UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


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

                                    FORM 10-Q

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    X    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
         SECURITIES EXHANGE ACT OF 1934


                  For the quarterly period ended March 31, 2005

                                       OR

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

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                         Commission file number 33-42125


                       CHUGACH ELECTRIC ASSOCIATION, INC.


                Incorporated pursuant to the Laws of Alaska State

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       Internal Revenue Service - Employer Identification No. 92-0014224

                    5601 Electron Drive, Anchorage, AK 99518
                                 (907) 563-7494

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Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934
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  X                     No

Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Act)
Yes                        No  X

Indicate the number of shares outstanding of each of the issuer's class of
common stock, as of the latest practicable date.

                  CLASS                        OUTSTANDING AT MAY 1, 2005

                  NONE                                    NONE

<PAGE>





<TABLE>
<S>                                                                                                    <C>
                                                                                                        Page Number
CAUTION REGARDING FORWARD-LOOKING STATEMENTS

PART I FINANCIAL INFORMATION

Item 1.       Financial Statements (Unaudited)                                                                 2

              Balance Sheets, March 31, 2005 and December 31, 2004                                             3

              Statements of Revenues, Expenses and Patronage Capital, Three
              Months Ended March 31, 2005 and 2004                                                             5

              Statements of Cash Flows, Three Months Ended March 31, 2005 and 2004                             6

              Notes to Financial Statements                                                                    7

Item 2.       Management's Discussion and Analysis of Results of Operations and
              Financial Condition                                                                            1 1

Item 3.       Quantitative and Qualitative Disclosures About Market Risk                                     1 5

Item 4.       Controls and Procedures                                                                        1 6

PART II OTHER INFORMATION

Item 1.       Legal Proceedings                                                                              1 7

Item 2.       Unregistered Sales of Equity Securities and Use of Proceeds                                    1 8

Item 3.       Defaults Upon Senior Securities                                                                1 8

Item 4.       Submission of Matters to a Vote of Security Holders                                            1 8

Item 5.       Other Information                                                                              1 9

Item 6.       Exhibits                                                                                       1 9

              Signatures                                                                                     2 0

              Exhibits                                                                                       2 1


</TABLE>

<PAGE>



                   CAUTION REGARDING FORWARD-LOOKING STATEMENTS

     Statements in this report that do not relate to historical facts, including
     statements relating to future plans, events or performance, are
     forward-looking statements that involve risks and uncertainties. Actual
     results, events or performance may differ materially. Readers are cautioned
     not to place undue reliance on these forward-looking statements, that speak
     only as of the date of this report and the accuracy of which is subject to
     inherent uncertainty. Chugach Electric Association, Inc. (Chugach)
     undertakes no obligation to publicly release any revisions to these
     forward-looking statements to reflect events or circumstances that may
     occur after the date of this report or the effect of those events or
     circumstances on any of the forward-looking statements contained in this
     report, except as required by law.

                          PART I FINANCIAL INFORMATION

     Item 1.  Financial Statements

     The unaudited financial statements and notes to financial statements of
     Chugach as of and for the quarter ended March 31, 2005, follow:

<PAGE>





                       CHUGACH ELECTRIC ASSOCIATION, INC.
                                 BALANCE SHEETS
                                   (Unaudited)


<TABLE>
<CAPTION>

                             Assets                                            March 31, 2005        December 31, 2004
                             ------                                            --------------        -----------------
<S>                                                                           <C>                      <C>
Utility plant:

     Electric plant in service                                                 $ 751,141,360           $ 748,484,527

     Construction work in progress                                                25,671,820              25,278,388
                                                                                  ----------              ----------
         Total utility plant                                                     776,813,180             773,762,915

     Less accumulated depreciation                                             (312,896,779)           (305,932,001)
                                                                               -------------           -------------
         Net utility plant                                                       463,916,401             467,830,914

Other property and investments, at cost:

     Nonutility property                                                              24,461                  24,461

     Investments in associated organizations                                      11,769,054              11,768,457
                                                                                  ----------              ----------
         Total other property and investments                                     11,793,515              11,792,918

Current assets:

     Cash and cash equivalents                                                     6,739,612              10,465,004

     Special deposits                                                                217,191                 217,191

     Accounts receivable, net                                                     21,265,820              23,740,383

     Materials and supplies                                                       23,832,689              23,691,509

     Prepayments                                                                   1,587,807                 805,670

     Other current assets                                                            380,196                 260,115
                                                                                     -------                 -------
         Total current assets                                                     54,023,315              59,179,872

Deferred charges, net                                                             20,466,694              20,550,883
                                                                                  ----------              ----------

Total Assets                                                                   $ 550,199,925           $ 559,354,587

                                                                               =============           =============
</TABLE>





<PAGE>
                        CHUGACH ELECTRIC ASSOCIATION, INC.
                                 BALANCE SHEETS
                                   (Continued)
                                   (Unaudited)

<TABLE>
<CAPTION>



                       Liabilities and Equities                                March 31, 2005        December 31, 2004
                       ------------------------                                --------------        -----------------
<S>                                                                            <C>                     <C>
Equities and margins:

     Memberships                                                                 $ 1,212,193             $ 1,202,538

     Patronage capital                                                           135,553,458             130,750,269

     Other                                                                         7,090,184               7,045,992
                                                                                   ---------               ---------
         Total equities and margins                                              143,855,835             138,998,799

Long-term obligations, excluding current installments:

     2001 Series A Bond payable                                                  150,000,000             150,000,000

     2002 Series A Bond payable                                                  120,000,000             120,000,000

     2002 Series B Bond payable                                                   41,000,000              46,200,000

     National Bank for Cooperatives promissory notes payable                      46,619,958              47,157,786
                                                                                  ----------              ----------
         Total long-term obligations                                             357,619,958             363,357,786

Current liabilities:

     Current installments of long-term obligations                                16,276,444              15,931,393

     Accounts payable                                                              4,116,785               7,890,172

     Consumer deposits                                                             1,969,571               1,947,511

     Fuel cost over-recovery                                                       2,116,461               2,714,345

     Accrued interest                                                              1,917,747               6,201,769

     Salaries, wages and benefits                                                  5,807,177               5,530,740

     Fuel                                                                         12,967,271              12,919,623

     Other current liabilities                                                     1,462,719               1,416,400
                                                                                   ---------               ---------
         Total current liabilities                                                46,634,175              54,551,953

     Deferred credits                                                              2,089,957               2,446,049
                                                                                   ---------               ---------

      Total Liabilities and Equities                                           $ 550,199,925           $ 559,354,587
                                                                               =============           =============
<FN>

See accompanying notes to financial statements.
</FN>
</TABLE>

<PAGE>


                       CHUGACH ELECTRIC ASSOCIATION, INC.
             Statements of Revenues, Expenses and Patronage Capital
                                   (Unaudited)
<TABLE>
<CAPTION>

                                                                                      Three months ended March 31
                                                                                      2005                    2004
                                                                                      ----                    ----
<S>                                                                              <C>                     <C>
Operating revenues                                                                 $57,212,034             $51,644,941

Operating expenses:
     Fuel                                                                           20,492,023              16,389,582

     Power production                                                                3,442,780               3,442,201

     Purchased power                                                                 5,275,922               3,953,490

     Transmission                                                                    1,602,140               1,740,561

     Distribution                                                                    2,819,605               2,578,535

     Consumer accounts                                                               1,355,391               1,427,359

     Administrative, general and other                                               4,865,561               5,532,271

     Depreciation                                                                    7,121,860               7,046,692
                                                                                     ---------               ---------

         Total operating expenses                                                   46,975,282              42,110,691

Interest expense:
     On long-term obligations                                                        5,675,686               5,441,653

     On short-term obligations                                                           2,237                       0

     Charged to construction-credit                                                  (191,718)                (89,432)
                                                                                     ---------                --------

         Net interest expense                                                        5,486,205               5,352,221
                                                                                     ---------               ---------

         Net operating margins                                                       4,750,547               4,182,029

Nonoperating margins:
     Interest income                                                                   121,694                  89,034

     Capital credits, patronage dividends and other                                     35,441                  24,901

         Total nonoperating margins                                                    157,135                 113,935
                                                                                       -------                 -------

         Assignable margins                                                          4,907,682               4,295,964
                                                                                     =========               =========

Patronage capital at beginning of period                                           130,750,269             126,341,413

Retirement of capital credits and estate payments                                    (104,493)                       0

Patronage capital at end of period                                               $ 135,553,458           $ 130,637,377
                                                                                 =============           =============
<FN>

See accompanying notes to financial statements.
</FN>
</TABLE>


<PAGE>
                        CHUGACH ELECTRIC ASSOCIATION, INC.
                            Statements of Cash Flows
                                   (Unaudited)
<TABLE>
<CAPTION>

                                                                                           Three months ended March 31
                                                                                                2005             2004
                                                                                                ----             ----
<S>                                                                                         <C>             <C>
Operating activities:
         Assignable margins                                                                  $4,907,682       $4,295,964

Adjustments to reconcile assignable margins to net cash provided by operating
activities:
         Depreciation and amortization                                                        7,841,322        7,944,026
         Capitalization of interest                                                           (226,563)        (103,907)
         Other                                                                                    (597)               33

         Changes in assets and liabilities:
       (Increase) decrease in assets:
         Accounts receivable                                                                  2,474,563          993,864
         Fuel cost recovery                                                                           0        1,610,807
         Materials and supplies                                                               (141,180)      (1,554,272)
         Prepayments                                                                          (782,137)        (716,867)
         Other assets                                                                         (120,081)        (138,309)
         Deferred charges                                                                     (635,272)        1,844,579
       Increase (decrease) in liabilities:
         Accounts payable                                                                   (3,773,387)      (4,064,351)
         Provision for rate refund                                                                    0        (422,403)
         Consumer deposits                                                                       22,060         (24,095)
         Fuel cost payable                                                                    (597,884)                0
         Accrued interest                                                                   (4,284,022)      (4,307,704)
         Salaries, wages and benefits                                                           276,437          311,309
         Fuel                                                                                    47,648        1,618,152
         Other liabilities                                                                       46,319          267,489
                  Deferred credits                                                             (38,458)        (960,163)
                                                                                               --------        ---------
                  Net cash provided by operating activities                                   5,016,450        6,594,152

