Common use of Series of Bonds Clause in Contracts

Series of Bonds. (I) There shall be a series of bonds designated " Series " (herein sometimes called the " Series"), each of which shall also bear the descriptive title "First Mortgage Bond", and the form thereof, which shall be established by Resolution of the Board of Directors of the Company, shall contain suitable provisions with respect to the matters hereinafter in this Section specified. Bonds of the Series (which shall be issued in the aggregate principal amount not to exceed $__________) shall be issued as fully registered bonds in the denomination of One Thousand Dollars and, at the option of the Company, in any multiple or multiples of One Thousand Dollars (the exercise of such option to be evidenced by the execution and delivery thereof), and shall be dated as in Section 10 of the Mortgage provided. Each bond of the __________ Series shall (a) be issued in such principal amount, (b) mature on such date (not more than ______ (__) years after the date of the execution and delivery of this __________ Supplemental Indenture) and (c) have such other terms and provisions, all as shall be specified by the Company in a written order, or orders, executed by the Chairman of the Board, the President, any Vice President, the Treasurer or any Assistant Treasurer of the Company, delivered to the Trustee referring to the bonds of the __________ Series (each such written order being hereinafter sometimes referred to as a "Company Order"), such specification by such an officer of the Company having been heretofore authorized in a Resolution filed with the Trustee referring to this __________ Supplemental Indenture. The bonds of the __________ Series shall not bear interest. The principal of and interest on each said bond shall be payable at the office or agency of the Company in the Borough of Manhattan, The City of New York, in such coin or currency of the United States of America as at the time of payment is legal tender for public and private debts. (II) The bonds of the _________ Series shall be issued and delivered from time to time by the Company to the trustee under the Indenture, to be dated as of _________, 1996, as supplemented (the "1996 Indenture"), of the Company to Chemical Bank, as such trustee (such trustee and any successor thereto hereinafter referred to as the "1996 Indenture Trustee"), as the basis for the authentication and delivery from time to time of securities under the 1996 Indenture. As provided in the 1996 Indenture, the bonds of the __________ Series, when so issued and delivered, will be registered in the name of the 1996 Indenture Trustee or its nominee and will be owned and held by the 1996 Indenture Trustee, subject to the provisions of the 1996 Indenture, for the benefit of the holders of all securities from time to time outstanding under the 1996 Indenture, and the Company shall have no interest therein. Anything herein to the contrary notwithstanding, any payment by the Company under the 1996 Indenture of the principal of the securities which shall have been authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds of the __________ Series (other than by the application of the proceeds of a payment in respect of such bonds of the __________ Series) shall, to the extent thereof, be deemed to satisfy and discharge the obligation of the Company, if any, to make a payment of principal of such bonds of the _________ Series which is then due. The Trustee may conclusively presume that the obligation of the Company to pay the principal of the bonds _________ Series as the same shall become due and payable, whether at maturity, upon redemption or otherwise, shall have been fully satisfied and discharged unless and until it shall have received a written notice from the 1996 Indenture Trustee, signed by an authorized officer thereof, stating that the principal of specified bonds of the ___________ Series has become due and payable and has not been fully paid, and specifying the amount of funds required to make such payment. (III) Bonds of the Series shall be redeemable in whole at any time, or in part from time to time, prior to maturity, either at the option of the Company or by the application (either at the option of the Company or pursuant to the requirements of the Mortgage) of cash delivered to or deposited with the Corporate Trustee pursuant to the provisions of Section 39 or Section 64 of the Mortgage or with the Proceeds of Released Property in any case at a redemption price equal to 100% of the principal amount thereof. In the event that any bonds of the __________ Series have a stated maturity date subsequent to the stated maturity date of the securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of such bonds of the __________ Series, such bonds of the __________ Series shall be redeemed on the stated maturity date of such securities at a redemption price equal to 100% of the principal amount thereof. In the event that any securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds of the ___________ Series are to be redeemed pursuant to any provisions contained in such securities for the mandatory redemption thereof (pursuant to a sinking fund or otherwise) or for the redemption thereof at the option of the holder, such bonds of the ________ Series shall be redeemed in a corresponding principal amount on the date fixed for such redemption of such securities at a redemption price equal to 100% of the principal amount thereof. If less than all the bonds of the _________ Series are to be redeemed pursuant to the first paragraph of this subsection (III), the bonds to be redeemed shall be selected from bonds having the stated maturity dates and redemption provisions, and in the principal amounts, designated to the Trustee by the Company. Notwithstanding the provisions of Section 52 of the Mortgage, no notice of any redemption of bonds of the __________ Series shall be required to be given. (IV) At the option of the registered owner, any bonds of the Series, upon surrender thereof for cancellation at the office or agency of the Company in the Borough of Manhattan, The City of New York, shall be exchangeable for a like aggregate principal amount of bonds of the same series of other authorized denominations which have the same stated maturity date and redemption provisions, if any. Bonds of the Series shall be transferable, upon the surrender thereof for cancellation, together with a written instrument of transfer in form approved by the registrar duly executed by the registered owner or by his duly authorized attorney, at the office or agency of the Company in the Borough of Manhattan, The City of New York; provided, however, that the bonds of the __________ Series shall not be transferable by the 1996 Indenture Trustee except to a successor trustee under the 1996 Indenture. The bonds of the __________ Series may bear such legends as may be necessary to comply with an law or with any rules or regulations made pursuant thereto or with the rules or regulations of any securities exchange or to conform to usage with respect thereto. The Company hereby waives any right to make a charge for any exchange or transfer of bonds of the _________ Series.

