content: 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):
                             October 7, 2005
  
  
                         BayCorp Holdings, Ltd.
          -----------------------------------------------------
         (Exact name of registrant as specified in its charter)
  
  
                                Delaware
              ---------------------------------------------
             (State or other jurisdiction of incorporation)
  
  
                 1-12527                       02-0488443
          ---------------------            ------------------
         Commission File Number              (IRS Employer
                                          Identification No.)
  
  
         1 New Hampshire Avenue
                Suite 125
        Portsmouth, New Hampshire                03801
        -------------------------             -----------
          (Address of principal                (Zip Code)
           executive offices)
  
  
           Registrant's telephone number, including area code:
                             (603) 766-4990
  
                                   N/A
       -----------------------------------------------------------
       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:
  
  [  ]  Written  communications pursuant  to  Rule  425  under  the
  Securities Act (17 CFR 230.425)
  
  [  ]  Soliciting  material  pursuant to  Rule  14a-12  under  the
  Exchange Act (17 CFR 240.14a- 12)
  
  [  ]  Pre-commencement communications pursuant to  Rule  14d-2(b)
  under the Exchange Act (17 CFR 240.14d-2(b))
  
  [  ]  Pre-commencement communications pursuant to  Rule  13e-4(c)
  under the Exchange Act (17 CFR 240.13e-4(c))
  
  
  <Page>
  
      _________________________________________________________
  
  
  Item 2.03  Creation of a Direct Financial Obligation or an
             Obligation under an Off-Balance Sheet Arrangement of
             a Registrant.
  
       On  October  7, 2005, BayCorp Holdings, Ltd. (the "Company")
  and  all  of  its  wholly  owned  subsidiaries,  entered  into  a
  $7,750,000 multiple-draw debt facility (the "Third Note")  and  a
  Second   Amended  and  Restated  Pledge  Agreement  (the  "Pledge
  Agreement") with Sloan Group, Ltd. ("Sloan Group"), both dated as
  of  October 4, 2005.  Any draws under the Third Note will  accrue
  interest  at  8%, be due on April 1, 2006 and may be  prepaid  at
  anytime.  The  Third Note does not allow the reborrowing  of  any
  amounts  repaid.   The  Company  previously  entered  into   loan
  facilities with Sloan Group on March 15, 2005 (the "First  Note")
  and on May 24, 2005 (the "Second Note").
  
       In  addition to the Company, the borrowers under  the  Third
  Note include the following subsidiaries of the Company: Great Bay
  Hydro Maine, LLC ("GBH Maine"), Great Bay Hydro Benton, LLC ("GBH
  Benton"),  Great  Bay  Power Marketing,  Inc.,  Great  Bay  Hydro
  Corporation,  BayCorp  Ventures,  LLC,  Nacogdoches  Power,   LLC
  ("NPL"),  and  Nacogdoches  Gas,  LLC  ("Nacogdoches  Gas").   As
  security for the First Note, the Second Note and the Third  Note,
  the  borrowers amended the Amended and Restated Pledge  Agreement
  with  the  Sloan  Group that was entered into on  May  24,  2005.
  Under  the  Pledge Agreement, the Company has pledged its  equity
  interests   in  HoustonStreet  Exchange,  Inc.,  GBH  Maine   and
  Nacogdoches  Gas; GBH Maine has pledged its equity  interests  in
  GBH  Benton  and Benton Falls Associates, L.P. ("Benton  Falls");
  and  GBH Benton has pledged its equity interests in Benton Falls.
  Nacogdoches Gas, GBH Maine and GBH Benton have pledged any equity
  interest that they may obtain in other entities while the debt is
  outstanding and Nacogdoches Gas and NPL pledged certain of  their
  contract rights.
  
       The  Company intends to draw upon the Third Note to continue
  the  development of natural gas and oil wells in East Texas under
  its   Project   Development  Agreement  with  Sonerra   Resources
  Corporation  and  for  other  strategic  and  general   corporate
  purposes.
  
       On  October  7,  2005, the Company issued  a  press  release
  reporting the closing of the multiple-draw debt facility with the
  Sloan Group.
  
      _________________________________________________________
  
  
  Item 9.01  Financial Statements and Exhibits
  
     (c)  Exhibits.
  