Investing activities:
         Extension and replacement of plant                                                 (2,980,785)      (3,374,646)
         Purchase of Investments in associated organizations                                          0          (7,298)
                                                                                                      -          -------
                  Net cash used in investing activities                                     (2,980,785)      (3,381,944)

Financing activities:
         Net transfer of restricted construction funds                                                0          (1,198)
         Repayments of long-term obligations                                                (5,392,777)      (5,051,500)
         Memberships and donations received                                                      53,847            2,491
         Retirement of patronage capital                                                      (104,493)                0
         Net receipts (refunds) of consumer advances for construction                         (317,634)          473,201
                                                                                              ---------          -------
                  Net cash used in financing activities                                     (5,761,057)      (4,577,006)

Net change in cash and cash equivalents                                                     (3,725,392)      (1,364,798)

Cash and cash equivalents at beginning of period                                            $10,465,004      $11,185,086
------------------------------------------------                                            -----------      -----------

Cash and cash equivalents at end of period                                                   $6,739,612       $9,820,288
------------------------------------------                                                   ==========       ==========

Supplemental disclosure of cash flow information - interest expense paid, including          $9,770,227       $9,659,925
                                                                                             ==========       ==========
amounts capitalized
<FN>

See accompanying notes to financial statements.
</FN>
</TABLE>

<PAGE>


                       CHUGACH ELECTRIC ASSOCIATION, INC.
                          Notes to Financial Statements
                                   (Unaudited)

     1.  Presentation of Financial Information

     During interim periods, Chugach Electric Association, Inc. (Chugach)
     follows the accounting policies set forth in its audited financial
     statements included in Form 10-K filed with the Securities and Exchange
     Commission (SEC) unless otherwise noted. Users of interim financial
     information are encouraged to refer to the footnotes contained in Chugach's
     Form 10-K when reviewing interim financial results. The accompanying
     unaudited interim financial statements reflect all adjustments of normal
     and recurring nature, which are, in the opinion of management, necessary
     for a fair statement of the results for the interim periods presented.

     Certain reclassifications have been made to the 2004 financial statements
     to conform to the 2005 presentation.

     2.  Lines of credit

     Chugach maintains a line of credit of $20 million with CoBank, ACB
     (CoBank). The CoBank line of credit expires June 30, 2005, subject to
     annual renewal at the discretion of the parties. At March 31, 2005, there
     was no outstanding balance on this line of credit, however, on March 17,
     2005, we borrowed $1.5 million as well as an additional $1.0 million on
     March 18, 2005. That balance was subsequently paid back on March 25, 2005.
     At March 31, 2005, the borrowing rate would have been 4.36% and at December
     31, 2004, the borrowing rate would have been 3.80%. In addition, Chugach
     has an annual line of credit of $50 million available at the National Rural
     Utilities Cooperative Finance Corporation (NRUCFC). At March 31, 2005,
     there was no outstanding balance on this line of credit and it was not
     utilized during the first quarter of 2005. At March 31, 2005, the borrowing
     rate would have been 4.50% and at December 31, 2004, the borrowing rate
     would have been 4.05%. The NRUCFC line of credit expires October 15, 2007.

     3.  Legal Proceedings

     Matanuska Electric Association, Inc., v. Chugach Electric Association,
     Inc., Superior Court Case No. 3AN-99-8152 Civil

     This action is a claim for a breach of the Power Sales Agreement between
     Chugach and Matanuska Electric Association, Inc. (MEA) for a 25-year period
     from 1989 through 2014. MEA asserted Chugach breached that contract by
     failing to provide information, by failing to properly manage Chugach's
     long-term debt, and by failing to bring Chugach's base rate action to a
     Joint Committee before presenting it to the Regulatory Commission of Alaska
     (RCA). All of MEA's claims were dismissed by the Superior Court. On April
     29, 2002, MEA appealed the Superior Court's decisions relating to Chugach's
     financial management and Chugach's failure to bring Chugach's base rate
     action to the joint committee before filing with the RCA to the Alaska
     Supreme Court. We cross-appealed the Superior Court's decision not to
     dismiss the financial management claim on jurisdictional and res judicata
     grounds.

     The Alaska Supreme Court, on October 8, 2004, ruled in Chugach's favor
     supporting its right under the power sales agreement to file for interim
     rate relief without first going to the Joint Committee. The Supreme Court
     ruled against Chugach in its cross appeal. The Supreme Court also
     overturned the Superior Court's decision that dismissed MEA's claim asking
     for review of Chugach's use of rate locks instead of defeasing debt based
     on the Prudent Utility Practice standard under our power sales agreement.
     The Supreme Court remanded this issue to the Superior Court.

