Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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 *
  Gaynor Paul
 2. Date of Event Requiring Statement (Month/Day/Year)
10/27/2010		 3. Issuer Name and Ticker or Trading Symbol
First Wind Holdings Inc. [WIND]
(Last)
(First)
(Middle)
C/O FIRST WIND, 179 LINCOLN STREET, SUITE 500		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
CEO and Director
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

BOSTON, MA 02111		 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 Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Class A Common Stock, $0.001 par value 0
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common Stock, $0.001 par value   (1)   (1) Class A Common Stock 0 $ (1) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Gaynor Paul
C/O FIRST WIND
179 LINCOLN STREET, SUITE 500
BOSTON, MA 02111		   X     CEO and Director  

Signatures

/s/ Paul H. Wilson, Jr., Attorney-in-Fact for Paul Gaynor 10/27/2010
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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) Prior to the closing of the initial public offering, certain outstanding Series A units in First Wind Holdings, LLC held by Mr. Gaynor will be exchanged for First Wind Holdings, LLC Series B Membership Interests and an equal number of shares of First Wind Holdings Inc. Class B common stock. One Series B Membership Interest and one share of Class B common stock are together exchangeable, at the holder's election, for one share of First Wind Holdings Inc. Class A common stock. This exchange right has no expiration date.

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