  
  Exhibit No.    Description
   __________    ___________
  
  
      4.1        $7,750,000    Promissory   Note   from    BayCorp
                 Holdings,  Ltd. and its wholly owned subsidiaries
                 to Sloan Group Ltd. dated October 4, 2005.
  
      4.2        Second  Amended  and  Restated  Pledge  Agreement
                 among  BayCorp Holdings, Ltd., its  wholly  owned
                 subsidiaries  and Sloan Group Ltd. dated  October
                 4, 2005.
  
       99        Press  Release  dated October 7,  2005  reporting
                 the  closing of the $7,750,000 multiple-draw debt
                 facility with the Sloan Group.
  
      _________________________________________________________
  
  
                                  2
  
  
  
  
  <Page>
  
                              SIGNATURE
  
     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.
  
  
                                 BAYCORP HOLDINGS, LTD.
                                 (Registrant)
  
  
  Date: October 7, 2005       By: /S/ Frank W. Getman Jr.
                                 ___________________________
                                 Frank W. Getman Jr.
                                 President and CEO
  
  
  
  
                                  3
  
  
  <Page>
  
  
                            EXHIBIT INDEX
  
  
   Exhibit No.     Description
   ___________     ___________
  
  
       4.1         $7,750,000   Promissory   Note   from   BayCorp
                   Holdings,    Ltd.   and   its   wholly    owned
                   subsidiaries to Sloan Group Ltd. dated  October
                   4, 2005.
  
       4.2         Second  Amended  and Restated Pledge  Agreement
                   among  BayCorp Holdings, Ltd., its wholly owned
                   subsidiaries and Sloan Group Ltd. dated October
                   4, 2005.
  
       99          Press  Release dated October 7, 2005  reporting
                   the  closing  of  the $7,750,000  multiple-draw
                   debt facility with the Sloan Group.
  
  
  
                                  4
metadata_documents: [{"type": "8-K", "sequence": "1", "filename": "baycorp8k10072005.txt", "description": "BAYCORP HOLDINGS, LTD. FORM 8-K", "secsgml_size_bytes": 6800}]
metadata_filer: {"company-data": {"conformed-name": "BAYCORP HOLDINGS LTD", "cik": "0001012127", "assigned-sic": "4911", "irs-number": "020488443", "state-of-incorporation": "DE", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-12527", "film-number": "051130071"}, "business-address": {"street1": "1 NEW HAMPSHIRE AVENUE", "street2": "SUITE 125", "city": "PORTSMOUTH", "state": "NH", "zip": "03801", "phone": "(603) 766-4990"}, "mail-address": {"street1": "1 NEW HAMPSHIRE AVENUE", "street2": "SUITE 125", "city": "PORTSMOUTH", "state": "NH", "zip": "03801"}, "former-company": {"former-conformed-name": "GREAT BAY HOLDINGS CORP", "date-changed": "19960424"}}
text: 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):
                             October 7, 2005
  
                         BayCorp Holdings, Ltd.
          -----------------------------------------------------
         (Exact name of registrant as specified in its charter)
  
                                Delaware
              ---------------------------------------------
             (State or other jurisdiction of incorporation)
  
                 1-12527                       02-0488443
          ---------------------            ------------------
         Commission File Number              (IRS Employer
                                          Identification No.)
  
         1 New Hampshire Avenue
                Suite 125
        Portsmouth, New Hampshire                03801
        -------------------------             -----------
          (Address of principal                (Zip Code)
           executive offices)
  
           Registrant's telephone number, including area code:
                             (603) 766-4990
  
                                   N/A
       -----------------------------------------------------------
       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:
  
  [  ]  Written  communications pursuant  to  Rule  425  under  the
  Securities Act (17 CFR 230.425)
  
  [  ]  Soliciting  material  pursuant to  Rule  14a-12  under  the
  Exchange Act (17 CFR 240.14a- 12)
  
  [  ]  Pre-commencement communications pursuant to  Rule  14d-2(b)
  under the Exchange Act (17 CFR 240.14d-2(b))
  
  [  ]  Pre-commencement communications pursuant to  Rule  13e-4(c)
  under the Exchange Act (17 CFR 240.13e-4(c))
  _________________________________________________________
  
  Item 2.03  Creation of a Direct Financial Obligation or an
             Obligation under an Off-Balance Sheet Arrangement of
             a Registrant.
  
