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 *
  Appaloosa LP
2. Date of Event Requiring Statement (Month/Day/Year)
03/29/2016
3. Issuer Name and Ticker or Trading Symbol
TerraForm Power, Inc. [TERP]
(Last)
(First)
(Middle)
51 JOHN F. KENNEDY PKWY, 
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) __X__ Other (specify below)
See Footnotes 1 and 2 below
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

SHORT HILLS, NJ 07078
6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ 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 3,724,799
I
By Appaloosa Investment Limited Partnership I (1) (2)
Class A Common Stock 4,983,909
I
By Palomino Master Ltd. (1) (2)

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

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Appaloosa LP
51 JOHN F. KENNEDY PKWY
SHORT HILLS, NJ 07078
      See Footnotes 1 and 2 below
APPALOOSA INVESTMENT LIMITED PARTNERSHIP I
C/O APPALOOSA LP
51 JOHN F. KENNEDY PKWY
SHORT HILLS, NJ 07078
      See Footnotes 1 and 2 below
Palomino Master Ltd.
C/O APPALOOSA LP
51 JOHN F. KENNEDY PKWY
SHORT HILLS, NJ 07078
      See Footnotes 1 and 2 below
APPALOOSA MANAGEMENT LP
404 WASHINGTON AVENUE, SUITE 810
MIAMI BEACH, FL 33139
      See Footnotes 1 and 2 below
APPALOOSA PARTNERS INC
C/O APPALOOSA MANAGEMENT L.P.
404 WASHINGTON AVENUE, SUITE 810
SHORT HILLS, NJ 07078
      See Footnotes 1 and 2 below
Appaloosa Capital Inc.
C/O APPALOOSA LP
51 JOHN F. KENNEDY PKWY
SHORT HILLS, NJ 07078
      See Footnotes 1 and 2 below
TEPPER DAVID A
C/O APPALOOSA LP
251 JOHN F. KENNEDY PKWY
SHORT HILLS, NJ 07078
      See Footnotes 1 and 2 below

Signatures

/s/ David A. Tepper, President for Appaloosa Capital Inc., general partner of Appaloosa LP 04/01/2016
**Signature of Reporting Person Date

/s/ David A. Tepper, President for Appaloosa Capital Inc., general partner of Appaloosa LP, investment advisor of Appaloosa Investment Limited Partnership I 04/01/2016
**Signature of Reporting Person Date

/s/ David A. Tepper, President for Appaloosa Capital Inc., general partner of Appaloosa LP, investment advisor of Palomino Master Ltd. 04/01/2016
**Signature of Reporting Person Date

/s/ David A. Tepper, President for Appaloosa Partners Inc., general partner of Appaloosa Management L.P. 04/01/2016
**Signature of Reporting Person Date

/s/ David A. Tepper, President for Appaloosa Partners Inc. 04/01/2016
**Signature of Reporting Person Date

/s/ David A. Tepper, President for Appaloosa Capital Inc. 04/01/2016
**Signature of Reporting Person Date

/s/ David A. Tepper 04/01/2016
**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) This report on Form 3 relates to the Class A Common Stock of TerraForm Power, Inc., held for the account of Appaloosa Investment Limited Partnership I, a Delaware limited partnership ("AILP"), and Palomino Master Ltd., a British Virgin Islands company ("Palomino Master"). Appaloosa LP, a Delaware limited partnership ("ALP"), serves as investment adviser to each of AILP and Palomino Master. Appaloosa Management L.P., a Delaware limited partnership ("AMLP"), is the general partner of AILP; Appaloosa Partners Inc., a Delaware corporation ("API"), is the general partner of AMLP; and Appaloosa Capital Inc., a Delaware corporation ("ACI"), is the general partner of ALP. Mr. Tepper is sole stockholder and president of API and the controlling stockholder and president of ACI.
(2) As a result of the foregoing relationships, each of ALP, AMLP, ACI, API and Mr. Tepper may be deemed to have voting and dispositive power over the Class A Common Stock held for the account of AILP; and each of ALP, ACI and Mr. Tepper may be deemed to have voting and dispositive power over the Class A Common Stock held for the account of Palomino Master. Each of AILP, Palomino Master, AMLP, API, ALP, ACI and Mr. Tepper disclaims beneficial ownership of the reported shares of Class A Common Stock, except to the extent of such person's pecuniary interest therein, if any, and the inclusion of such shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 of the Exchange Act of 1934, as amended, or for any other purpose.

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