Exhibit 4.26
                                                              Executed Original






                             SUPPLEMENTAL INDENTURE

                          Dated as of February 15, 1996


                                      among


                          CENTRAL MAINE POWER COMPANY,

                 THE FIRST NATIONAL BANK OF BOSTON, TRUSTEE, and

             STATE STREET BANK AND TRUST COMPANY, SUCCESSOR TRUSTEE


                                       TO


                    GENERAL AND REFUNDING MORTGAGE INDENTURE

                     Dated as of April 15, 1976, as Amended






               Concerning the Succession of State Street Bank and

             Trust Company to the Trusteeship under the General and

                          Refunding Mortgage Indenture

<PAGE>

                           CENTRAL MAINE POWER COMPANY
                             SUPPLEMENTAL INDENTURE
                          Dated as of February 15, 1996

                               TABLE OF CONTENTS


Parties.................................................................1
Recitals................................................................1
Consideration ..........................................................2



                                    ARTICLE I

                               TRUSTEE SUCCESSION

Section 1.01.  Resignation of Trustee...................................3
Section 1.02.  Appointment of Successor Trustee.........................3
Section 1.03.  Acceptance and Assurances by
                           Successor Trustee............................3
Section 1.04.              Confirmatory Assignment .....................4
Section 1.05.  Costs and Expenses ......................................4


         ARTICLE II

                            MISCELLANEOUS PROVISIONS

Section 2.01.  This Instrument Supplemental to the Indenture............4
Section 2.02.  Effect of Table of Contents and Headings.................4
Section 2.03.  Trust Indenture Act to Control...........................4
Section 2.04.  Counterparts.............................................4
TESTIMONIUM.............................................................5
SIGNATURES..............................................................5
ACKNOWLEDGMENTS.........................................................7




<PAGE>

     THIS  SUPPLEMENTAL  INDENTURE,  dated as of  February  15,  1996,  is among
CENTRAL MAINE POWER COMPANY, a Maine  corporation,  with its principal office at
83 Edison Drive, Augusta,  Maine 04336 (hereinafter generally referred to as the
Company),  THE FIRST NATIONAL BANK OF BOSTON,  a national  banking  association,
with its principal office at 100 Federal Street, Boston, Massachusetts 02110, as
trustee under the General and Refunding  Mortgage  Indenture  referred to in the
first recital hereof  (hereinafter  generally  referred to as the Trustee),  and
STATE STREET BANK and TRUST COMPANY,  a  Massachusetts  trust company,  with its
principal  office  at  225  Franklin   Street,   Boston,   Massachusetts   02110
(hereinafter generally referred to as the Successor Trustee).

     WHEREAS,  the Company has  heretofore  duly  executed and  delivered to the
Trustee its General and Refunding  Mortgage Indenture dated as of April 15, 1976
and  Supplemental  Indentures  thereto dated  respectively as of March 15, 1977,
May 20,  1977, March 15, 1978, October 1, 1978, March 15, 1979, October 1, 1979,
March 15, 1980, March 15, 1981, April 15, 1981, September 17, 1981, November 15,
1981, March 15, 1982, March 15, 1983, April 15,  1983, March 15, 1984, September
1, 1984,  March 15,  1985,  March 15, 1986,  April 15,  1986,  October 15, 1986,
December 1, 1986, March 15, 1987, November 15, 1987, January 15, 1988, April 15,
1988, November 15,  1988, April 15,  1989, April 15,  1990,  December 10,  1990,
April 15, 1991, September 15,  1991, December 1,  1991, April 15, 1992, December
15,  1992,  February 15, 1993,  April 15, 1993,  May 20, 1993,  August 15, 1993,
November  1, 1993,  April 12,  1994,  April 20,  1994,  and April 15, 1995 (said
General and Refunding Mortgage Indenture being hereinafter generally referred to
as the  Original  Indenture,  and  the  Original  Indenture  together  with  all
indentures  stated  to be  supplemental  thereto,  including  this  Supplemental
Indenture,  being hereinafter generally referred to as the Indenture),  to which
this  instrument  is  supplemental,  whereby all the  properties of the Company,
whether then owned or thereafter acquired, with certain reservations, exceptions
and exclusions fully set forth in the Indenture, were given, granted, bargained,
sold,  transferred,   assigned,  pledged,  mortgaged,  warranted,  conveyed  and
confirmed to the Trustee,  its successors  and assigns,  in trust upon the terms
and conditions  set forth therein,  to secure bonds of the Company issued and to
be  issued  thereunder,  and for  other  purposes  more  particularly  specified
therein; and