     On January 24, 2005, Chugach filed a summary judgment motion based on
     Chugach's claim that in the 2000 Test Year rate case the RCA has already
     decided the underlying issues relating to the prudency of Chugach's use of
     rate locks instead of defeasing debt. This motion is pending. Management is
     uncertain of the outcome of the proceeding before the Superior Court. No
     reserves have been established for this matter.

     Matanuska Electric Association, Inc. v. Chugach Electric Association, Inc.
     Superior Court Case No. 3AN-04-11776 Civil

     On October 12, 2004, MEA filed suit in Superior Court alleging a breach of
     the power sales agreement between the parties and violation of Chugach's
     bylaws in connection with allocation of margins (capital credits) to MEA
     for the years 1998 through 2003. Allocation of capital credits assigns a
     share of the margins earned in a particular year to each customer. Capital
     credits are repatriated to customers at the discretion of the board of
     directors typically many years after the margins are earned.

     The suit seeks a declaration by the Court that Chugach is in breach of its
     bylaws and the power sales agreement based on its allocation of capital
     credits to MEA as well as injunctive relief requiring Chugach to calculate
     MEA's capital credit allocations based on MEA's patronage and in accordance
     with generally accepted accounting practices for nonprofit cooperatives and
     cooperative principles. The suit also seeks damages in an unspecified
     amount to compensate MEA for the alleged breach of contract.

     Management is vigorously defending against the claim. Management is
     uncertain of the outcome of the suit. No reserves have been established for
     this matter.

     Other

     Chugach received a demand letter from a third party offering a license to a
     patent and implying that the patent may be infringed by certain services
     provided by Chugach. The patent purportedly relates to intellectual
     property rights over a system for automated electronic bill presentment and
     payment. As of this date, no legal proceedings have been instituted against
     us, but if the third party's patents are valid, enforceable and apply to
     our business, we could be required to seek a license, discontinue certain
     activities or be subject to a claim for past infringement. We are currently
     considering this matter, but lack sufficient information to assess the
     potential outcome at this time. No reserves have been established for this
     matter.

     Chugach has certain additional litigation matters and pending claims that
     arise in the ordinary course of our business. In the opinion of management,
     no individual matter or the matters in the aggregate are likely to have a
     material adverse effect on our results of operations, financial condition
     or liquidity.

     4.  Critical Accounting Policies

     Chugach's accounting and reporting policies comply with accounting
     principles generally accepted in the United States of America. The
     preparation of financial statements in conformity with Generally Accepted
     Accounting Principles (GAAP) requires that management apply accounting
     policies and make estimates and assumptions that affect results of
     operations and reported amounts of assets and liabilities in the financial
     statements. Critical accounting policies are those policies that management
     believes are the most important to the portrayal of Chugach's financial
     condition and results of its operations, and require management's most
     difficult, subjective, or complex judgments, often as a result of the need
     to make estimates about matters that are inherently uncertain. Most
     accounting policies are not considered by management to be critical
     accounting policies. Several factors are considered in determining whether
     or not a policy is critical in the preparation of financial statements.
     These factors include, among other things, whether the estimates are
     material to the financial statements, the nature of the estimates, the
     ability to readily validate the estimates with other information including
     third parties or available prices, and sensitivity of the estimates to
     changes in economic conditions and whether alternative accounting methods
     may be utilized under accounting principles generally accepted in the
     United States of America. For all of these policies management cautions
     that future events rarely develop exactly as forecast, and the best
     estimates routinely require adjustment. Management has discussed the
     development and the selection of critical accounting policies with the
     Chugach Audit Committee.

     The following policies are considered to be critical accounting policies
     for the quarter ending March 31, 2005.

     Electric Utility Regulation

     Chugach is subject to regulation by the RCA. The RCA sets the rates Chugach
     is permitted to charge customers based on allowable costs. As a result,
     Chugach applies Financial Accounting Standards Board (FASB) Statement No.
     71, Accounting for the Effects of Certain Types of Regulation. Through the
     ratemaking process, the regulators may require the inclusion of costs or
     revenues in periods different than when they would be recognized by a
     non-regulated company. This treatment may result in the deferral of
     expenses and the recording of related regulatory assets based on
     anticipated future recovery through rates or the deferral of gains or
     creation of liabilities and the recording of related regulatory
     liabilities. The application of Statement No. 71 has a further effect on
     Chugach's financial statements as a result of the estimates of allowable
     costs used in the ratemaking process. These estimates may differ from those
     actually incurred by the Company; therefore, the accounting estimates
     inherent in specific costs such as depreciation and pension and
     post-retirement benefits have less of a direct impact on Chugach's results
     of operations than they would on a non-regulated company. Management
     reviews the ultimate recoverability of these regulatory assets and
     liabilities based on applicable regulatory guidelines. However, adverse
     legislation and judicial or regulatory actions could materially impact the
     amounts of such regulatory assets and liabilities and could adversely
     impact Chugach's financial statements.

