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): January 19, 1999


             Exact Name of
Commission   Registrant as                         IRS Employer    Registrants'
File         Specified in its       State of       Identification  Telephone
Number       Charter                Incorporation  Number          Number

- -------------------------------------------------------------------------------

001-14786    CMP Group, Inc.        Maine          01-0519429      207 623-3521

1-5139       Central Maine Power    Maine          01-0042740      207 623-3521
             Company


                      83 Edison Drive, Augusta, Maine 04336
              (Address of principal executive offices) (zip code)





Item 1 through Item 4.  Not applicable.


Item 5.  Other Events.

(a)  Generating-asset  sale. As previously  reported,  FPL Group,  Inc. ("FPL"),
which had agreed on January 6, 1998,  to  purchase  the  non-nuclear  generating
assets of Central  Maine  Power  Company  ("Central  Maine")  and certain of its
affiliates  for  approximately  $846 million in cash,  announced on November 17,
1998,  that its  subsidiary,  FPL Energy Maine,  Inc. ("FPL Energy") had filed a
civil action in the United States  District  Court for the Southern  District of
New York  requesting a  declaratory  judgment  that Central Maine could not meet
essential  terms of the January  agreement.  FPL  asserted  that based on recent
Federal Energy Regulatory Commission ("FERC") rulings on transmission access, as
well as other  issues,  it believes  that Central  Maine cannot  comply with the
conditions  in the purchase  contract and that FPL Energy should not be bound to
complete the transaction.

FPL  Energy  contended  in its  complaint  that  the  recent  FERC  rulings  (1)
constitute  a  material   adverse  effect  under  the  purchase   agreement  and
substantially  lessen the value of Central Maine's  generating  assets,  and (2)
preclude Central Maine from obtaining all federal,  state and local consents and
approvals  required  for  the  ownership,   operation  and  maintenance  of  the
generating  assets in a manner  substantially  consistent  with Central  Maine's
historical  ownership,  operation,  and maintenance  thereof, as required by the
purchase  agreement.  In  addition,  FPL Energy  asserted  that the recent  FERC
rulings limit the ability of the prospective buyer to get power from the Central
Maine  generating  assets to market  unconstrained  by transmission  limitations
resulting  from  new  generators  being  added  to the New  England  Power  Pool
("NEPOOL")  system,  and  therefore,  based on the  doctrine of  frustration  of
purpose,  FPL Energy should be "excused without further  obligation or liability
from effecting the purchase of [Central  Maine's]  generating  assets."  Central
Maine,  FPL  Energy,  NEPOOL,  and  other  parties  interested  in  New  England
transmission-access issues have requested rehearing of the recent FERC rulings.

Earlier,  on November 23, 1998, the Maine Public Utilities  Commission  ("MPUC")
granted  its  approval  of the  sale  to FPL  Energy  of the  generating  assets
contemplated  by the  purchase  agreement,  finding the sale to be in the public
interest.  The MPUC also made the findings  required as a prerequisite to a FERC
designation of the generating facilities as "exempt wholesale generators," which
had been requested by FPL Energy Maine.

On November 24, 1998, the FERC approved the sale of the Central Maine generating
assets to FPL  Energy,  after  making  the  required  finding  that the sale was
consistent  with  the  public  interest,   and  accepted  certain   implementing
agreements  for filing.  In discussing an issue raised by an intervenor the FERC
stated that by purchasing  the  generating  assets FPL Energy would be "stepping
into the shoes of Central Maine" with respect to access to the Central Maine and
NEPOOL transmission system, but did not disturb the earlier  transmission-access
rulings.  After the approval of the transfer of hydroelectric  and water storage
licenses  on  December  28,  1998,  the  sole  remaining   regulatory   approval
contemplated by the purchase  agreement is the granting by FERC of the requested
exempt  wholesale  generator  status for the  generating  facilities to be sold,
which Central Maine expects in the first quarter of 1999.

On December  11, 1998,  the  presiding  judge in the court  action  directed the
parties to attempt to narrow  the  issues in dispute  and to  identify  any that
might be resolved by FERC,  and set a date of February 2, 1999,  for the hearing
on the declaratory judgment complaint.  On January 11, 1999, Central Maine filed
its formal  answer to the  complaint,  denying the material  allegations  in the
complaint and asserting  affirmative defenses against FPL Energy.  Central Maine
subsequently moved the court for an order referring certain transmission-related
issues in the court action to the FERC, so the FERC could  "exercise its primary
jurisdiction in the subject matter" of the action. Central Maine then petitioned
the FERC for a declaratory order seeking  clarification on an expedited schedule
of the FERC's earlier transmission-related rulings.

