FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person * McNeil John Alexander   2. Issuer Name and Ticker or Trading Symbol ATLANTIC POWER CORP [AT] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O ATLANTIC POWER CORPORATION, ONE FEDERAL STREET, 30TH FLOOR 3. Date of Earliest Transaction (Month/Day/Year) 10/09/2014 (Street) BOSTON, MA 02110 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common shares 10/09/2014   P   8,000 A $ 2.07 (1) 35,500 D

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Convertible debentures

$ 11.71 (2)

10/09/2014

P

$ 45,030 (3)

10/09/2014

03/15/2017

Common shares

3,464 (4)

$ 77.9 (5)

45,030 (3)

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
McNeil John Alexander C/O ATLANTIC POWER CORPORATION ONE FEDERAL STREET, 30TH FLOOR BOSTON, MA 02110	X

Signatures

Kenneth M. Hartwick, attorney-in-fact		10/14/2014
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	The common shares were acquired at a price of Cdn$2.30 which was converted to the U.S. dollar equivalent of $2.07 using the October 8, 2014 end of day exchange rate of .9006.
(2)	The convertible debentures are convertible into approximately 76.9231 common shares per Cdn$1,000 principal amount, at any time, at the option of the holder representing a conversion price of Cdn$13.00 per common share. The conversion price of Cdn$13.00 was converted to the U.S. dollar equivalent of $11.71 using the October 8, 2014 end of day exchange rate of .9006.
(3)	The Cdn$50,000 principal of convertible debentures were converted to a U.S. dollar equivalent of $45,030 using the October 8, 2014 end of day exchange rate of .9006.
(4)	The convertible debentures are convertible into approximately 76.9231 common shares per Cdn$1,000 principal amount, at any time, at the option of the holder representing a conversion price of Cdn$13.00 per common share. The Cdn$50,000 of convertible debentures converts to 3,464 common shares using the October 8, 2014 end of day exchange rate of .9006.
(5)	The Cdn$50,000 principal of convertible shares were purchased at a price of Cdn$86.50. This was converted to a U.S. dollar equivalent of $77.90 using the October 8, 2014 end of day exchange rate of .9006.

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