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Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act.

          Energy East Corporation ("the Company") is filing this Post-Effective Amendment No. 2 to the registration statement on Form S-3, Registration No. 333-106292 and 333-106292-01, dated June 19, 2003 (the "Registration Statement"), pertaining to the sale of an indeterminate amount of the Company's common stock, preferred stock, senior debt securities and junior subordinated debt securities and an indeterminate number of trust preferred securities of Energy East Capital Trust II, which may be sold from time to time in one or more offerings of one or more series up to a total dollar amount of $1,005,000,000, as described in a supplemental prospectus. The Company sold $700,000,000 of senior debt securities under the Registration Statement, leaving a balance of $305,000,000 of securities that were unsold at the termination of the offering thereunder.

          On September 16, 2008, pursuant to an Agreement and Plan of Merger dated as of June 25, 2007, by and among the Company, Iberdrola, S.A. and Green Acquisition Capital, Inc., a wholly-owned subsidiary of Iberdrola, Green Acquisition Capital merged with and into the Company, with the Company being the surviving entity and becoming a wholly-owned subsidiary of Iberdrola. The Company intends to file a certification and notice of termination on Form 15 with respect to the Company's shares of common stock, par value $0.01 per share.

          Pursuant to the undertaking made by the Company in the Registration Statement to remove from registration by means of a post-effective amendment any of the securities being registered that remain unsold at the termination of the offering, the Company is filing this Post-Effective Amendment No. 2 to the Registration Statement to deregister all of the securities that remain unsold under the Registration Statement.

          Pursuant to the requirements of the Securities Act of 1933, as amended, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 2 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized in the Town of New Gloucester, State of Maine, on September 26, 2008.