Central Maine believes that the substantive  positions asserted by FPL Energy in
the court  action are  without  legal  merit and  intends to continue to contest
those positions  vigorously,  but cannot predict the outcome of the court action
or  any  related   FERC  action  or  whether,   or  the  terms  on  which,   the
generating-asset sale will be completed.


(b) Maine  Yankee  rate-case  settlement  proposal.  Maine  Yankee  Atomic Power
Company ("Maine  Yankee"),  which is 38-percent owned by Central Maine, owns and
operated  a  single-unit  nuclear  generating  plant at  Wiscasset,  Maine  (the
"Plant").  On August 6, 1997,  the Board of  Directors  of Maine Yankee voted to
cease  operations  permanently at the Plant.  The entire output of the Plant had
been sold at wholesale by Maine  Yankee to ten New England  electric  utilities,
which  collectively  own all of the common equity of Maine Yankee;  a portion of
that output  (approximately  6.2  percent)  was in turn resold by certain of the
owner  utilities to 28 municipal and  cooperative  utilities in New England (the
"Secondary Purchasers"). Maine Yankee recovered, and since the shutdown decision
has continued to recover,  its costs of providing service through a formula rate
filed  with  the  FERC  and  contained  in  Power  Contracts  with  its  utility
purchasers, which are also filed with the FERC.

As previously  reported,  on November 6, 1997, Maine Yankee submitted for filing
certain  amendments to the Power  Contracts (the  "Amendatory  Agreements")  and
revised  rates to  reflect  the  decision  to shut down the Plant and to request
approval of an increase in the  decommissioning  component of its formula rates.
Maine Yankee's  submittal also requested  certain other rate changes,  including
recovery of unamortized  investment  (including fuel) and certain changes to its
billing formula, consistent with the non-operating status of the Plant. By Order
dated January 14, 1998,  the FERC accepted  Maine Yankee's new rates for filing,
subject to refund  after a minimum  suspension  period,  and set Maine  Yankee's
Amendatory  Agreements,  rates,  and  issues  concerning  the  prudence  of  the
Plant-shutdown decision for hearing.

By Complaint  dated  December 9, 1997,  the Maine Office of the Public  Advocate
("OPA") sought a FERC  investigation  of Maine Yankee's  actions  leading to the
decision  to  shut  down  the  Plant,  including  actions  associated  with  the
management  and operation of Maine Yankee since 1993.  The MPUC had initiated an
investigation in Maine earlier,  raising  generally  similar issues. By decision
dated  May  4,  1998,  the  FERC   consolidated   the  OPA  Complaint  with  the
comprehensive rate proceeding.  In addition, the Secondary Purchasers intervened
in the FERC proceeding,  raising similar prudence issues and other issues unique
to their status as indirect purchasers from Maine Yankee.

In support of its request for an increase in decommissioning collections,  Maine
Yankee  submitted  with its  initial  filing a 1997  decommissioning  cost study
performed by TLG Services, Inc. ("TLG"). During 1998, Maine Yankee engaged in an
extensive   competitive  bid  process  to  hire  a  Decommissioning   Operations
Contractor  ("DOC") to perform certain major  decontamination  and dismantlement
activities at the Plant on a  fixed-price,  turnkey  basis.  As a result of that
process, a consortium headed by Stone & Webster Engineering  Corporation ("Stone
&  Webster")  was  selected  to  perform  such  activities  under a  fixed-price
contract.  The contract provides for, among other undertakings,  construction of
an independent spent fuel storage installation ("ISFSI") and completion of major
decommissioning  activities  and site  restoration  by the end of 2004.  The DOC
process  resulted in fixing certain costs that had been estimated in the earlier
decommissioning cost estimate performed by TLG.

Since the filing of the rate request,  Maine Yankee and the active  intervenors,
including among others the MPUC Staff,  the OPA, Central Maine and other owners,
the  Secondary  Purchasers,  and a  Maine  environmental  group  (the  "Settling
Parties"),   engaged  in  extensive  discovery.  More  recently,  those  parties
participated in settlement  discussions  that resulted in an Offer of Settlement
filed by those parties with the FERC on January 19, 1999,  which, if approved by
the  FERC,  would  result  in  full  settlement  of  all  issues  raised  in the
consolidated FERC proceeding,  including  decommissioning-cost issues and issues
pertaining  to the  prudence  of the  management,  operation,  and  decision  to
permanently cease operation of, the Plant. Approval of the settlement would also
resolve the issues  raised by the  Secondary  Purchasers by limiting the amounts
they will pay for  decommissioning  the Plant and by  settling  other  points of
contention affecting individual Secondary Purchasers.