     WHEREAS,  the  Company  has  issued,  and there are  outstanding  under the
Indenture,  $22,500,000 in aggregate  principal  amount of General and Refunding
Mortgage  Bonds,  Series N 8.50%  Due 2001,  $50,000,000 in aggregate  principal
amount of  General  and  Refunding  Mortgage  Bonds,  Series O 7 3/8%  Due 1999,
$75,000,000  in aggregate  principal  amount of General and  Refunding  Mortgage
Bonds,  Series P 7.66%  Due 2000,  $75,000,000 in aggregate  principal amount of
General and Refunding Mortgage Bonds,  Series Q 7.05%  Due 2008,  $50,000,000 in
aggregate   principal   amount  of  General  and   Refunding   Mortgage   Bonds,
Series R 7 7/8%  Due 2023,  $60,000,000 in aggregate principal amount of General
and Refunding Mortgage Bonds, Series S 6.03% Due 1998,  $75,000,000 in aggregate
principal  amount of General and Refunding  Mortgage  Bonds,  Series T 6.25% Due
1998 and  $25,000,000  in aggregate  principal  amount of General and  Refunding
Mortgage Bonds, Series U 7.54% (Adjustable Rate) Due 1998; and

     WHEREAS,  pursuant  to a separate  agreement  between  the  Trustee and the
Successor  Trustee,  the Trustee has agreed to sell,  assign and transfer to the
Successor Trustee  substantially  all of the Trustee's  corporate trust business
(said agreement and transaction being hereinafter  generally  referred to as the
Transaction); and

     WHEREAS, the Transaction may not meet the precise terms of Section 16.20 of
the Indenture,  providing for automatic  succession of the Successor  Trustee to
the trusteeship under the Indenture, and, accordingly,  the succession must take
the form of the resignation of the Trustee, and appointment of and acceptance by
the Successor Trustee; and

     WHEREAS, pursuant to Section 17.01(f) of the Indenture, the Company and the
Trustee may enter into an indenture  supplemental  to the  Indenture to evidence
the succession of a new trustee under the Indenture; and

     WHEREAS,  upon the terms of this  Supplemental  Indenture,  the  Company is
willing to take action to permit the succession of the Successor  Trustee to the
trusteeship under the Indenture; and

     WHEREAS,  each of the  parties  hereto  confirms  to the  others  that  its
execution  and  delivery  of this  Supplemental  Indenture  and other  necessary
actions have been duly  authorized by, or pursuant to authority  granted by, its
Board of Directors and have been duly approved to the extent  required by law by
the appropriate governmental authorities; and

     WHEREAS, all acts and things necessary to make this Supplemental  Indenture
when  executed and  delivered by each of the parties a valid,  binding and legal
obligation of such party have been done and performed.

     NOW,  THEREFORE,  in consideration  of the premises,  and of other good and
valuable  consideration,  the  receipt  whereof is hereby  acknowledged,  and in
confirmation  of and  supplementing  the Indenture,  the parties hereby agree as
follows:


<PAGE>



                                    ARTICLE I

                               TRUSTEE SUCCESSION

Resignation of Trustee.  Pursuant to Section 16.16 of the Indenture, the Trustee
hereby  resigns as trustee  under the  Indenture,  effective  at the  opening of
business  on March 1, 1996.  The  Company  acknowledges  receipt of the  written
notice of resignation  from the Trustee  required under said Section 16.16.  The
Trustee  confirms that it has taken action to publish  notice of  resignation in
compliance  with said  Section  16.16.  The  Trustee  covenants  to and with the
Company  that all  actions  which have been and will be taken by the  Trustee in
connection  with  the  succession  of  the   trusteeship   under  the  Indenture
(including, without limitation,  transfers of portions of the trust estate) have
been  and will be  proper  under  the  Indenture  and  fully  protective  of the
respective  interests  of the Company and the holders of bonds  issued and to be
issued under the Indenture.