     Financial Instruments and Hedging

     Chugach used U.S. Treasury forward rate lock agreements to hedge expected
     interest rates on the February 2002 debt re-financings. We accounted for
     the agreements under Statement of Financial Accounting Standards (SFAS)
     133. For rate-making purposes, Chugach did not adjust rates for gains and
     losses prior to settlement, and the loss on settlement will be an
     adjustment to rates over the lives of the associated debt. This rate-making
     treatment was approved by the RCA in Order U-01-108(26). Accordingly, the
     unrealized gain or loss was not recorded and was treated as a regulatory
     asset upon settlement.

     Critical estimates also include provision for rate refunds and allowance
     for doubtful accounts. Actual results could differ from those estimates.



<PAGE>



     Item 2.  Management's Discussion and Analysis of Financial Condition and
     Results of Operations

     Reference is made to the information contained under the caption "CAUTION
     REGARDING FORWARD-LOOKING STATEMENTS" at the beginning of this Report.

     Regulatory Matters

     Depreciation Rates Review Proceeding

     In 2004, we implemented new depreciation rates based on an update of the
     Depreciation Study utilizing Electric Plant in Service balances as of
     December 31, 2002. The depreciation study resulted in a net impact on the
     2004 financial statements of approximately $200,000, which, in aggregate,
     was not material to the financial statements. The depreciation study was
     submitted to the RCA for approval on November 19, 2004, however, the new
     rates were implemented and in effect for all of 2004. We did not request a
     change in electric rates charged to our customers based on the proposed
     revisions to depreciation rates.

     On March 9, 2005, the RCA ruled that depreciation rates may not be
     implemented without prior approval of the RCA. The RCA is expected to issue
     a final order in the fourth quarter of 2005. We expect to make any required
     adjustments on a forward-going basis.

     Management is uncertain of the outcome of the RCA depreciation study review
     process.

     Results Of Operations

     Current Year Quarter Versus Prior Year Quarter

     Assignable margins increased by $611.7 thousand for the quarter ended March
     31, 2005, over the same quarter in 2004 due to a decrease in
     administrative, general and other expense and a decrease in transmission
     and consumer accounts expense. The decreases were offset by an increase in
     distribution expense and interest on long-term debt.

     Operating revenues, which include sales of electric energy to retail,
     wholesale and economy energy customers and other miscellaneous revenues,
     increased by $5.6 million, or 10.8%, for the quarter ended March 31, 2005,
     over the same quarter in 2004. The increase in revenues was due to an
     increase in revenue recovered through the fuel surcharge mechanism due to
     higher fuel prices, as well as increased wholesale and economy energy kWh
     sales.



<PAGE>


     The following table represents kWh sales for the quarter ended March 31:

                                  2005                  2004
                                  ----                  ----
              Customer             kWh                  kWh
       Retail                  329,374,667          332,954,124
       Wholesale               327,634,824          310,766,791
       Economy Energy           95,825,850           59,846,760
                                ----------           ----------
       Total                   752,835,341          703,567,675
                               ===========          ===========

     Retail demand and energy rates and wholesale demand and energy rates
     charged to Homer Electric Association (HEA), MEA and Seward Electric System
     (SES) did not change in the first quarter of 2005 compared to the first
     quarter of 2004.

     Fuel expense increased by $4.1 million, or 25.0%, for the quarter ended
     March 31, 2005, compared to the same period in 2004 primarily due to higher
     fuel prices and increased economy energy sales. Purchased power also
     increased $1.3 million, or 33.4%, due in part to higher fuel prices, as
     well as a refund for our share of Bradley Lake operating expenses we
     received for fiscal year 2003 in the first quarter of 2004. Fiscal year
     2004 did not generate a refund for our share of Bradley Lake operating
     expenses in the first quarter of 2005. Fuel and purchased power is
     recovered through the fuel surcharge mechanism. Production expense did not
     materially change for the three-month period ended March 31, 2005, compared
     to the same period in 2004. Transmission expense decreased by $138.4
     thousand, or 8.0%, and distribution expense increased by $241.1 thousand,
     or 9.3%, due primarily to the timing of distribution maintenance, due to
     weather conditions, being performed in the first quarter of 2005 while
     transmission maintenance will be performed later in the year. Consumer
     Accounts/Information expense did not materially change for the three-month
     period ended March 31, 2005. Administrative, general and other expense
     decreased by $666.7 thousand, or 12.1%. The majority of the decrease was
     attributed to a $111.4 thousand decrease in software amortization, a $149.6
     thousand decrease in professional services, a $153.0 thousand decrease in
     allocated costs and a $184.4 thousand decrease in labor due to the timing
     of pay periods. Depreciation and amortization expense did not materially
     change for the three-month period ended March 31, 2005.

     Interest on long-term debt increased by $234.0 thousand, or 4.3%, due to
     higher interest rates on the variable CoBank bonds. Interest charged to
     construction increased by $102.3 thousand, or 114.4%, due to higher rates
     and a higher average balance in construction work in progress associated
     with the continued construction of the South Anchorage substation.

     Other nonoperating margins increased $43.2 thousand, or 37.9%, for the
     three-month period ended March 31, 2005, compared to the same period in
     2004 due to an increase in interest income associated with higher interest
     rates on our investment accounts and an increase in allowance for funds
     used during construction (AFUDC), also due to higher rates and the
     continued construction of the South Anchorage substation.