Series of Bonds. Section 1. 1 (I) There shall be a series of bonds designated " “____% Series " (due _________, ____”, herein sometimes called referred to as the " “_____________________ Series")”, each of which shall also bear the descriptive title "First Mortgage Bond", and the form thereof, which shall be established by Resolution of the Board of Directors of the CompanyFPL, shall contain suitable provisions with respect to the matters hereinafter in this Section specified. Bonds of the Series (which shall be issued in the aggregate principal amount not to exceed $__________) ___________ Series shall mature on __________, ____ and shall be issued as fully registered bonds in the denomination denominations of One Thousand ____________ Dollars and, at the option of the CompanyFPL, in any multiple or integral multiples of One Thousand ____________ Dollars (the exercise of such option to be evidenced by the execution and delivery thereof); they shall bear interest at the rate of ____% per annum, payable semi-annually on _______ and shall be dated as in Section 10 _________ of the Mortgage provided. Each bond of the each year (each an “Interest Payment Date”) commencing on __________ Series shall (a) be issued in such principal amount, (b) mature on such date (not more than ______ (__) years after ; the date of the execution and delivery of this __________ Supplemental Indenture) and (c) have such other terms and provisions, all as shall be specified by the Company in a written order, or orders, executed by the Chairman of the Board, the President, any Vice President, the Treasurer or any Assistant Treasurer of the Company, delivered to the Trustee referring to the bonds of the __________ Series (each such written order being hereinafter sometimes referred to as a "Company Order"), such specification by such an officer of the Company having been heretofore authorized in a Resolution filed with the Trustee referring to this __________ Supplemental Indenture. The bonds of the __________ Series shall not bear interest. The principal of and interest on each said bond shall to be payable at the office or agency of the Company FPL in the Borough of Manhattan, The City of New York, in such coin or currency of the United States of America as at the time of payment is legal tender for public and private debts. (II) The bonds . Bonds of the _____________________ Series shall be issued and delivered from time to time by the Company to the trustee under the Indenture, to be dated as of _________, 1996, as supplemented (the "1996 Indenture"), in Section 10 of the Company to Chemical Bank, Mortgage provided. The record date for payments of interest on any Interest Payment Date shall be the close of business on (1) the Business Day (as defined below) immediately preceding such trustee (such trustee and any successor thereto hereinafter referred to Interest Payment Date so long as the "1996 Indenture Trustee"), as the basis for the authentication and delivery from time to time all of securities under the 1996 Indenture. As provided in the 1996 Indenture, the bonds of the __________ Series, when so issued and delivered, will be registered in the name of the 1996 Indenture Trustee or its nominee and will be owned and held by the 1996 Indenture Trustee, subject to the provisions of the 1996 Indenture, for the benefit of the holders of all securities from time to time outstanding under the 1996 Indenture, and the Company shall have no interest therein. Anything herein to the contrary notwithstanding, any payment by the Company under the 1996 Indenture of the principal of the securities which shall have been authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds of the ____________ Series are held by a securities depository in book-entry only form or (other than by 2) the application 15th calendar day immediately preceding such Interest Payment Date if any of the proceeds of a payment in respect of such bonds of the __________ Series) shall, to the extent thereof, be deemed to satisfy and discharge the obligation of the Company, if any, to make a payment of principal of such bonds of the _________ Series which is then due. The Trustee may conclusively presume that the obligation of the Company to pay the principal of the bonds _________ Series as the same shall become due and payable, whether at maturity, upon redemption or otherwise, shall have been fully satisfied and discharged unless and until it shall have received a written notice from the 1996 Indenture Trustee, signed by an authorized officer thereof, stating that the principal of specified bonds of the ___________ Series has become due and payable and has not been fully paid, and specifying the amount of funds required to make such payment. (III) Bonds of the Series shall be redeemable in whole at any time, or in part from time to time, prior to maturity, either at the option of the Company or by the application (either at the option of the Company or pursuant to the requirements of the Mortgage) of cash delivered to or deposited with the Corporate Trustee pursuant to the provisions of Section 39 or Section 64 of the Mortgage or with the Proceeds of Released Property in any case at a redemption price equal to 100% of the principal amount thereof. In the event that any bonds of the ___________ Series have are not held by a stated maturity date subsequent to the stated maturity date of the securities authenticated and delivered under the 1996 Indenture depository in book-entry only form. Interest on the basis of the delivery to the 1996 Indenture Trustee of such bonds of the __________ Series, such bonds of the __________ Series shall be redeemed on the stated maturity date of such securities at a redemption price equal to 100% of the principal amount thereof. In the event that any securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds of the ___________ Series are to be redeemed pursuant to any provisions contained in such securities for the mandatory redemption thereof (pursuant to a sinking fund or otherwise) or for the redemption thereof at the option of the holder, such bonds of the ________ Series shall be redeemed in a corresponding principal amount on the date fixed for such redemption of such securities at a redemption price equal to 100% of the principal amount thereof. If less than all the bonds of the _________ Series are to be redeemed pursuant to the first paragraph of this subsection (III), the bonds to be redeemed shall be selected from bonds having the stated maturity dates and redemption provisions, and in the principal amounts, designated to the Trustee by the Company. Notwithstanding the provisions of Section 52 of the Mortgage, no notice of any redemption of bonds of the __________ Series shall be required will accrue from and including ____________, ____ to be given. but excluding _______, ____ and, thereafter, from and including the last Interest Payment Date to which interest has been paid or duly provided for (IV) At the option of the registered owner, any bonds of the Series, upon surrender thereof for cancellation at the office or agency of the Company in the Borough of Manhattan, The City of New York, shall be exchangeable for a like aggregate principal amount of bonds of the same series of other authorized denominations which have the same stated maturity date and redemption provisions, if any. Bonds of the Series shall be transferable, upon the surrender thereof for cancellation, together with a written instrument of transfer in form approved by the registrar duly executed by the registered owner or by his duly authorized attorney, at the office or agency of the Company in the Borough of Manhattan, The City of New York; provided, however, that no interest has been paid on the bonds of the _____________________ Series, from ________________) to but excluding the next succeeding Interest Payment Date. No interest will accrue on a bond of the _____________________ Series shall not be transferable by for the 1996 Indenture Trustee except to a successor trustee under the 1996 Indentureday on which such bond matures. The amount of interest payable for any period will be computed on the basis of a 360-day year consisting of twelve 30-day months. The amount of interest payable for any period shorter than a full semi-annual period for which interest is computed will be computed on the basis of the number of days in the period using 30-day calendar months. If any date on which interest, principal or premium is payable on the bonds of the __________ Series may bear such legends as may be necessary to comply with an law or with any rules or regulations made pursuant thereto or with the rules or regulations of any securities exchange or to conform to usage with respect thereto. The Company hereby waives any right to make a charge for any exchange or transfer of bonds of the ____________ SeriesSeries falls on a day that is not a Business Day, then payment of the interest, principal or premium payable on that date will be made on the next succeeding day which is a Business Day, and without any interest or other payment in respect of such delay. A “Business Day” is any day that is not a Saturday, a Sunday, or a day on which banking institutions or trust companies in New York City are generally authorized or required by law or executive order to remain closed.