       On  October  7, 2005, BayCorp Holdings, Ltd. (the "Company")
  and  all  of  its  wholly  owned  subsidiaries,  entered  into  a
  $7,750,000 multiple-draw debt facility (the "Third Note")  and  a
  Second   Amended  and  Restated  Pledge  Agreement  (the  "Pledge
  Agreement") with Sloan Group, Ltd. ("Sloan Group"), both dated as
  of  October 4, 2005.  Any draws under the Third Note will  accrue
  interest  at  8%, be due on April 1, 2006 and may be  prepaid  at
  anytime.  The  Third Note does not allow the reborrowing  of  any
  amounts  repaid.   The  Company  previously  entered  into   loan
  facilities with Sloan Group on March 15, 2005 (the "First  Note")
  and on May 24, 2005 (the "Second Note").
  
       In  addition to the Company, the borrowers under  the  Third
  Note include the following subsidiaries of the Company: Great Bay
  Hydro Maine, LLC ("GBH Maine"), Great Bay Hydro Benton, LLC ("GBH
  Benton"),  Great  Bay  Power Marketing,  Inc.,  Great  Bay  Hydro
  Corporation,  BayCorp  Ventures,  LLC,  Nacogdoches  Power,   LLC
  ("NPL"),  and  Nacogdoches  Gas,  LLC  ("Nacogdoches  Gas").   As
  security for the First Note, the Second Note and the Third  Note,
  the  borrowers amended the Amended and Restated Pledge  Agreement
  with  the  Sloan  Group that was entered into on  May  24,  2005.
  Under  the  Pledge Agreement, the Company has pledged its  equity
  interests   in  HoustonStreet  Exchange,  Inc.,  GBH  Maine   and
  Nacogdoches  Gas; GBH Maine has pledged its equity  interests  in
  GBH  Benton  and Benton Falls Associates, L.P. ("Benton  Falls");
  and  GBH Benton has pledged its equity interests in Benton Falls.
  Nacogdoches Gas, GBH Maine and GBH Benton have pledged any equity
  interest that they may obtain in other entities while the debt is
  outstanding and Nacogdoches Gas and NPL pledged certain of  their
  contract rights.
  
       The  Company intends to draw upon the Third Note to continue
  the  development of natural gas and oil wells in East Texas under
  its   Project   Development  Agreement  with  Sonerra   Resources
  Corporation  and  for  other  strategic  and  general   corporate
  purposes.
  
       On  October  7,  2005, the Company issued  a  press  release
  reporting the closing of the multiple-draw debt facility with the
  Sloan Group.
  
      _________________________________________________________
  
  Item 9.01  Financial Statements and Exhibits
  
     (c)  Exhibits.
  
  Exhibit No.    Description
   __________    ___________
  
      4.1        $7,750,000    Promissory   Note   from    BayCorp
                 Holdings,  Ltd. and its wholly owned subsidiaries
                 to Sloan Group Ltd. dated October 4, 2005.
  
      4.2        Second  Amended  and  Restated  Pledge  Agreement
                 among  BayCorp Holdings, Ltd., its  wholly  owned
                 subsidiaries  and Sloan Group Ltd. dated  October
                 4, 2005.
  
       99        Press  Release  dated October 7,  2005  reporting
                 the  closing of the $7,750,000 multiple-draw debt
                 facility with the Sloan Group.
  
      _________________________________________________________
  
                                  2
  SIGNATURE
  
     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.
  
                                 BAYCORP HOLDINGS, LTD.
                                 (Registrant)
  
  Date: October 7, 2005       By: /S/ Frank W. Getman Jr.
                                 ___________________________
                                 Frank W. Getman Jr.
                                 President and CEO
  
                                  3
  EXHIBIT INDEX
  
   Exhibit No.     Description
   ___________     ___________
  
       4.1         $7,750,000   Promissory   Note   from   BayCorp
                   Holdings,    Ltd.   and   its   wholly    owned
                   subsidiaries to Sloan Group Ltd. dated  October
                   4, 2005.
  
       4.2         Second  Amended  and Restated Pledge  Agreement
                   among  BayCorp Holdings, Ltd., its wholly owned
                   subsidiaries and Sloan Group Ltd. dated October
                   4, 2005.
  
       99          Press  Release dated October 7, 2005  reporting
                   the  closing  of  the $7,750,000  multiple-draw
                   debt facility with the Sloan Group.
  
                                  4