<PAGE>


     Financial Condition

     Total assets decreased $9.2 million, or 1.6%, from December 31, 2004, to
     March 31, 2005. The decrease was due in part to a $3.9 million, or 0.8%,
     decrease in net plant, primarily due to depreciation expense in excess of
     extension and replacement of plant. The decrease in total assets was also
     due to a $3.7 million, or 35.6%, decrease in cash and cash equivalents
     caused by the semi-annual interest payment on the 2001 and 2002 Series A
     Bonds and the principle payment on the 2002 Series B Bonds in the first
     quarter, as well as a $2.5 million, or 10.4%, decrease in accounts
     receivable caused by the collection on receivables that were accrued but
     not paid at December 31, 2004.

     These decreases were offset by a $782.1 thousand, or 97.1%, increase in
     prepayments caused by the annual renewal of insurance policies for 2005, as
     well as a $120.1 thousand, or 46.2% increase in other current assets caused
     by interest accrued on our NRUCFC term certificates and an increase in the
     receivable associated with pole rentals.

     Notable changes to total liabilities and equities include installment
     payments of $5.4 million on the 2002 Series B bond and the CoBank 3 bonds.
     Accounts payable also decreased $3.8 million, or 47.8%, as a result of the
     payment of invoices that were accrued but not paid at December 31, 2004.
     Fuel cost payable also decreased $597.9 thousand, or 22.0%, due to the
     collection of the previous quarter's fuel and purchased power cost through
     the fuel surcharge mechanism. Accrued interest also decreased $4.3 million,
     or 69.1%, as a result of the semi-annual interest payment on the 2001 and
     2002 Series A Bonds in the first quarter.

     These decreases were offset by a $4.9 million, or 3.5%, increase in
     patronage capital due to the margins generated in the first quarter of
     2005.

     Liquidity and Capital Resources

     Chugach has satisfied its operational and capital cash requirements
     primarily through internally-generated funds, an annual $20 million line of
     credit with CoBank and a $50 million line of credit from NRUCFC. At March
     31, 2005, there was no outstanding balance with NRUCFC or CoBank, however,
     on March 17, 2005, we borrowed $1.5 million on the CoBank line of credit,
     as well as an additional $1.0 million on March 18, 2005. That balance was
     subsequently paid back on March 25, 2005.

     Chugach also has a term loan facility with CoBank. Loans made under this
     facility are evidenced by promissory notes governed by the Master Loan
     Agreement, which became effective on January 22, 2003. At March 31, 2005,
     Chugach had the following promissory notes outstanding under this facility:


<PAGE>




<TABLE>
<CAPTION>


                                                  Interest rate at March                         Principal Payment
    Promissory Note         Principal balance            31, 2005             Maturity Date             Dates
    ---------------         -----------------            --------             -------------             -----
<S>                         <C>                   <C>                         <C>                <C>


        CoBank 2               $10,000,000                 7.76%                   2005                 2005
        CoBank 3               $20,142,053                 4.51%                   2022              2003 - 2022
        CoBank 4               $22,554,349                 4.51%                   2022              2003 - 2022
        CoBank 5               $5,000,000                  4.51%                   2007                 2007

         Total                 $57,696,402
</TABLE>

     On January 22, 2003, Chugach and CoBank finalized a new Master Loan
     Agreement pursuant to which the CoBank term loan facility was converted
     from secured to unsecured debt and the obligations represented by the
     outstanding bonds then held by CoBank were converted into promissory notes
     governed by the new Master Loan Agreement. Chugach's mortgage indenture was
     replaced in its entirety by an Amended and Restated Indenture dated April
     1, 2001. All liens and security interests imposed under the indenture were
     terminated and all outstanding Chugach bonds (including new bonds of 2001
     Series A, 2002 Series A and 2002 Series B) became unsecured obligations
     governed by the terms of the Amended and Restated Indenture.

     Capital construction in 2005 is estimated at $29.7 million. At March 31,
     2005, approximately $3.0 million had been expended. Capital improvement
     expenditures are expected to increase in the upcoming second quarter as the
     construction season begins.

     Chugach management continues to expect that cash flows from operations and
     external funding sources will be sufficient to cover operational and
     capital funding requirements in 2005 and thereafter.

     Outlook

     Effective January 31, 2005, Chugach reorganized its operations into more
     distinct business units - Office of the Chief Executive Officer (CEO),
     Generation and Transmission (G&T) Division, Distribution Division and
     Corporate Services. This reorganization was accomplished to more fully
     recognize the diversity of Chugach operations and clearly determine the
     financial and operational performance of each unit.

     The Office of the Chief Executive Officer is responsible for all corporate
     level activities including board of director functions, human resources,
     risk management, legal matters, labor relations and employee relations,
     legislative affairs and all financing activities Chugach may undertake. The
     CEO's direct staff is the Chief Financial Officer, Vice President, Human
     Resources, General Counsel and Government and External Affairs Manager. The
     General Managers of the G&T Division, Distribution Division and Corporate
     Services Division also report to the CEO.