Series of Bonds. (I) SECTION 1. There shall be a series of bonds designated " “____% Series " due ________________” (herein sometimes called referred to as the " “___________ Series"”), each of which shall also bear the descriptive title "“First Mortgage Bond"”, and the form thereof, which shall be established by Resolution of the Board of Directors of the Company, shall contain suitable provisions with respect to the matters hereinafter in this Section specified. Bonds of the Series (which shall be issued in the aggregate principal amount not to exceed $__________) _ Series shall be dated as in Section 10 of the Mortgage provided, mature on ________________, be issued as fully registered bonds in the denomination denominations of One Thousand Dollars and, at the option of the Company, in any multiple or multiples of One Thousand Dollars (the exercise of such option to be evidenced by the execution and delivery thereof), ) and shall be dated as in Section 10 of the Mortgage provided. Each bond of the bear interest from ____________ Series shall (acomputed on the basis of a 360-day year of twelve thirty-day months) be issued in such principal amount[at the rate of ____% per annum, (b) mature payable semi-annually on such date (not more than ________ (__) years after the date of the execution and delivery of this __________ Supplemental Indenture) and (c) have such other terms and provisionsof each year]*, all as shall be specified by the Company in a written order, or orders, executed by the Chairman of the Board, the President, any Vice President, the Treasurer or any Assistant Treasurer of the Company, delivered to the Trustee referring to the bonds of the commencing __________ Series (each such written order being hereinafter sometimes referred to as a "Company Order"), such specification by such an officer of the Company having been heretofore authorized in a Resolution filed with the Trustee referring to this __________ Supplemental Indenture. The bonds of , the __________ Series shall not bear interest. The principal of and interest on each said bond shall to be payable at the office or agency of the Company in the Borough of Manhattan, The City of New York, in such coin or currency of the United States of America as at the time of payment is legal tender for public and private debts. (II) The bonds . Any payment of the _________ Series shall be issued and delivered from time to time by the Company to the trustee under the Indenture, to be dated as principal of _________, 1996, as supplemented (the "1996 Indenture"), of the Company to Chemical Bank, as such trustee (such trustee and or interest on any successor thereto hereinafter referred to as the "1996 Indenture Trustee"), as the basis for the authentication and delivery from time to time of securities under the 1996 Indenture. As provided in the 1996 Indenture, the bonds bond of the ___________ Series, when so issued and delivered, will Series that is due on a date other than a Business Day shall be registered made on the next succeeding Business Day without including the additional days elapsed in the name computation of the 1996 Indenture Trustee or its nominee and will be owned and held by interest payable on such next succeeding Business Day; provided that if the 1996 Indenture Trustee, subject to the provisions maturity date of the 1996 Indenture, for the benefit of the holders of all securities from time to time outstanding under the 1996 Indenture, and the Company shall have no interest therein. Anything herein to the contrary notwithstanding, any payment by the Company under the 1996 Indenture of the principal of the securities which shall have been authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds such bond of the ___________ Series (is a date other than by a Business Day, the application payment otherwise due on such maturity date shall be made on the next succeeding Business Day and shall include the additional days elapsed in the computation of the proceeds of a payment in respect of interest payable on such bonds of the __________ Series) shall, to the extent thereof, be deemed to satisfy and discharge the obligation of the Companynext succeeding Business Day. [Redemption provisions, if any, to make a payment of principal of such bonds will be inserted here.] (I) At the option of the _________ Series which is then due. The Trustee may conclusively presume that the obligation of the Company to pay the principal of the bonds _________ Series as the same shall become due and payableregistered owner, whether at maturity, upon redemption or otherwise, shall have been fully satisfied and discharged unless and until it shall have received a written notice from the 1996 Indenture Trustee, signed by an authorized officer thereof, stating that the principal of specified any bonds of the ___________ Series has become due and payable and has not been fully paid, and specifying the amount of funds required to make such payment. (III) Bonds of the Series shall be redeemable in whole at any time, or in part from time to time, prior to maturity, either at the option of the Company or by the application (either at the option of the Company or pursuant to the requirements of the Mortgage) of cash delivered to or deposited with the Corporate Trustee pursuant to the provisions of Section 39 or Section 64 of the Mortgage or with the Proceeds of Released Property in any case at a redemption price equal to 100% of the principal amount thereof. In the event that any bonds of the __________ Series have a stated maturity date subsequent to the stated maturity date of the securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of such bonds of the __________ Series, such bonds of the __________ Series shall be redeemed on the stated maturity date of such securities at a redemption price equal to 100% of the principal amount thereof. In the event that any securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds of the ___________ Series are to be redeemed pursuant to any provisions contained in such securities for the mandatory redemption thereof (pursuant to a sinking fund or otherwise) or for the redemption thereof at the option of the holder, such bonds of the ________ Series shall be redeemed in a corresponding principal amount on the date fixed for such redemption of such securities at a redemption price equal to 100% of the principal amount thereof. If less than all the bonds of the _________ Series are to be redeemed pursuant to the first paragraph of this subsection (III), the bonds to be redeemed shall be selected from bonds having the stated maturity dates and redemption provisions, and in the principal amounts, designated to the Trustee by the Company. Notwithstanding the provisions of Section 52 of the Mortgage, no notice of any redemption of bonds of the __________ Series shall be required to be given. (IV) At the option of the registered owner, any bonds of the Series, upon surrender thereof for cancellation at the office or agency of the Company in the Borough of Manhattan, The City of New York, together with a written instrument of transfer wherever required by the Company duly executed by the registered owner or by his duly authorized attorney, shall (subject to the provisions of Section 12 of the Mortgage) be exchangeable for a like aggregate principal amount of bonds of the same series of other authorized denominations denominations. *Bracketed material to be changed if bonds of the Series to which have this Supplemental Indenture shall relate shall bear interest at a rate which may be changed during the same stated maturity date and redemption provisions, life of such bonds or if anysuch bonds shall bear interest payable other than semi-annually. Bonds of the ___________ Series shall be transferable, upon transferable (subject to the surrender thereof for cancellation, together with a written instrument provisions of transfer in form approved by Section 12 of the registrar duly executed by the registered owner or by his duly authorized attorney, Mortgage) at the office or agency of the Company in the Borough of Manhattan, The City of New York; provided, however, that the . The Company shall not be required to make transfers or exchanges of bonds of the ___________________ Series for a period of ten (10) days next preceding any designation of bonds of said series to be prepaid, and the Company shall not be transferable by the 1996 Indenture Trustee except required to a successor trustee under the 1996 Indenturemake transfers or exchanges of any bonds of said series designated in whole or in part for prepayment. The Upon any exchange or transfer of bonds of the ___________ Series Series, the Company may bear such legends make a charge therefor sufficient to reimburse it for any tax or taxes or other governmental charge, as may be necessary to comply with an law or with any rules or regulations made pursuant thereto or with provided in Section 12 of the rules or regulations of any securities exchange or to conform to usage with respect thereto. The Mortgage, but the Company hereby waives any right to make a charge in addition thereto for any exchange or transfer of bonds of the ___________ Series. After the delivery of this ___________ Supplemental Indenture and upon compliance with the applicable provisions of the Mortgage and receipt of consideration therefor by the Company, there shall be an initial issue of bonds of the ___________ Series for the aggregate principal amount of $__________.

