On December 20, 2012, FuelCell Energy, Inc. ("FuelCell") announced the acquisition of the remaining 61% ownership of Versa Power Systems, Inc. ("Versa"). Versa is a leading solid oxide fuel cell developer with engineering and testing facilities in Littleton, Colorado and research and production facilities in Calgary, Canada. FuelCell issued 3,526,764 shares of its common stock to the other shareholders of Versa in consideration for their Versa shares. FuelCell's press release is attached to this report as Exhibit 99.1 and incorporated herein by reference.

On December 20, 2012, FuelCell issued a press release announcing its financial results and accomplishments for the fourth quarter and fiscal year ended October 31, 2012. A copy of FuelCell's press release is attached to this report as Exhibit 99.2 and incorporated herein by reference.

(d) Exhibits.

Exhibit No.       Description

2.01              Securities Exchange Agreement, dated as of December 20, 2012, by
                  and among FuelCell Energy, Inc., Versa Power Systems, Inc. and
                  the stockholders of Versa Power Systems, Inc. listed on Annex I
                  attached thereto.

99.1              FuelCell Energy, Inc., Press Release, issued December 20, 2012
                  with respect to the acquisition of Versa.

99.2              FuelCell Energy, Inc., Press Release, issued December 20, 2012
                  with respect to financial results.