     G&T operations include all power supply functions, transmission functions,
     system control and administrative requirements associated with generation
     and transmission. The G&T sector is led by Bradley Evans, General Manager.

     Distribution functions include consumer services, public relations,
     distribution engineering, line operation and maintenance and consumer
     information and services areas. The Distribution area is led by Lee
     Thibert, General Manager.

     Corporate Services is comprised of Administrative Services (Environmental
     Engineering and Hazardous Materials, Fleet Services, Contracting, Safety,
     Security, and Purchasing), Information Services, Regulatory Affairs and
     Accounting. It is responsible for providing services to all divisions of
     Chugach. Corporate Services is led by William Stewart, General Manager,
     Corporate Services Division.

     Environmental Matters

     Compliance with Environmental Standards

     Chugach's operations are subject to certain federal, state and local
     environmental laws. The costs associated with environmental compliance are
     included as a component of both the operating and capital budget processes.
     Chugach accrues for costs associated with environmental remediation
     obligations when such costs are probable and reasonably estimable.

     Item 3. Quantitative and Qualitative Disclosures About Market Risk

     Chugach is exposed to a variety of risks, including changes in interest
     rates and changes in commodity prices due to repricing mechanisms inherent
     in gas supply contracts. In the normal course of our business, we manage
     our exposure to these risks as described below. Chugach does not engage in
     trading market risk-sensitive instruments for speculative purposes.

     Interest Rate Risk

     The following table provides information regarding auction dates and rates
     in 2005 on the 2002 Series B bonds.

                      Auction Date                    Interest Rate

                   January 26, 2005                       2.50%
                  February 23, 2005                       2.62%
                   March 23, 2005                         3.00%
                    April 20, 2005                        3.05%



<PAGE>


     The following table provides information regarding cash flows for principal
     payments on total debt by maturity date (dollars in thousands) as of March
     31, 2005.
<TABLE>
<CAPTION>

                                                                                                Fair
Total Debt*               2005       2006      2007       2008     Thereafter      Total       Value
-----------               ----       ----      ----       ----     ----------      -----       -----
<S>                       <C>       <C>       <C>        <C>        <C>            <C>         <C>


Fixed rate debt           $10,000        $0         $0        $0       $270,000    $280,000    $302,671

Average
interest rate               7.76%         -          -         -          6.39%       6.44%

Variable rate debt           $539    $6,326    $11,729    $7,241        $68,063     $93,896     $93,896

Average
interest rate               4.51%     3.32%      3.83%     3.32%          3.88%       3.79%
<FN>

     *   Includes current portion
</FN>
</TABLE>

     Commodity Price Risk

     Chugach's gas contracts provide for adjustments to gas costs based on
     fluctuations of certain commodity prices and indices. Because fuel and
     purchased power costs are passed directly to our wholesale and retail
     customers through a fuel surcharge rate, fluctuations in the price paid for
     gas pursuant to long-term gas supply contracts do not normally impact
     margins. The fuel surcharge mechanism mitigates the commodity price risk of
     market fluctuations in the price of fuel and purchased power.

     Item 4. Controls and Procedures

     As of the end of the period covered by this report, we evaluated the
     effectiveness of the design and operation of our disclosure controls and
     procedures. Our principal executive officer (CEO) and principal financial
     officer (CFO) supervised and participated in this evaluation. Based on this
     evaluation, our CEO and CFO each concluded that our disclosure controls and
     procedures are effective and timely in alerting them to material
     information required to be included in our periodic reports to the
     Securities and Exchange Commission. The design of any system of controls is
     based in part upon various assumptions about the likelihood of future
     events and there can be no assurance that any of our plans, products,
     services or procedures will succeed in achieving their intended goals under
     future conditions. In addition, there have been no significant changes in
     our internal controls or in other factors known to management that could
     significantly affect our internal controls subsequent to our most recent
     evaluation.



<PAGE>


                            PART II OTHER INFORMATION

     Item 1. Legal Proceedings

     Matanuska Electric Association, Inc., v. Chugach Electric Association,
     Inc., Superior Court Case No. 3AN-99-8152 Civil

     This action is a claim for a breach of the Power Sales Agreement between
     Chugach and MEA for a 25-year period from 1989 through 2014. MEA asserted
     Chugach breached that contract by failing to provide information, by
     failing to properly manage Chugach's long-term debt, and by failing to
     bring Chugach's base rate action to a Joint Committee before presenting it
     to the Regulatory Commission of Alaska (RCA). All of MEA's claims were
     dismissed by the Superior Court. On April 29, 2002, MEA appealed the
     Superior Court's decisions relating to Chugach's financial management and
     Chugach's failure to bring Chugach's base rate action to the joint
     committee before filing with the RCA to the Alaska Supreme Court. We
     cross-appealed the Superior Court's decision not to dismiss the financial
     management claim on jurisdictional and res judicata grounds.

