See footnote (1)
Common Stock 12/13/2005   P   857 A $ 5.5 5,857 I See footnote (2)
Common Stock 12/13/2005   S(4)   4,285 D $ 5.5 171,289 I See footnote (3)
Common Stock 12/13/2005   P   900 A $ 6.6 172,189 I See footnote (3)
Common Stock 12/13/2005   P   10,200 A $ 6.65 182,389 I See footnote (3)
Common Stock 12/13/2005   P   3,200 A $ 6.67 185,589 I See footnote (3)
Common Stock 12/13/2005   P   200 A $ 6.69 185,789 I See footnote (3)
Common Stock 12/13/2005   P   1,800 A $ 6.7 187,589 I See footnote (3)
Common Stock 12/13/2005   P   100 A $ 6.73 187,689 I See footnote (3)
Common Stock 12/13/2005   P   1,000 A $ 6.74 188,689 I See footnote (3)
Common Stock 12/13/2005   P   3,800 A $ 6.75 192,489 I See footnote (3)
Common Stock 12/15/2005   P   500 A $ 6.74 192,989 I See footnote (3)
Common Stock 12/15/2005   P   5,300 A $ 6.75 198,289 I See footnote (3)

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Common Stock Warrants (right to buy) $ 7.7 12/13/2005   G V 1,715   05/19/2004 05/19/2007 Common Stock 1,715 (5) 1,715 I See footnote (1)
Common Stock Warrants (right to buy) $ 7.7 12/13/2005   G V 428   05/19/2004 05/19/2007 Common Stock 428 (5) 428 I See footnote (2)
Common Stock Warrants (right to buy) $ 7.7 12/13/2005   G V   2,143 05/19/2004 05/19/2007 Common Stock 2,143 (5) 21,428 I See footnote (3)

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Kessner Steven
16 PADDINGTON ROAD
SCARSDALE, NY 10583		   X      

Signatures

 /s/ Steven Kessner   12/16/2005
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The shares and warrants acquired and the shares and warrants reported as indirectly beneficially held were acquired, and are held, by trusts for the benefit of the reporting person's children. The reporting person is the sole trustee of each of the foregoing trusts and has sole voting and investment control over the shares and warrants held by such trusts.
(2) The shares ane warrants acquired and the shares and warrants reported as indirectly beneficially held were acquired, and are held, by the reporting person as custodian for one of the reporting person's children, over which the reporting person excercises sole voting and investment control.
(3) Held by RE Funding, LLC, of which the reporting person is the sole officer and director and over which he has sole voting and investment control.
(4) The reported sale represented a sale by RE Funding LLC to the trusts described in the footnotes above and to the reporting person as custodian for one of his children. As a result, the reporting person remains the beneficial owner of the shares so sold.
(5) Not Applicable

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