Series of Bonds. (I) There shall be a series of bonds designated " "Secured Medium-Term Notes, Series " (", herein ------ sometimes called referred to as the " Series"), each of ------------------- which shall also bear the descriptive title "First Mortgage Bond", and the form thereof, which shall be established by Resolution of the Board of Directors of the CompanyFPL, shall contain suitable provisions with respect to the matters hereinafter in this Section specified. Bonds of the Series (which shall be ------------------- issued from time to time in the an aggregate principal amount not to exceed $__________$ at any one time Outstanding except as ------------------- provided in Section 16 of the Mortgage. [The amount which may be Outstanding from time to time will be stated in one or more notices of receipt of advance under mortgage providing for future advances (a form of which is annexed hereto) executed by the Company and recorded in Palm Beach County, Florida, and in one or more acknowledgements of future advance (a form of which is annexed hereto) executed by FPL and the Trustee and recorded in Monroe County, Georgia.] Bonds of the Series ------------------- shall be issued as fully registered bonds in the denomination denominations of [One Hundred] Thousand Dollars and, at the option of the CompanyFPL, in any larger amount that is an integral multiple or multiples of One [One] Thousand Dollars (the exercise of such option to be evidenced by the execution and delivery thereof), and shall be dated as in Section 10 of the Mortgage provided. Each ; each bond of the __________ Series shall (a) be issued in such principal amount, (b) mature on [such date (not less ------------------- than months nor more than ______ (__) ---------------- --------------- years after the from date of the execution and delivery of this __________ Supplemental Indentureissue,] shall bear interest at [such rate or rates (which may be either fixed or variable) and (c) have such other terms and provisions, all provisions not inconsistent with the Mortgage as shall be specified by the Company Board of Directors may determine in a written order, or orders, executed by the Chairman of the Board, the President, any Vice President, the Treasurer or any Assistant Treasurer of the Company, delivered to the Trustee referring to the bonds of the __________ Series (each such written order being hereinafter sometimes referred to as a "Company Order"), such specification by such an officer of the Company having been heretofore authorized in accordance with a Resolution filed with the Trustee referring to this __________ ------------------- Supplemental Indenture. The ]; interest on bonds of the __________ Series shall not [which bear interest. The principal of and interest on each said bond at a fixed rate] ------------------- shall be payable [semi-annually on and ------------------- of each year] and at the office or agency of the Company in the Borough of Manhattan, The City of New York, in such coin or currency of the United States of America as at the time of maturity (each an ------------------- interest payment is legal tender for public and private debts. (II) The date); interest on bonds of the _________ Series [which bear interest at a variable ------------------- rate] shall be issued payable [on the dates established on the Issue Date [or the Original Interest Accrual Date] with respect to such bonds and delivered from time to time by shall be set forth in such bonds.] [Notwithstanding the Company to the trustee under the Indentureforegoing, to be dated so long as of _________, 1996, as supplemented (the "1996 Indenture"), of the Company to Chemical Bank, as such trustee (such trustee and any successor thereto hereinafter referred to as the "1996 Indenture Trustee"), as the basis for the authentication and delivery from time to time of securities under the 1996 Indenture. As provided there is no existing default in the 1996 Indenture, payment of interest on the bonds of the __________ ------------------- Series, when so issued and delivered, will be registered in the name all bonds of the 1996 Indenture Trustee or its nominee and will be owned and held Series authenticated ------------------- by the 1996 Indenture TrusteeTrustee after the Record Date hereinafter specified for any interest payment date, subject and prior to such interest payment date (unless the provisions Issue Date [or the Original Interest Accrual Date] is after such Record Date), shall be dated the date of the 1996 Indentureauthentication, for the benefit of the holders of all securities but shall bear interest from time to time outstanding under the 1996 Indenturesuch interest payment date, and the Company shall have no interest therein. Anything herein to the contrary notwithstanding, person in whose name any payment by the Company under the 1996 Indenture of the principal of the securities which shall have been authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds of the __________ Series (other than by the application of the proceeds of a payment in respect of such bonds of the __________ Series) shall, to the extent thereof, be deemed to satisfy and discharge the obligation of the Company, if any, to make a payment of principal of such bonds of the _________ Series which is then due. The Trustee may conclusively presume that the obligation of the Company to pay the principal of the bonds _________ Series as the same shall become due and payable, whether at maturity, upon redemption or otherwise, shall have been fully satisfied and discharged unless and until it shall have received a written notice from the 1996 Indenture Trustee, signed by an authorized officer thereof, stating that the principal of specified bonds of the ___________ Series has become due and payable and has not been fully paid, and specifying the amount of funds required to make such payment. (III) Bonds bond of the Series shall be redeemable in whole at any time, or in part from time to time, prior to maturity, either is registered at the option close of the Company or by the application (either at the option of the Company or pursuant business ------------------- --------------------- ** The provisions in this Section 1 will be inserted in supplemental indentures relating to the requirements issuance of the Mortgage) of cash delivered to or deposited with the Corporate Trustee pursuant to the provisions of Section 39 or Section 64 of the First Mortgage or with the Proceeds of Released Property in any case at a redemption price equal to 100% of the principal amount thereof. In the event that any bonds of the __________ Series have a stated maturity date subsequent to the stated maturity date of the securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of such bonds of the __________ SeriesBonds designated Secured Medium Term Notes, such bonds of the __________ Series shall be redeemed on the stated maturity date of such securities at a redemption price equal to 100% of the principal amount thereof. In the event that any securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds of the ___________ Series are to be redeemed pursuant to any provisions contained in such securities for the mandatory redemption thereof (pursuant to a sinking fund or otherwise) or for the redemption thereof at the option of the holder, such bonds of the ________ Series shall be redeemed in a corresponding principal amount on the date fixed for such redemption of such securities at a redemption price equal to 100% of the principal amount thereof. If less than all the bonds of the _________ Series are to be redeemed pursuant to the first