The Offer of  Settlement  provides for Maine Yankee to collect  $33.6 million in
the  aggregate  annually,  effective  January 15,  1998:  (1) $26.8  million for
estimated  decommissioning  costs, and (2) $6.8 million for ISFSI-related costs.
The  original  filing  with FERC on November  6, 1997,  called for an  aggregate
annual collection rate of $36.4 million for decommissioning and the ISFSI, based
on the  TLG  estimate.  The  amount  collected  annually  could  be  reduced  to
approximately  $26 million if Maine Yankee is able to (1) use in connection with
the construction of the ISFSI funds held in trust under Maine law for spent-fuel
disposal,  and (2) access  approximately $6.8 million being held by the State of
Maine for  eventual  payment  to the State of Texas  pursuant  to a compact  for
low-level  nuclear waste disposal,  the future of which is now in question after
rejection  of the  selected  disposal  site in west Texas by a Texas  regulatory
agency. Both would require authorizing  legislation in Maine, which Maine Yankee
intends to pursue.

The Offer of Settlement also provides for recovery of all unamortized investment
(including fuel) in the Plant, together with a return on equity of 6.50 percent,
effective  January 15, 1998,  on equity  balances up to maximum  allowed  equity
amounts.  The Settling  Parties also agreed in the  proposed  settlement  not to
contest the effectiveness of the Amendatory Agreements submitted to FERC as part
of the original filing,  subject to certain  limitations  including the right to
challenge any accelerated recovery of unamortized  investment under the terms of
the Amendatory Agreements after a required informational filing with the FERC by
Maine Yankee.

As a separate  part of the Offer of  Settlement,  Central  Maine,  the other two
Maine owners of Maine Yankee, the MPUC Staff, and the OPA entered into a further
agreement  resolving  retail rate issues and other issues  specific to the Maine
parties,  including  those that had been raised  concerning  the prudence of the
operation  and  shutdown of the Plant (the "Maine  Agreement").  Under the Maine
Agreement  Central  Maine would  continue to recover its Maine  Yankee  costs in
accordance  with its most recent  Alternative  Rate Plan ("ARP")  order from the
MPUC without any adjustment  reflecting the outcome of the FERC  proceeding.  To
the extent that Central Maine has collected  from its retail  customers a return
on equity in excess of the 6.50 percent contemplated by the Offer of Settlement,
no refunds would be required,  but such excess  amounts would be credited to the
customers to the extent required by the ARP.

The final major provision of the Maine Agreement  requires the Maine owners, for
the period from March 1, 2000,  through  December  1, 2004,  to hold their Maine
retail ratepayers harmless from the amounts by which the replacement power costs
for Maine Yankee exceed the replacement power costs assumed in the report to the
Maine Yankee Board of  Directors  that served as a basis for the Plant  shutdown
decision,  up to a maximum  cumulative  amount of $41 million.  Central  Maine's
share  of that  amount  would  be  $31.16  million  for the  period.  The  Maine
Agreement,  which was approved by the MPUC on December 22, 1998, also sets forth
the methodology for calculating such replacement power costs.

Central  Maine  believes  that the  Offer of  Settlement,  including  the  Maine
Agreement, constitutes a reasonable resolution of the issues raised in the Maine
Yankee FERC proceeding, and that approval of the Offer of Settlement by the FERC
would  eliminate  significant  uncertainties  concerning  Central Maine's future
financial performance. Although all of the active parties to the proceeding have
agreed to support or, with respect to certain individual provisions, not oppose,
the Offer of Settlement,  Central Maine cannot predict with certainty whether or
in what form it will be approved by the FERC.


(c) MPUC proceeding on stranded costs, revenue requirements, and rate design. As
previously  reported,  the MPUC  has  been  conducting  the  first  phase of the
proceeding   contemplated   by  Maine's  1997   electric-utility   restructuring
legislation  that will  ultimately  determine  the  recovery of Central  Maine's
stranded  costs,  its  revenue  requirements,  and the design of its rates to be
effective  when Central  Maine becomes a  transmission-and-distribution  ("T&D")
utility  at the time  retail  access to  generation  begins in Maine on March 1,
2000. On December 23, 1998, the MPUC Hearing  Examiners in the proceeding issued
their report,  in the form of a recommended  decision.  Central Maine  disagrees
with a  number  of the  individual  recommendations  in the  stranded-costs  and
revenue-requirements  areas and is preparing exceptions to those recommendations
to be filed  by  January  25,  1999.  The  MPUC is  scheduled  to  consider  the
Examiners' Report on February 5, 1999.

