SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C 20549



_____________________







FORM 40-F





ANNUAL REPORT



under



THE SECURITIES EXCHANGE ACT OF 1934





_____________________







TransAlta Corporation



(Exact name of the Registrant as specified in its charter)





_____________________

















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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



FORM 40-F

[Check
one]

 ̈

REGISTRATION STATEMENT PURSUANT TO SECTION 12 OF THE
SECURITIES EXCHANGE ACT OF 1934

OR

S

ANNUAL
REPORT PURSUANT TO SECTION 13(a) OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934



For the fiscal year ended December 31, 2004

Commission file number: 001-15214



TRANSALTA CORPORATION

(Exact name of Registrant as specified in its charter)



Not applicable

(Translation of Registrant’s name into English (if applicable))



Canada

(Province or other jurisdiction of incorporation or
organization)



4911

(Primary Standard Industrial Classification Code Number (if
applicable))



None

(I.R.S Employer Identification Number (if applicable))



110-12th Avenue S.W., Box 1900, Station “M”, Calgary,
Alberta, T2P 2M1, (403) 267-7110

(Address and telephone number of Registrant’s principal executive
offices)



CT Corporation System, 111 8th Avenue,
13th Floor, New York, New York, 10011, (212) 894-8400

(Name, address (including zip code) and telephone number (including
area code) of agent for service in the United States)



Securities registered or to be registered pursuant to Section 12(b)
of the Act:





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Title of each class



Common Shares, no par value

Common Share Purchase Rights

Name of each exchange

on which registered



New York Stock Exchange

New York Stock Exchange





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Securities registered or to be registered pursuant to Section 12(g)
of the Act:

None

(Title of Class)



Securities
for which there is a reporting obligation pursuant to Section 15(d) of the
Act:



Common Shares

Common Share Purchase Rights

(Title of Class)



For
annual reports, indicate by check mark the information filed with this
form:

S

Annual
information form

SAudited annual financial
statements



Indicate the number of outstanding shares of each of the issuer’s
classes of capital or common stock as of the close of the period covered by the
annual report: 194,100,370 common shares.



Indicate by check mark whether the Registrant by filing the
information contained in this Form is also thereby the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934
(the “Exchange Act”). If “Yes” is marked, indicate the file number assigned to
the Registrant in connection with such Rule.



Yes £82-______

No  T



Indicate by check mark whether the Registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Exchange Act during
the preceding 12 months (or for such shorter period that the Registrant was
required to file such reports) and (2) has been subject to such filing
requirements for the past 90 days.



Yes
 T

No
 £











INCORPORATION BY REFERENCE



Exhibits
1, 2 and 3 to this Form are incorporated by reference.

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DISCLOSURE CONTROLS AND PROCEDURES



TransAlta (the “Company”) has designed disclosure controls and
procedures to ensure that material information relating to the Company,
including its consolidated subsidiaries, is made known to the Chief Executive
Officer and Chief Financial Officer by others within the Company, including its
consolidated subsidiaries, on a regular basis, in particular during the period
in which its Annual Report on Form 40-F relating to financial results for the
fiscal year ended December 31, 2004 are being prepared.  The Chief
Executive Officer and Chief Financial Officer have evaluated the effectiveness
of the disclosure controls and procedures as of a date within 90 days of the
date of this report.  Based on that evaluation, the Chief Executive Officer
and Chief Financial Officer concluded, as of that evaluation date, that the
Company’s disclosure controls and procedures were effective to ensure that
material and information relating to the Company, including its consolidated
subsidiaries, was made known to them by others within those entities during the
period in which this report was being prepared.  There have been no
significant changes in the internal controls or in other factors that could
significantly affect internal controls subsequent to the date of the most recent
evaluation by the Chief Executive Officer and Chief Financial Officer, including
any corrective actions with regard to significant deficiencies and material
weaknesses.







AUDIT COMMITTEE FINANCIAL EXPERT



The Company’s board of directors has determined that it has at
least one audit committee financial expert serving on its audit and environment
committee (the “AE Committee”).  Mr. William D. Anderson and Mr. John T.
Ferguson have been determined to be the financial experts, within the meaning of
Section 407 of the United States Sarbanes-Oxley Act of 2002, and each of them is
independent, as that term is defined by the New York Stock Exchange’s listing
standards applicable to the Company.





CODE OF ETHICS



The Company has adopted a code of ethics (the “Corporate Code of
Conduct”) that applies to all employees and officers, including its Chief
Executive Officer, Chief Financial Officer, principal accounting officer and
persons performing similar functions.  The Corporate Code of Conduct is
available on the Company’s Internet website, www.transalta.com.



