UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 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):               May 20, 2005


                               KEYSPAN CORPORATION
                               -------------------
             (Exact Name of Registrant as Specified in Its Charter)


                                    New York
                                    --------
                 (State or Other Jurisdiction of Incorporation)


        1-14161                                           11-3431358
        -------                                           ----------
(Commission File Number)                       (IRS Employer Identification No.)

175 East Old Country Road, Hicksville, New York             11801
   One MetroTech Center, Brooklyn, New York                 11201
   (Address of Principal Executive Offices)              (Zip Code)

                           (631) 755-6650 (Hicksville)
                            (718) 403-1000 (Brooklyn)
              (Registrant's Telephone Number, Including Area Code)

                                       N/A
          (Former Name or Former Address, if Changed Since Last Report)





Cautionary Language Concerning Forward-Looking Statements
- ---------------------------------------------------------

     Certain statements contained herein are forward-looking  statements,  which
reflect  numerous  assumptions  and  estimates and involve a number of risks and
uncertainties.  For these statements, we claim the protection of the safe harbor
for  forward-looking  statements  provided by the Private Securities  Litigation
Reform Act of 1995.

     There are  possible  developments  that could  cause our actual  results to
differ  materially  from  those  forecast  or  implied  in  the  forward-looking
statements.   You  are   cautioned   not  to  place  undue   reliance  on  these
forward-looking  statements,  which  are  current  only  as of the  date of this
filing.  We  disclaim  any  intention  or  obligation  to update  or revise  any
forward-looking  statements,  whether  as a result  of new  information,  future
events or otherwise.

     Among the factors that could cause actual results to differ materially are:
general  economic  conditions,   especially  in  the  Northeast  United  States;
available sources and cost of fuel; volatility of energy prices in a deregulated
market  environment  as well as in the  source of  natural  gas and fuel used to
generate  electricity;  potential  write-down  of our  investment in natural gas
properties  when  natural  gas prices are  depressed  or if we have  significant
downward  revisions  in our  estimated  proved gas  reserves;  federal and state
regulatory  initiatives that increase competition,  threaten cost and investment
recovery,  and impact rate  structures;  our ability to successfully  reduce our
cost structures; implementation of new accounting standards; the degree to which
the we develop  unregulated  business  ventures;  as well as  federal  and state
regulatory  policies  affecting our ability to retain and operate those business
ventures; our ability to identify and make complementary  acquisitions,  as well
as the successful  integration of those  acquisitions;  inflationary  trends and
interest rates; and risks detailed from time to time in reports filed by us with
the Securities and Exchange Commission.

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Item 7.01   Regulation FD Disclosure
- ---------   ------------------------

     KeySpan  Corporation  (the  "Company")  is holding  its  Annual  Meeting of
Shareholders  on May 20, 2005 at 10 A.M. at the Tilles Center for the Performing
Arts  located  at  Long  Island  University,  C.W.  Post  Campus,  720  Northern
Boulevard,  Greenvale,  NY.  The  Annual  Meeting  will also be  webcast  on the
Investor      Relations      section      of     the      Company's      website
(http://www.keyspanenergy.com)  or directly at the Company's  investor relations
website  (http://investor.keyspanenergy.com).   The  remarks  of  the  Company's
Chairman and Chief Executive  Officer,  Robert B. Catell, to be presented at the
Annual meeting are attached hereto as Exhibit 99.1 and incorporated herein.


Item 9.01   Financial Statements and Exhibits
- ---------   ---------------------------------

       (c)      Exhibits

          99.1      The remarks of the  Company's  Chairman and Chief  Executive
                    Officer, Robert B. Catell at the Company's Annual Meeting of
                    Shareholders.













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                             SIGNATURES


     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.


                                           KEYSPAN CORPORATION

Dated: May 20, 2005                        By:  /s/ John J. Bishar, Jr.
                                                -----------------------
                                                John J. Bishar, Jr.
                                                Executive Vice President,
                                                General Counsel & Chief
                                                Governance Officer











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                                INDEX TO EXHIBITS
                                -----------------


Exhibit No.   Exhibit                                                    Page
- -----------   -------                                                    ----

99.1          The remarks of the Company's Chairman and Chief              6
              Executive Officer, Robert B. Catell at the Company's
              Annual Meeting of Shareholders.

















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