FORM 6-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934 For the month of March, 2006 (Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.) Form 20-F X Form 40-F ----- ----- (Indicate by check mark whether the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. ) Yes No X ----- ----- (If "Yes" is marked, indicate below the file number assigned to registrant in connection with Rule 12g3-2(b): 82-__________. ) N/A Huaneng Power International, Inc. West Wing, Building C, Tianyin Mansion No. 2C Fuxingmennan Street Xicheng District Beijing, 100031 PRC This Form 6-K consists of: The indicative announcement on change of shareholdings of Huaneng Power International, Inc. (the "Registrant"), made by the Registrant in English on March 8, 2006. 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 under-signed, thereunto duly authorized. HUANENG POWER INTERNATIONAL, INC. By /s/ Huang Long -------------- Name: Huang Long Title: Company Secretary Date: March 8, 2006 [GRAPHIC OMITTED] (a Sino-foreign joint stock limited company incorporated in the People's Republic of China) (Stock Code: 902) OVERSEAS REGULATORY ANNOUNCEMENT Indicative Announcement on Change of Shareholdings This announcement is made by Huaneng Power International, Inc. (the "Company") pursuant to Rule 13.09(2) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited. This announcement will also be made in Shanghai at the same time. The Company was just informed by China Huaneng Group ("Huaneng Group") that Huaneng Group entered into respective share transfer agreements ("Share Transfer Agreements") with the holders of the non-circulating domestic shares, including Hebei Provincial Construction Investment Company, Jiangsu Provincial Investment & Management Limited Liability Company, Fujian Investment Enterprise Holdings Company, Liaoning Energy Investment (Group) Limited Liability Company, Dalian Municipal Construction Investment Company, Nantong Investment & Management Limited Company, Shantou Power Development Joint Stock Company Limited, Dandong Energy Investment Development Centre and Shantou Municipal Power Development Corporation. According to the Share Transfer Agreements, Huaneng Group acquired certain non-circulating domestic shares of the Company from such shareholders. Details of the share transfers are set out below: Transferor Shares to be Approximate transferred Percentage of the shares transferred in the Company's total issued share capital Hebei Provincial Construction Investment Company 301,500,000 2.50% Jiangsu Provincial Investment & Management Limited Liability Company 208,250,000 1.73% Fujian Investment Enterprise Holdings Company 223,233,333 1.85% Liaoning Energy Investment (Group) Limited Liability Company 166,456,667 1.38% Dalian Municipal Construction Investment Company 150,750,000 1.25% Nantong Investment & Management Limited Company 45,250,000 0.38% Shantou Power Development Joint Stock Company Limited 12,666,667 0.11% Dandong Energy Investment Development Centre 4,333,333 0.04% Shantou Municipal Power Development Corporation 1,666,667 0.01% The share transfers as mentioned above are still pending approval from relevant governmental authorities of the PRC. Upon the completion of such transfers, Huaneng Group will hold an addition of 1,114,106,667 shares of the Company, representing approximately 9.24% of the Company's total issued shares. By Order of the Board Huang Long Director As at the date of this announcement, the directors of the Company are: Li Xiaopeng Qian Zhongwei (Executive director) (Independent non-executive director) Huang Yongda Xia Donglin (Non-executive director) (Independent non-executive director) Na Xizhi Liu Jipeng (Executive director) (Independent non-executive director) Huang Long Wu Yusheng (Executive director) (Independent non-executive director) Wu Dawei Yu Ning (Non-executive director) (Independent non-executive director) Shan Qunying (Non-executive director) Ding Shida (Non-executive director) Xu Zujian (Non-executive director) Liu Shuyuan (Non-executive director) Beijing, the PRC 8th March 2006