Appointment  of Successor  Trustee.  Pursuant to Section 16.18 of the Indenture,
and in reliance upon the  agreements and assurances of the Trustee and Successor
Trustee  contained in this Supplemental  Indenture,  the Company hereby appoints
the Successor  Trustee as the new trustee under the Indenture.  This appointment
shall be effective  upon the  effectiveness  of the  resignation  of the Trustee
under the Indenture at the opening of business on March 1, 1996, and fully vests
the Successor Trustee with all the estates, properties,  rights, powers, trusts,
duties and  obligations of its  predecessor  in trust under the Indenture,  with
like effect as if  originally  named as trustee  thereunder.  The Company  shall
publish notice of such  appointment  in the manner  provided in Section 16.16 of
the Indenture.

Acceptance and  Assurances by Successor  Trustee.  The Successor  Trustee hereby
accepts  appointment as Successor  Trustee under the Indenture,  and assumes all
rights,  powers,  duties and obligations of the trustee under the Indenture.  In
connection  therewith,  the Successor  Trustee  confirms its  eligibility  under
Section 16.01 of the Indenture and its qualification  under Section 16.14 of the
Indenture.  All portions of the trust estate  received by the Successor  Trustee
from the Trustee or the Company,  either in the Successor  Trustee's capacity as
agent of the  Trustee  or by virtue of the  Successor  Trustee's  acceptance  of
appointment  hereunder and the conveyance  made to it under Section 1.04 hereof,
have been  received  and are held by the  Successor  Trustee in trust  under the
Indenture in full protection of the respective  interests of the Company and the
holders of bonds issued and to be issued under the Indenture.

     SECTION 1.04. Confirmatory Assignment.  In order more certainly to vest and
confirm the same in the Successor  Trustee,  the Trustee by these  presents does
give,  grant,  bargain,  sell,  transfer,  assign,  convey and confirm  unto the
Successor Trustee all the estates,  properties,  rights,  powers, trusts, duties
and obligations of the Trustee as trustee under the Indenture,  effective at the
opening of business on March 1, 1996.

Costs and Expenses.  As between the Trustee and the Company,  the Trustee hereby
agrees to pay or  reimburse  the Company  for payment of all costs and  expenses
relating  to or  arising  out of the  succession  of the  trusteeship  under the
Indenture,  including,  without limitation,  reasonable legal fees and expenses,
expenses of publication and documenting of the succession, expenses of necessary
or  appropriate  filings in public records to evidence the  succession,  and any
expenses  incurred  in the event of  bondholder  action to  appoint a trustee to
replace the Successor Trustee under Section 16.18 of the Indenture.


                                   ARTICLE II

                            MISCELLANEOUS PROVISIONS

This Instrument Supplemental to the Indenture. This instrument is expressly made
supplemental to the Original Indenture as heretofore  supplemented,  and, except
as otherwise  provided  herein,  the use of terms and  expressions  herein is in
accordance with the definitions  and  constructions  contained in the Indenture.
This  Supplemental  Indenture  shall become void when the Indenture shall become
void.

Effect of Table of Contents and Headings.  The Table of Contents and headings of
the different Articles and Sections of this Supplemental  Indenture are inserted
for  convenience  of reference,  and are not to be taken to be any part of those
provisions,  or to control or affect the meaning,  construction or effect of the
same.

Trust Indenture Act to Control. If any provision of this Supplemental  Indenture
limits, qualifies or conflicts with the duties imposed by any of Sections 310 to
317,  inclusive,  of the Trust  Indenture  Act of 1939,  as amended by the Trust
Indenture Reform Act of 1990, through operation of Section 318(c),  such imposed
duties shall control.