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PRINCIPAL ACCOUNTANT FEES AND SERVICES



For the years ended December 31, 2004 and 2003, Ernst & Young
LLP and its affiliates were paid approximately $2.75 million and $2.37 million,
respectively, as detailed below:



Year-ended December 312004
    
    2003Ernst & Young LLPAudit Fees
    $
    1,336,999
    
    $
    1,015,916Audit-Related Fees
    $
    201,866
    
    $
    143,521Tax Fees
    $
    1,062,479
    
    $
    322,496All Other Fees
    $
    146,282
    
    $
    886,644Total
    $
    2,747,626
    
    $
    2,368,577




No
other audit firms provided audit services in 2003 or 2004.



The
nature of each category of fees is described below.



Audit
Fees



Audit fees were paid for professional services rendered by the
auditors for the audit of the Company’s annual financial statements or services
provided in connection with statutory and regulatory filings or engagements,
including the translation from English to French of the Company’s financial
statements and other documents.



Audit-Related
Fees



The audit-related fees were primarily for work performed by Ernst
& Young LLP in relation to the Company’s financings and the sale of one of
its plants.



Tax
Fees



The majority of tax fees for 2004 related to the finalization of
tax credit recoveries for work which commenced prior to 2002.  In 2003, the
tax fees primarily related to compliance services provided, including services
relating to the filing of tax returns for the Company and its subsidiaries.



All
Other Fees



In 2004, the majority of the amounts in “All Other Fees” related
to the sublease of office space in Australia.  In 2003, the other services
performed were primarily related to services performed by the auditors in
specific transactions involving the Company, including the acquisition of an
interest in CE Generation LLC, the sale of the Company’s head office building
and assistance in various regulatory proceedings involving the Company.



Pre-Approval
Policies and Procedures



The AE Committee has considered whether the provision of services
other than audit services is compatible with maintaining the auditors’
independence. In May 2002, the AE Committee adopted a policy that prohibits the
Company from engaging the auditors for “prohibited” categories of non-audit
services and requires pre-approval of the AE Committee for other permissible
categories of non-audit

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services, such categories as determined under the United States
Sarbanes Oxley Act of 2002.  This policy is set forth in Exhibit 10.





Percentage
of Services Approved by the AE Committee



For the year ended December 31, 2004, none of the services
described above were approved by the AE Committee pursuant to paragraph
(c)(7)(i)(C) of Rule 2-01 of Regulation S-X.





OFF-BALANCE SHEET ARRANGEMENTS



See
page 48 of Exhibit 2 and pages 91 to 94 of Exhibit 3.





TABULAR DISCLOSURE OF CONTRACTUAL OBLIGATIONS



See
page 47 of Exhibit 2 and page 96 of Exhibit 3.



IDENTIFICATION OF THE AUDIT COMMITTEE



See
pages 29 and 30 of Exhibit 1.

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UNDERTAKING AND CONSENT TO SERVICE OF PROCESS





TransAlta Corporation undertakes to make available, in person or
by telephone, representatives to respond to inquires made by the Commission
staff, and to furnish promptly, when requested to do so by the Commission staff,
information relating to: the securities registered pursuant to Form 40-F; the
securities in relation to which the obligation to file an annual report on Form
40-F arises; or transactions in said securities.







SIGNATURES



Pursuant to the requirements of the Exchange Act, the registrant
certifies that it meets all of the requirements for filing on Form 40-F and has
duly caused this annual report to be signed on its behalf by the undersigned,
thereto duly authorized.







Registrant:

TRANSALTA
CORPORATION







signed
“I.A.Bourne”



Ian A. Bourne

Executive Vice President and Chief Financial Officer





signed
“Alison T. Love”





Alison T. Love

Corporate Secretary











Dated:
 March 29, 2005.



















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EXHIBITS



Exhibit
      1
    Renewal Annual Information Form of TransAlta Corporation
      for the year ended December 31, 2004, dated March 30,
      2005.Exhibit
      2
    Management’s Discussion and Analysis for the fiscal year
      ended December 31, 2004.Exhibit
      3
    Audited Consolidated Financial Statements of
      TransAlta Corporation for the fiscal years ended December 31, 2004 and
      2003 found in the Annual Report for the fiscal year ended December 31,
      2004 (see note 26 for Differences between Canadian and United States
      Generally Accepted Accounting Principles for the year ended December 31,
      2004).Exhibit
      4
    Consent of Ernst & Young LLP.Exhibit
      5.1
    Certification of President and Chief Executive Officer
      pursuant to Section 302 of the Sarbanes-Oxley Act of
    2002.Exhibit
      5.2
    Certification of Chief Financial Officer pursuant to
      Section 302 of the Sarbanes-Oxley Act of 2002.Exhibit
      5.3
    Certification of President and Chief Executive Officer
      pursuant to Section 906 of the Sarbanes-Oxley Act of
    2002.Exhibit
      5.4
    Certification of Chief Financial Officer pursuant to
      Section 906 of the Sarbanes-Oxley Act of 2002.Exhibit
      10
    Audit & Environmental Committee Pre-Approval Policies
      and Procedures.