Among the  recommendations  of the Hearing  Examiners  with which  Central Maine
disagrees is the  Examiners'  finding that after the planned sale of  generating
assets to FPL Energy is  completed  there  would be $505  million of  asset-sale
proceeds, in excess of the book basis of the assets and costs of sale, available
to reduce stranded costs,  whereas Central Maine believed the appropriate amount
to be  $476  million.  As  part  of the  Hearing  Examiners'  recommendation  on
available  value,  approximately  $15.5  million of Union Water Power Company (a
wholly owned  subsidiary of CMP Group) assets included in the sale to FPL Energy
and approximately  $14 million of employee  transition costs associated with the
sale would accrue to Central  Maine's  ratepayers or be funded by  shareholders.
The Examiners agreed, however, that certain of Central Maine's regulatory assets
should be  written  off with  available  value from the  generating-assets  sale
proceeds and that taxes  relating to those  assets  should also be paid for with
such available value.

In the  area  of  revenue  requirements,  Central  Maine  strongly  opposes  the
Examiners'  recommended  return on equity of 10 percent on a  45-percent  equity
component in the capital structure,  yielding a weighted-average cost of capital
of 8.39  percent.  Central  Maine  had  proposed  a return  of 12  percent  on a
55-percent equity component,  which would produce a 9.8-percent cost of capital.
Central  Maine also  plans to contest  the  Examiners'  allocating  a portion of
administrative  and general  expenses to CMP Group  businesses that have not yet
been developed,  thus effectively  disallowing an estimated $7.5 million of such
costs.  Those costs would be incurred  for  essential  services in such areas as
information services,  finance and accounting,  legal, and human resources.  Two
significant  issues  which  the  Examiners  recommended  be  deferred  for later
determination are the treatment of customer discounts and the methodology of the
sales forecast to be used in post-March 1, 2000, rate-setting.

In the area of rate design,  the Hearing  Examiners  generally  adopted  Central
Maine's  proposal,  with a fixed charge as the mechanism to recover  appropriate
stranded costs. The Examiners also  recommended  some  modifications to specific
rate  structures and agreed that adverse  impacts on customers'  bills should be
avoided.

Central  Maine  cannot  predict  what  action the MPUC will take on the  Hearing
Examiners' report.


 (d) Shareholder  Proposals,  Nomination of Directors by  Shareholders.  The CMP
Group  charter  provides  that in order for a  shareholder  to properly  bring a
proposal before the CMP Group annual meeting of shareholders, such proposal must
be  received  by CMP Group not less than 60 days nor more than 90 days  prior to
the first  anniversary of the preceding  year's annual  meeting.  If the date of
such annual  meeting is advanced by more than 30 days or delayed by more than 60
days,  or in the case of CMP Group's  first annual  meeting  after  September 1,
1998,  notice by the  shareholder to be timely must be received not earlier than
the ninetieth  day prior to such annual  meeting and not later than the close of
business on the later of (i) the  sixtieth  day prior to such annual  meeting or
(ii) the tenth day  following the date on which notice of the date of the annual
meeting was given.  This  requirement  is in addition to, and does not otherwise
affect,  the  provisions  of the  Securities  Exchange  Act that will govern the
submission  of  proposals by  shareholders  for  inclusion in CMP Group's  proxy
statement.  The Central  Maine  charter and Central Maine by-laws do not contain
similar  provisions.  The CMP  Group  charter  also  requires  that  shareholder
nominations of candidates for election to the Board of Directors of CMP Group be
in writing and be received  not less than 60 days nor more than 90 days prior to
the first  anniversary of the preceding  year's annual  meeting.  If the date of
such annual  meeting is advanced by more than 30 days or delayed by more than 60
days,  or in the case of CMP Group's  first annual  meeting  after  September 1,
1998, the  nomination  must be received not earlier than the ninetieth day prior
to such annual  meeting and not later than the close of business on the later of
(i) the  sixteenth  day  prior to such  annual  meeting  or (ii) the  tenth  day
following the date on which notice of the date of the annual  meeting was given.
The  Central  Maine  charter and Central  Maine  by-laws do not contain  similar
provisions. The 1999 annual meeting of shareholders of CMP Group will be held on
May 20,  1999.  For a  shareholder  to bring a proposal  before the 1999  annual
meeting or to nominate a candidate  for election as a director at that  meeting,
the  proposal or  nomination,  as the case may be, must be received by CMP Group
not earlier than February 19, 1999, or later than March 21, 1999.

          Item 6 through Item 9.  Not applicable.




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

                                 CMP GROUP, INC.



                                 By  /s/ David E. Marsh________________
                                 David E. Marsh
                                 Chief Financial Officer




                                 CENTRAL MAINE POWER COMPANY



                                 By  /s/ Curtis I. Call___________________
                                 Curtis I. Call
                                 Treasurer


Dated:  January 19, 1999