paragraph of this subsection (III), the bonds to be redeemed shall be selected from bonds having the stated maturity dates and redemption provisions, and in the principal amounts, designated to the Trustee by the Company. Notwithstanding the provisions of Section 52 of the Mortgage, no notice of any redemption of bonds of the __________ Series shall be required to be given. (IV) At the option of the registered owner, any bonds of the Series, upon surrender thereof for cancellation at the office or agency of the Company in the Borough of Manhattan, The City of New York, shall be exchangeable for a like aggregate principal amount of bonds of the same series of other authorized denominations which have the same stated maturity date and redemption provisions, if any. Bonds of the Series shall be transferable, upon the surrender thereof for cancellation, together with a written instrument of transfer in form approved by the registrar duly executed by the registered owner or by his duly authorized attorney, at the office or agency of the Company in the Borough of Manhattan, The City of New York; provided, however, provided that the bonds of the __________ Series shall not be transferable by the 1996 Indenture Trustee except to a successor trustee under the 1996 Indenture. The bonds of the __________ Series bracketed language may bear such legends as may be necessary to comply with an law or with any rules or regulations made pursuant thereto or with the rules or regulations of any securities exchange or to conform to usage with respect thereto. The Company hereby waives any right to make a charge for any exchange or transfer of bonds of the _________ Serieschange.

Series of Bonds. SECTION 1. (I) There shall be a series of bonds designated " "Secured Medium-Term Notes, Series " (_____", herein sometimes called referred to as the " ___________ Series"), herein sometimes referred to as the ________ Series, each of which shall also bear the descriptive title "First Mortgage Bond", and the form thereof, which shall be established by Resolution of the Board of Directors of the CompanyFPL, shall contain suitable provisions with respect to the matters hereinafter in this Section specified. Bonds of the __________ Series (which shall be issued from time to time in the an aggregate principal amount not to exceed $________ at any one time Outstanding except as provided in Section 16 of the Mortgage. [The amount which may be Outstanding from time to time will be stated in one or more notices of receipt of advance under mortgage providing for future advances (a form of which is annexed hereto) executed by the Company and recorded in Palm Beach County, Florida, and in one or more acknowledgements of future advance (a form of which is annexed hereto) executed by FPL and the Trustee and recorded in Monroe County, Georgia.] Bonds of the ___) ________ Series shall be issued as fully registered bonds in the denomination denominations of One [One] Thousand Dollars and, at the option of the CompanyFPL, in any larger amount that is an integral multiple or multiples of One [One] Thousand Dollars or any other denominations (the exercise of such option to be evidenced by the execution and delivery thereof), and shall be dated as in Section 10 of the Mortgage provided. Each ; each bond of the ___________ Series shall (a) be issued in such principal amount, (b) mature on [such date (not more less than ______ (__) years after the date of the execution and delivery of this __________ Supplemental Indenturemonths nor more than _________ years from date of issue,] shall bear interest at [such rate or rates (which may be either fixed or variable) and (c) have such other terms and provisions, all provisions not inconsistent with the Mortgage as shall be specified by the Company Board of Directors may determine in accordance with a written order, or orders, executed by the Chairman of the Board, the President, any Vice President, the Treasurer or any Assistant Treasurer of the Company, delivered to Resolution filed with the Trustee referring to the this Supplemental Indenture]; interest on bonds of the __________ Series [which bear interest at a fixed rate] shall be payable [semi-annually on and of each year] and at maturity (each such written order being hereinafter sometimes referred to as a "Company Order"an interest payment date), such specification by such an officer of the Company having been heretofore authorized in a Resolution filed with the Trustee referring to this __________ Supplemental Indenture. The ; interest on bonds of the ___________ Series shall not [which bear interest. The principal of and interest on each said bond at a variable rate] shall be payable at [on the office dates established on the Issue Date [or agency of the Company Original Interest Accrual Date] with respect to such bonds and shall be set forth in such bonds.] [Notwithstanding the foregoing, so long as there is no existing default in the Borough payment of Manhattan, The City of New York, in such coin or currency of the United States of America as at the time of payment is legal tender for public and private debts. (II) The bonds of the _________ Series shall be issued and delivered from time to time by the Company to the trustee under the Indenture, to be dated as of _________, 1996, as supplemented (the "1996 Indenture"), of the Company to Chemical Bank, as such trustee (such trustee and any successor thereto hereinafter referred to as the "1996 Indenture Trustee"), as the basis for the authentication and delivery from time to time of securities under the 1996 Indenture. As provided in the 1996 Indenture, interest on the bonds of the __________ Series, when so issued and delivered, will be registered in the name of the 1996 Indenture Trustee or its nominee and will be owned and held by the 1996 Indenture Trustee, subject to the provisions of the 1996 Indenture, for the benefit of the holders of all securities from time to time outstanding under the 1996 Indenture, and the Company shall have no interest therein. Anything herein to the contrary notwithstanding, any payment by the Company under the 1996 Indenture of the principal of the securities which shall have been authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds of the __________ Series (other than authenticated by the application of Trustee after the proceeds of a Record Date hereinafter specified for any interest payment in respect of date, and prior to such bonds of interest payment date (unless the __________ Series) shall, to Issue Date [or the extent thereof, be deemed to satisfy and discharge the obligation of the Company, if any, to make a payment of principal of Original Interest Accrual Date] is after such bonds of the _________ Series which is then due. The Trustee may conclusively presume that the obligation of the Company to pay the principal of the bonds _________ Series as the same shall become due and payable, whether at maturity, upon redemption or otherwiseRecord Date), shall have been fully satisfied be dated the date of authentication, but shall bear interest from such interest payment date, and discharged unless and until it shall have received a written notice from the 1996 Indenture Trustee, signed by an authorized officer thereof, stating that the principal of specified bonds person in whose name any bond of the ___________ Series has become due and payable and has not been fully paid, and specifying is registered at the amount close of funds required business on any Record Date with respect to make such payment. (III) Bonds of the Series any interest payment date shall be redeemable entitled to receive the