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
                                                                                  
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OMB Number: 3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Ronan Terrence 		2. Issuer Name and Ticker or Trading Symbol

ATLANTIC POWER CORP [ AT ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Chief Financial Officer
(Last)          (First)          (Middle)

C/O ATLANTIC POWER CORPORATION, ONE FEDERAL STREET, 30TH FLOOR 		3. Date of Earliest Transaction (MM/DD/YYYY)

2/23/2015
(Street)

BOSTON, MA 02110
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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 shares   (3) 2/23/2015     M    2529   A   (3) 41635   D    
Common shares   (3) 2/23/2015     F    1264   D $2.75   41635   D    
Common shares   (4) 2/23/2015     M    790   A   (4) 41635   D    
Common shares   (4) 2/23/2015     F    395   D $2.75   41635   D    
Common shares   (5) 2/23/2015     M    31177   A   (5) 41635   D    
Common shares   (5) 2/23/2015     F    15589   D $2.75   41635   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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
Notional shares     (1) 2/23/2015     A      127273         (1)   (1) Common shares   127273     (1) 246172   (2) D    
Notional shares     (6) 2/23/2015     M      2529   (6)        (6)   (6) Common shares   2529     (6) 246172   (2) D    
Notional shares     (7) 2/23/2015     M      790   (7)        (7)   (7) Common shares   790     (7) 246172   (2) D    
Notional shares     (8) 2/23/2015     M      31177   (8)        (8)   (8) Common shares   31177     (8) 246172   (2) D    

Explanation of Responses:
( 1)  Represents a grant of notional shares pursuant to the Company's Long-Term Incentive Plan ("LTIP") in 2015 in respect of the 2014 performance year that vest ratably with respect to one-third on each of February 28, 2016, February 28, 2017 and February 28, 2018. Under the LTIP, each notional share represents a right to receive one-third in cash, which will be deposited into the reporting persons applicable payroll tax withholding account, and the remainder in common shares.
( 2)  The amount of securities beneficially owned following the reported transactions reflect those holdings as of the date of this Form. The total includes dividend equivalent rights accrued on the notional shares previously earned pursuant to the LTIP. Dividend equivalent rights are credited in notional shares.
( 3)  The reporting person acquired shares pursuant to the vesting (disclosed on Table II) of notional shares awarded in 2012. Two thirds of the vested notional shares were settled in common shares and one third were settled in cash, which was deposited into the reporting persons applicable payroll tax withholding account.
( 4)  The reporting person acquired shares pursuant to the vesting (disclosed on Table II) of notional shares awarded in 2013. Two thirds of the vested notional shares were settled in common shares and one third were settled in cash, which was deposited into the reporting persons applicable payroll tax withholding account.
( 5)  The reporting person acquired shares pursuant to the vesting (disclosed on Table II) of notional shares awarded in 2014. Two thirds of the vested notional shares were settled in common shares and one third were settled in cash, which was deposited into the reporting persons applicable payroll tax withholding account.
( 6)  The reporting person vested in respect of one-third of the notional shares granted in 2012 (including additional notional shares accrued pursuant to dividend equivalent rights).
( 7)  The reporting person vested in respect of one-third of the notional shares granted in 2013 (including additional notional shares accrued pursuant to dividend equivalent rights).
( 8)  The reporting person vested in respect of one-third of the notional shares granted in 2014 (including additional notional shares accrued pursuant to dividend equivalent rights).

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Ronan Terrence
C/O ATLANTIC POWER CORPORATION
ONE FEDERAL STREET, 30TH FLOOR
BOSTON, MA 02110

Chief Financial Officer

Signatures
/s/ Terrence Ronan 3/16/2015
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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