UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

____________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported) ~~June~~July 1312, 2006

RIDGEWOOD ELECTRIC POWER TRUST I

(Exact Name of Registrant as Specified in Charter)

Delaware	0-24240	22-3105824
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification Number)

1314 King Street, Wilmington, DE 19801	19801
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code

(302) 888-7444

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 1 4.01 ~~Entry~~Changes ~~into~~ in aRegistrant’s ~~Material~~Certifying ~~Definitive Agreement~~Accountant.

On ~~June~~ July 13 12, 2006, Ridgewood Electric Power Trust I (the “Trust”) ~~was~~engaged ~~advised~~Grant ~~that~~Thornton ~~Stillwater~~ LLP ~~Hydro Partners L.P., a Delaware limited partnership in which the Trust owns a 32.5% equity interest~~ (~~the~~ “~~Limited~~Grant ~~Partnership~~Thornton”), ~~entered into a definitive Asset Purchase Agreement, dated~~ as ofits ~~June~~independent 1,registered ~~2006~~public ~~(the~~accounting ~~“Asset Purchase~~firm. ~~Agreement”), with Boralex Stillwater LLC, a Delaware limited liability~~The ~~company~~ decision ~~(“Boralex”). Pursuant~~ to ~~the~~engage ~~Asset~~Grant ~~Purchase~~Thornton ~~Agreement,~~was ~~Boralex~~made ~~will acquire~~by ~~from~~ the ~~Limited~~managing ~~Partnership~~shareholder ~~the Stillwater, New York Hydroelectric Plant and related assets for a purchase price~~ of ~~$9.35 million in cash. The~~ ~~Asset Purchase Agreement contains customary representations~~ the Trust, ~~warranties, covenants~~Ridgewood ~~and~~Renewable ~~indemnification~~Power ~~provisions. The transaction is subject to governmental approvals~~LLC, ~~consents,~~a ~~environmental~~New ~~assessments~~Jersey ~~and~~limited ~~other customary~~liability ~~closing conditions~~ company.

~~The~~During ~~description~~ the two fiscal years ended December 31, 2005, and through the date of the engagement ~~Asset~~of ~~Purchase~~Grant ~~Agreement~~Thornton isas ~~qualified~~the inindependent ~~its~~registered ~~entirety~~public byaccounting firm of the Trust as set forth above, neither the Trust nor anyone on its ~~terms~~ behalf has ~~and~~consulted ~~conditions~~with Grant Thornton on any matter that (i) involved the application of accounting principles to a specified transaction, either completed or proposed, or the ~~Asset~~type ~~Purchase~~of ~~Agreement~~audit opinion that might be rendered on the Trust’s financial statements, in each case where a ~~copy~~written ofreport ~~which~~was provided isor oral advice was provided that Grant Thornton concluded was an ~~attached~~ important ~~hereto~~factor considered by the Trust in reaching a decision as ~~Exhibit~~to ~~10.~~the accounting, auditing or financial reporting issue; or (ii) was either the subject of a disagreement, as that term is defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions to Item 304 of Regulation S-K, or a “reportable event,” as that term is ~~incorporated~~defined ~~herein~~in Item 304(a)(1)(v) byof ~~reference~~Regulation S-K.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Title
10.1	Asset Purchase Agreement, dated as of June 1, 2006, by and between Stillwater Hydro Partners L.P. and Boralex Stillwater LLC.

SIGNATURES

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

RIDGEWOOD ELECTRIC POWER TRUST I

Date: ~~June~~July 14 13, 2006 By: /s/ DOUGLAS R. WILSON

Name: Douglas R. Wilson

Title: Chief Financial Officer

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