interest payable on such interest payment date, notwithstanding the cancellation -------------------- ** The provisions in whole at any time, or this Section 1 will be inserted in part from time to time, prior to maturity, either at the option of the Company or by the application (either at the option of the Company or pursuant supplemental indentures relating to the requirements issuance of the Mortgage) of cash delivered to or deposited with the Corporate Trustee pursuant to the provisions of Section 39 or Section 64 of the First Mortgage or with the Proceeds of Released Property in any case at a redemption price equal to 100% of the principal amount thereof. In the event that any bonds of the __________ Series have a stated maturity date subsequent to the stated maturity date of the securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of such bonds of the __________ SeriesBonds designated Secured Medium Term Notes, such bonds of the __________ Series shall be redeemed on the stated maturity date of such securities at a redemption price equal to 100% of the principal amount thereof. In the event that any securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds of the ___________ Series are to be redeemed pursuant to any provisions contained in such securities for the mandatory redemption thereof (pursuant to a sinking fund or otherwise) or for the redemption thereof at the option of the holder, such bonds of the ________ Series shall be redeemed in a corresponding principal amount on the date fixed for such redemption of such securities at a redemption price equal to 100% of the principal amount thereof. If less than all the bonds of the _________ Series are to be redeemed pursuant to the first paragraph of this subsection (III), the bonds to be redeemed shall be selected from bonds having the stated maturity dates and redemption provisions, and in the principal amounts, designated to the Trustee by the Company. Notwithstanding the provisions of Section 52 of the Mortgage, no notice of any redemption of bonds of the __________ Series shall be required to be given. (IV) At the option of the registered owner, any bonds of the Series, upon surrender thereof for cancellation at the office or agency of the Company in the Borough of Manhattan, The City of New York, shall be exchangeable for a like aggregate principal amount of bonds of the same series of other authorized denominations which have the same stated maturity date and redemption provisions, if any. Bonds of the Series shall be transferable, upon the surrender thereof for cancellation, together with a written instrument of transfer in form approved by the registrar duly executed by the registered owner or by his duly authorized attorney, at the office or agency of the Company in the Borough of Manhattan, The City of New York; provided, however, provided that the bonds of the __________ Series shall not be transferable by the 1996 Indenture Trustee except to a successor trustee under the 1996 Indenture. The bonds of the __________ Series bracketed language may bear such legends as may be necessary to comply with an law or with any rules or regulations made pursuant thereto or with the rules or regulations of any securities exchange or to conform to usage with respect thereto. The Company hereby waives any right to make a charge for any exchange or transfer of bonds of the _________ Serieschange.

Series of Bonds. (I) Section 1. There shall be a series of bonds designated " “_____% Series " due ______________” (herein sometimes called referred to as the " “__________ Series"”), each of which shall also bear the descriptive title "“First Mortgage Bond"”, and the form thereof, which shall be established by Resolution of the Board of Directors of the Company, shall contain suitable provisions with respect to the matters hereinafter in this Section specified. Bonds of the __________ Series (which shall be issued dated as in Section 10 of the aggregate principal amount not to exceed $Mortgage provided, mature on __________) shall ___, be issued as fully registered bonds in the denomination denominations of One Thousand Dollars and, at the option of the Company, in any multiple or multiples of One Thousand Dollars (the exercise of such option to be evidenced by the execution and delivery thereof)) and bear interest [at the rate of _____% per annum, payable semi-annually on ________ and shall be dated as in Section 10 of the Mortgage provided. Each bond of the ___________ Series shall (a) be issued in such principal amountof each year]*, (b) mature on such date (not more than ______ (__) years after the date of the execution and delivery of this commencing __________ Supplemental Indenture) and (c) have such other terms and provisions, all as shall be specified by the Company in a written order, or orders, executed by the Chairman of the Board, the President, any Vice President, the Treasurer or any Assistant Treasurer of the Company, delivered to the Trustee referring to the bonds of the __________ Series (each such written order being hereinafter sometimes referred to as a "Company Order"), such specification by such an officer of the Company having been heretofore authorized in a Resolution filed with the Trustee referring to this __________ Supplemental Indenture. The bonds of the __________ Series shall not bear interest. The principal of and interest on each said bond shall to be payable at the office or agency of the Company in the Borough of Manhattan, The City of New York, in such coin or currency of the United States of America as at the time of payment is legal tender for public and private debts. (II) The bonds of the _________ Series shall be issued and delivered from time to time by the Company to the trustee under the Indenture, to be dated as of _________, 1996, as supplemented (the "1996 Indenture"), of the Company to Chemical Bank, as such trustee (such trustee and any successor thereto hereinafter referred to as the "1996 Indenture Trustee"), as the basis for the authentication and delivery from time to time of securities under the 1996 Indenture. As provided in the 1996 Indenture, the bonds of the __________ Series, when so issued and delivered, will be registered in the name of the 1996 Indenture Trustee or its nominee and will be owned and held by the 1996 Indenture Trustee, subject to the provisions of the 1996 Indenture, for the benefit of the holders of all securities from time to time outstanding under the 1996 Indenture, and the Company shall have no interest therein. Anything herein to the contrary notwithstanding, any payment by the Company under the 1996 Indenture of the principal of the securities which shall have been authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds of the __________ Series (other than by the application of the proceeds of a payment in respect of such bonds of the __________ Series) shall, to the extent thereof, be deemed to satisfy and discharge the obligation of the Company[Redemption provisions, if any, will be inserted here.] * Bracketed material to make be changed if bonds of the Series to which this Supplemental Indenture shall relate shall bear interest at a payment of principal rate which may be changed during the life of such bonds of the _________ Series which is then due. The Trustee may conclusively presume that the obligation of the Company to pay the principal of the or if such bonds _________ Series as the same shall become due and payable, whether at maturity, upon redemption or otherwise, shall have been fully satisfied and discharged unless and until it shall have received a written notice from the 1996 Indenture