     The Alaska Supreme Court, on October 8, 2004, ruled in Chugach's favor
     supporting its right under the power sales agreement to file for interim
     rate relief without first going to the Joint Committee. The Supreme Court
     ruled against Chugach in its cross appeal. The Supreme Court also
     overturned the Superior Court's decision that dismissed MEA's claim asking
     for review of Chugach's use of rate locks instead of defeasing debt based
     on the Prudent Utility Practice standard under our power sales agreement.
     The Supreme Court remanded this issue to the Superior Court.

     On January 24, 2005, Chugach filed a summary judgment motion based on
     Chugach's claim that in the 2000 Test Year rate case the RCA has already
     decided the underlying issues relating to the prudency of Chugach's use of
     rate locks instead of defeasing debt. This motion is pending. Management is
     uncertain of the outcome of the proceeding before the Superior Court. No
     reserves have been established for this matter.

     Matanuska Electric Association, Inc. v. Chugach Electric Association, Inc.
     Superior Court Case No. 3AN-04-11776 Civil

     On October 12, 2004, MEA filed suit in Superior Court alleging a breach of
     the power sales agreement between the parties and violation of Chugach's
     bylaws in connection with allocation of margins (capital credits) to MEA
     for the years 1998 through 2003. Allocation of capital credits assigns a
     share of the margins earned in a particular year to each customer. Capital
     credits are repatriated to customers at the discretion of the board of
     directors typically many years after the margins are earned.

     The suit seeks a declaration by the Court that Chugach is in breach of its
     bylaws and the power sales agreement based on its allocation of capital
     credits to MEA as well as injunctive relief requiring Chugach to calculate
     MEA's capital credit allocations based on MEA's patronage and in accordance
     with generally accepted accounting practices for nonprofit cooperatives and
     cooperative principles. The suit also seeks damages in an unspecified
     amount to compensate MEA for the alleged breach of contract.

     Management intends to vigorously defend against the claim. Management is
     uncertain of the outcome of the suit. No reserves have been established for
     this matter.

     Other

     Chugach received a demand letter from a third party offering a license to a
     patent and implying that the patent may be infringed by certain services
     provided by Chugach. The patent purportedly relates to intellectual
     property rights over a system for automated electronic bill presentment and
     payment. As of this date, no legal proceedings have been instituted against
     us, but if the third party's patents are valid, enforceable and apply to
     our business, we could be required to seek a license, discontinue certain
     activities or be subject to a claim for past infringement. We are currently
     considering this matter, but lack sufficient information to assess the
     potential outcome at this time. No reserves have been established for this
     matter.

     Chugach has certain additional litigation matters and pending claims that
     arise in the ordinary course of its business. In the opinion of management,
     no individual matter or the matters in the aggregate is likely to have a
     material adverse effect on our results of operations, financial condition
     or liquidity.

     Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

     Not applicable

     Item 3. Defaults Upon Senior Securities

     Not applicable

     Item 4. Submission of Matters to a Vote of Security Holders

     Not applicable



<PAGE>


     Item 5. Other Information

     At the Chugach annual membership meeting held on April 28, 2005, three new
     board members were elected and the following proposed amendments to the
     Bylaws failed:

o             The elimination of the requirement to make and save electronic
              recordings of board meetings and to prepare verbatim transcripts.

o             The elimination of prohibition on compensating standing and ad
              hoc committee members.

o             The elimination of the requirement for a member advisory council.

     Item 6. Exhibits

     Exhibits:

              Certification of Principal Executive Officer pursuant to
              Section 302 of the Sarbanes-Oxley Act of 2002.

              Certification of Principal Financial Officer pursuant to
              Section 302 of the Sarbanes-Oxley Act of 2002.

              Certification of Principal Executive Officer pursuant to
              Section 906 of the Sarbanes-Oxley Act of 2002.

              Certification of Principal Financial Officer pursuant to
              Section 906 of the Sarbanes-Oxley Act of 2002.







<PAGE>


                               Signatures

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



                                   CHUGACH ELECTRIC ASSOCIATION, INC.


                                   By: /s/ Evan J. Griffith

                                   Evan J. Griffith
                                   Chief Executive Officer

                                   Date: May 13, 2005


                                   By: /s/ Michael R. Cunningham

                                   Michael R. Cunningham
                                   Chief Financial Officer

                                   Date: May 13, 2005


                                   By: /s/ William R. Stewart

                                   William R. Stewart
                                   General Manager, Corporate Services Division

                                   Date: May 13, 2005

<PAGE>


                                            EXHIBITS

     Listed below are the exhibits, which are filed as part of this Report:
<TABLE>
<CAPTION>

              Exhibit Number                                       Description
<S>                <C>                 <C>
                   31.1                Certification of Principal Executive Officer pursuant to Section
                                       302 of the Sarbanes-Oxley Act of 2002

                   31.2                Certification of Principal Financial Officer pursuant to Section
                                       302 of the Sarbanes-Oxley Act of 2002

                   32.1                Certification of Principal Executive Officer pursuant to Section
                                       906 of the Sarbanes-Oxley Act of 2002

                   32.2                Certification of Principal Financial Officer pursuant to Section
                                       906 of the Sarbanes-Oxley Act of 2002
</TABLE>