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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

                                  FORM 40-F/A
(Check one)

    [ ]      Registration statement pursuant to Section 12 of the Securities
                              Exchange Act of 1934

                                       or

    [X]      Annual report pursuant to Section 13(a) or 15(d) of the
                        Securities Exchange Act of 1934
                  For the fiscal year ended December 31, 2001

                         Commission file number  11097
                                                 ------


                             GREAT LAKES POWER INC.
             (Exact name of Registrant as Specified in its Charter)

                                    ONTARIO
        (Province or Other Jurisdiction of Incorporation or Organization)

                                      4939
            (Primary Standard Industrial Classification Code Number)

                                 NOT APPLICABLE
                      (IRS Employer Identification Number)

                                    BCE PLACE
                                 181 BAY STREET
                                   SUITE 4400
                                TORONTO, ONTARIO
                                 CANADA M5J 2T3
                                 (416) 359-8600
   (Address and Telephone Number of Registrant's Principal Executive Offices)

                              CENTURY POWER, L.L.C.
                           3900 PARK AVENUE, SUITE 102
                               EDISON, N.J. 08820
                                 (732) 494-9455
                            ATTENTION: JACK R. SAUER
 (Name, Address and Telephone Number of Agent for Service in the United States)

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

TITLE OF EACH CLASS                    NAME OF EACH EXCHANGE ON WHICH REGISTERED
-------------------                    -----------------------------------------
None                                   None

Securities registered or to be registered pursuant to Section 12(g) of the Act:
None

Securities for which there is a reporting obligation pursuant to Section 15(d)
of the Act:   Debt Securities (to be offered on a delayed or continuous basis)

For annual reports, indicate by check mark the information filed with this Form:
  [X] Annual Information Form            [ ]  Audited annual financial statement

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.

            N/A
   ---------------------

Indicate by check mark whether the registrant by filing the information
contained in this form is also thereby furnishing 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         No  X
    ---        ---

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  X         No
    ---        ---
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                  UNDERTAKING AND CONSENT TO SERVICE OF PROCESS

A.   Undertaking

     Registrant undertakes to make available, in person or by telephone,
representatives to respond to inquiries 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.

B.   Consent to Service of Process

     The Registrant has filed with the Securities and Exchange Commission a
written irrevocable consent and power of attorney on Form F-X.

               SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS

     Certain statements in this Form 40-F constitute forward-looking statements,
which are based on the Registrant's current expectations and assumptions, and
are subject to a number of risks and uncertainties that could cause actual
results to differ materially from those anticipated. Such risks and
uncertainties include, among others, general business and economic conditions
and competitive actions.


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                                   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.



                                           GREAT LAKES POWER INC.



                                           By: /s/ Alan V. Dean
                                               ---------------------------------
                                               Name:  Alan V. Dean
                                               Title: SVP & Corporate Secretary

Date:  May 22, 2002



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                                  EXHIBIT INDEX
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<CAPTION>
Exhibits       Description
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<S>            <C>
   1           Annual Information Form dated May 21, 2002.

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