Trustee, signed by an authorized officer thereof, stating that the principal of specified bonds of the ___________ Series has become due and bear interest payable and has not been fully paid, and specifying the amount of funds required to make such paymentother than semi-annually. (IIII) Bonds of the Series shall be redeemable in whole at any time, or in part from time to time, prior to maturity, either at At the option of the Company or by the application (either at the option of the Company or pursuant to the requirements of the Mortgage) of cash delivered to or deposited with the Corporate Trustee pursuant to the provisions of Section 39 or Section 64 of the Mortgage or with the Proceeds of Released Property in any case at a redemption price equal to 100% of the principal amount thereof. In the event that registered owner, any bonds of the __________ Series have a stated maturity date subsequent to the stated maturity date of the securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of such bonds of the __________ Series, such bonds of the __________ Series shall be redeemed on the stated maturity date of such securities at a redemption price equal to 100% of the principal amount thereof. In the event that any securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds of the ___________ Series are to be redeemed pursuant to any provisions contained in such securities for the mandatory redemption thereof (pursuant to a sinking fund or otherwise) or for the redemption thereof at the option of the holder, such bonds of the ________ Series shall be redeemed in a corresponding principal amount on the date fixed for such redemption of such securities at a redemption price equal to 100% of the principal amount thereof. If less than all the bonds of the _________ Series are to be redeemed pursuant to the first paragraph of this subsection (III), the bonds to be redeemed shall be selected from bonds having the stated maturity dates and redemption provisions, and in the principal amounts, designated to the Trustee by the Company. Notwithstanding the provisions of Section 52 of the Mortgage, no notice of any redemption of bonds of the __________ Series shall be required to be given. (IV) At the option of the registered owner, any bonds of the Series, upon surrender thereof for cancellation at the office or agency of the Company in the Borough of Manhattan, The City of New York, together with a written instrument of transfer wherever required by the Company duly executed by the registered owner or by his duly authorized attorney, shall (subject to the provisions of Section 12 of the Mortgage) be exchangeable for a like aggregate principal amount of bonds of the same series of other authorized denominations which have the same stated maturity date and redemption provisions, if anydenominations. Bonds of the __________ Series shall be transferable, upon transferable (subject to the surrender thereof for cancellation, together with a written instrument provisions of transfer in form approved by Section 12 of the registrar duly executed by the registered owner or by his duly authorized attorney, Mortgage) at the office or agency of the Company in the Borough of Manhattan, The City of New York; provided, however, that the . The Company shall not be required to make transfers or exchanges of bonds of the __________________ Series for a period of ten (10) days next preceding any designation of bonds of said series to be prepaid, and the Company shall not be transferable by the 1996 Indenture Trustee except required to a successor trustee under the 1996 Indenturemake transfers or exchanges of any bonds of said series designated in whole or in part for prepayment. The Upon any exchange or transfer of bonds of the ___________ Series Series, the Company may bear such legends make a charge therefor sufficient to reimburse it for any tax or taxes or other governmental charge, as may be necessary to comply with an law or with any rules or regulations made pursuant thereto or with provided in Section 12 of the rules or regulations of any securities exchange or to conform to usage with respect thereto. The Mortgage, but the Company hereby waives any right to make a charge in addition thereto for any exchange or transfer of bonds of the __________ Series. After the delivery of this ____________ Supplemental Indenture and upon compliance with the applicable provisions of the Mortgage and receipt of consideration therefor by the Company, there shall be an initial issue of bonds of the __________ Series for the aggregate principal amount of $__________.

Series of Bonds. (I) SECTION 1. There shall be a series of bonds designated " "% Series due _____________" (herein sometimes called referred to as the " "___________ Series"), each of which shall also bear the descriptive title "First Mortgage Bond", and the form thereof, which shall be established by Resolution of the Board of Directors of the Company, shall contain suitable provisions with respect to the matters hereinafter in this Section specified. Bonds of the ___________ Series (which shall be initially issued in the aggregate principal amount not to exceed of $__________) shall , mature on _____________, bear interest at the rate of % per annum, payable from _______, 20__, if the date of said bonds is prior to _________, 20__, or, if the date of said bonds is after __________ 20__, from the _______ or _________ next preceding the date of said bonds, and thereafter semi-annually on _________ and _______ of each year, be issued as fully registered bonds in the denomination denominations of One Thousand Dollars and, at the option of the Company, in any multiple or multiples of One Thousand Dollars (the exercise of such option to be evidenced by the execution and delivery thereof), ) and shall be dated as in Section 10 of the Mortgage provided. Each bond of the __________ Series shall (a) be issued in such principal amount, (b) mature on such date (not more than ______ (__) years after the date of the execution and delivery of this __________ Supplemental Indenture) and (c) have such other terms and provisions, all as shall be specified by the Company in a written order, or orders, executed by the Chairman of the Board, the President, any Vice President, the Treasurer or any Assistant Treasurer of the Company, delivered to the Trustee referring to the bonds of the __________ Series (each such written order being hereinafter sometimes referred to as a "Company Order"), such specification by such an officer of the Company having been heretofore authorized in a Resolution filed with the Trustee referring to this __________ Supplemental Indenture. The bonds of the __________ Series shall not bear interest. The principal of and interest on each said bond shall to be payable at the office or agency of the Company in the Borough of Manhattan, The City of New York, in such coin or currency of the United States of America as at the time of payment is legal tender for public and private debts. (II) The SECTION 1. There shall be a series of bonds of the designated "_________ % Senior Note Series shall be issued and delivered from time to time by the Company to the trustee under the Indenture, to be dated as of Due _________, 1996, as supplemented _______" (the "1996 Indenture"), of the Company to Chemical Bank, as such trustee (such trustee and any successor thereto hereinafter herein sometimes referred to as the "1996 Indenture Trustee"), as the basis for the authentication and delivery from time to time of securities under the 1996 Indenture. As provided in the 1996 Indenture, the bonds of the __________ Seriesseries"), when so