WASHINGTON, D.C. 20549


                                   FORM 8-K

                                CURRENT REPORT

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


                               December 3, 2001

                                PLUG POWER INC.
              (Exact name of registrant as specified in charter)

         Delaware                     00027527                  22-3672377
         --------                     --------                  ----------
(State or other jurisdiction   (Commission file number)       (IRS employer
     of incorporation)                                      identification no.)

                 968 ALBANY-SHAKER ROAD, LATHAM, NEW YORK 12110
              (Address of principal executive offices) (Zip Code)

       Registrant's telephone number, including area code: (518) 782-7700

ITEM 4. Changes in Registrant's Certifying Accountant

(a)  On November 28, 2001, Plug Power Inc. (the "Company") filed a Form 8-K
report with the Securities and Exchange Commission disclosing that, on November
20, 2001, the Company dismissed PricewaterhouseCoopers LLP as its independent

(b)  The Company engaged KPMG LLP as the Company's independent public
accountants effective December 3, 2001. The Company's Board of Directors, upon
recommendation of its Audit Committee, approved the engagement of KPMG. During
the Company's two most recent fiscal years and the subsequent interim period
prior to engaging KPMG, neither the Company nor anyone on its behalf consulted
with KPMG regarding either (i) the application of accounting principles to a
specific transaction, either completed or proposed, or the type of audit opinion
that might be rendered on the Company's financial statements, and neither a
written report nor oral advice was provided to the Company by KPMG that was an
important factor considered by the Company in reaching a decision as to any
accounting, auditing or financial reporting issue; or (ii) any matter that 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 defined in Item
304(a)(1)(v) of Regulation S-K.



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

                              PLUG POWER INC.

Dated:  December 6, 2001      By: /s/ W. Mark Schmitz
                                  Name: W. Mark Schmitz
                                  Title:  Chief Financial Officer