Counterparts.  This Supplemental Indenture may be simultaneously executed in any
number of  counterparts  and on  separate  counterparts,  each of which shall be
deemed an original; and all said counterparts executed and delivered, each as an
original, shall constitute but one and the same instrument,  which shall for all
purposes be sufficiently evidenced by any such original counterpart.


<PAGE>

     IN WITNESS WHEREOF,  CENTRAL MAINE POWER COMPANY has caused this instrument
to be duly  executed  in its name  and  behalf  by one of its  Vice  Presidents,
thereto  duly  authorized,  and its  corporate  seal to be  hereto  affixed  and
attested by its  Secretary;  THE FIRST  NATIONAL  BANK OF BOSTON has caused this
instrument to be duly  executed in its name and behalf by one of its  Authorized
Officers,  thereto duly authorized, and its corporate seal to be hereto affixed;
and STATE STREET BANK and TRUST  COMPANY has caused this  instrument  to be duly
executed in its name and behalf by one of its Assistant Vice Presidents, thereto
duly authorized,  and its corporate seal to be hereto affixed--all as of the day
and year first above written.



                                           CENTRAL MAINE POWER COMPANY



                                           By:      /s/ D. E. Marsh
                                                    Vice President



[CORPORATE SEAL]




ATTEST:



/s/ William M. Finn
Secretary





Signed, sealed and

delivered on behalf of
Central Maine Power
Company in the presence of:


/s/ Brenda L. Robbins









                                       -8-

                                       THE FIRST NATIONAL BANK OF
                                       BOSTON, TRUSTEE


                                       By /s/ Michael R. Garfield
                                       Authorized Officer


[CORPORATE SEAL]


Signed, sealed and
delivered on behalf of The
First National Bank of
Boston in the presence of:

/s/ Brian M. Baker




                                           STATE STREET BANK AND
                                           TRUST COMPANY, SUCCESSOR
                                           TRUSTEE


                                           By /s/ Eric J. Donaghey
                                              Assistant Vice President

[CORPORATE SEAL]


Signed, sealed and
delivered on behalf of
State Street Bank and
Trust Company in the
presence of:

/s/ Henry W. Seemore


STATE OF MAINE    )
                  )  ss.:
KENNEBEC,         )

     At Augusta, on this 28th day of February,  1996, before me, a Notary Public
in and for the County of Kennebec and State of Maine,  personally appeared D. E.
Marsh, a Vice President of Central Maine Power Company,  to me personally known,
who  executed  the  foregoing  instrument  on  behalf of said  corporation,  and
acknowledged  the same to be his free act and deed in such capacity and the free
act and deed of Central Maine Power Company.


(NOTARIAL SEAL)



                                          /s/ Karla E. Swasey


My Commission Expires:

April 1,2001




COMMONWEALTH OF MASSACHUSETTS       )
                                    )  ss.:
SUFFOLK,                            )

     At Boston,  on this 27th day of February,  1996, before me, a Notary Public
in and for the County of Suffolk and Commonwealth of  Massachusetts,  personally
appeared Michael R. Garfield,  an Authorized  Officer of The First National Bank
of Boston,  to me personally  known,  who executed the  foregoing  instrument on
behalf of said national banking  association and acknowledged the same to be the
free act and deed of such  Authorized  Officer in such capacity and the free act
and deed of The First National Bank of Boston.

(NOTARIAL SEAL)


                                            /s/ Scott Knox

My Commission Expires:

July 12, 2002




COMMONWEALTH OF MASSACHUSETTS       )
                                    )  ss.:
SUFFOLK,                            )

     At Boston,  on this 27th day of February,  1996, before me, a Notary Public
in and for the County of Suffolk and Commonwealth of  Massachusetts,  personally
appeared Eric J. Donaghey,  an Assistant Vice President of State Street Bank and
Trust Company, to me personally known, who executed the foregoing  instrument on
behalf of said trust  company and  acknowledged  the same to be the free act and
deed of such Assistant Vice President in such capacity and the free act and deed
of State Street Bank and Trust Company.


(NOTARIAL SEAL)



                                        /s/ Scott Knox

My Commission Expires:


July 12, 2002




1        Not part of Supplemental Indenture.
<PAGE>