issued and delivered, will be registered in each of which shall also bear the name of the 1996 Indenture Trustee or its nominee and will be owned and held by the 1996 Indenture Trustee, subject to the provisions of the 1996 Indenture, for the benefit of the holders of all securities from time to time outstanding under the 1996 Indenturedescriptive title "First Mortgage Bond", and the Company form thereof, which shall have no interest therein. Anything herein be established by Resolution of the Board of Directors of the Company, shall contain suitable provisions with respect to the contrary notwithstanding, any payment by the Company under the 1996 Indenture of the principal of the securities which shall have been authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds matters hereinafter in this Section specified. Bonds of the __________ Series (other than by shall be initially issued in the application aggregate principal amount of $______________, mature on ____________________, bear interest at the proceeds rate of a payment in respect _______% per annum, payable from ______________, if the date of such said bonds is prior to ___________________, or, if the date of said bonds is after _________________, from the __________ Series) shall, to the extent thereof, be deemed to satisfy and discharge the obligation of the Company, if any, to make a payment of principal of such bonds of the or __________ Series which is then due. The Trustee may conclusively presume that next preceding the obligation date of the Company to pay the principal of the bonds said bonds, and thereafter semi-annually on __________ Series and __________ of each year, be issued as fully registered bonds in the same shall become due denominations of One Thousand Dollars and, at the option of the Company, in any multiple or multiples of One Thousand Dollars (the exercise of such option to be evidenced by the execution and payabledelivery thereof) and be dated as in Section 10 of the Mortgage provided, whether at maturity, upon redemption or otherwise, shall have been fully satisfied and discharged unless and until it shall have received a written notice from the 1996 Indenture Trustee, signed by an authorized officer thereof, stating that the principal of specified bonds and interest on each said bond to be payable at the office or agency of the Company in the Borough of Manhattan, The City of New York, in such coin or currency of the United States of America as at the time of payment is legal tender for public and private debts.] (I) Bonds of the ___________ Series has become due and payable and has not been fully paid, and specifying the amount of funds required to make such payment. (III) Bonds of the Series shall be redeemable in whole at any timeafter ________, or in part from time to time, prior to maturity, either ____ at the option of the Company or by the application (either at the option of the Company or pursuant to the requirements of the Mortgage) of cash delivered to or deposited with the Corporate Trustee pursuant to any of the provisions of Section 38, Section 39 or Section 64 of the Mortgage or with the Proceeds of Released Property in whole at any case time, or in part from time to time, prior to maturity, upon notice as provided in Sections 52 and 54 of the Mortgage (given by mail at a least 30 days and not more than 90 days prior to the date fixed for redemption), at the following general redemption price equal to 100% prices, expressed in percentages of the principal amount thereof. In the event that any bonds of the bonds to be redeemed: ---------------------- /3/ These provisions will be inserted in lieu of the first paragraph of Section 1 above in any supplemental indenture relating to the issuance of First Mortgage Bonds which are designated "__________ % Senior Note Series have a stated maturity date subsequent to the stated maturity date of the securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of such bonds of the __________ Series, such bonds of the __________ Series shall be redeemed on the stated maturity date of such securities at a redemption price equal to 100% of the principal amount thereof. In the event that any securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds of the Due ___________ Series are to be redeemed pursuant to any provisions contained in such securities for the mandatory redemption thereof (pursuant to a sinking fund or otherwise) or for the redemption thereof at the option of the holder, such bonds of the ________ Series shall be redeemed in a corresponding principal amount on the date fixed for such redemption of such securities at a redemption price equal to 100% of the principal amount thereof. If less than all the bonds of the _________ Series are to be redeemed pursuant to the first paragraph of this subsection (III), the bonds to be redeemed shall be selected from bonds having the stated maturity dates and redemption provisions, and in the principal amounts, designated to the Trustee by the Company. Notwithstanding the provisions of Section 52 of the Mortgage, no notice of any redemption of bonds of the __________ Series shall be required to be given. (IV) At the option of the registered owner, any bonds of the Series, upon surrender thereof for cancellation at the office or agency of the Company in the Borough of Manhattan, The City of New York, shall be exchangeable for a like aggregate principal amount of bonds of the same series of other authorized denominations which have the same stated maturity date and redemption provisions, if any. Bonds of the Series shall be transferable, upon the surrender thereof for cancellation, together with a written instrument of transfer in form approved by the registrar duly executed by the registered owner or by his duly authorized attorney, at the office or agency of the Company in the Borough of Manhattan, The City of New York; provided, however, that the bonds of the __________ Series shall not be transferable by the 1996 Indenture Trustee except to a successor trustee under the 1996 Indenture. The bonds of the __________ Series may bear such legends as may be necessary to comply with an law or with any rules or regulations made pursuant thereto or with the rules or regulations of any securities exchange or to conform to usage with respect thereto. The Company hereby waives any right to make a charge for any exchange or transfer of bonds of the _________ Series."

Series of Bonds. (I) Section 1. There shall be a series of bonds designated " “____% Series " due ________________” (herein sometimes called referred to as the " “___________ Series"”), each of which shall also bear the descriptive title "“First Mortgage Bond"”, and the form thereof, which shall be established by Resolution of the Board of Directors of the Company, shall contain suitable provisions with respect to the matters hereinafter in this Section specified. Bonds of the Series (which shall be issued in the aggregate principal amount not to exceed $__________) _ Series shall be dated as in Section 10 of the Mortgage provided, mature on ________________, be issued as fully registered bonds in the denomination denominations of One Thousand Dollars and, at the option of the Company, in any multiple or multiples of One Thousand Dollars (the exercise of such option to be evidenced by the execution and delivery thereof), ) and shall be dated as in Section 10 of the Mortgage provided. Each bond of the bear interest from ____________ Series shall (acomputed on the basis of a 360-day year of twelve thirty-day months) be issued in such principal amount[at the rate of ____% per annum, (b) mature payable semi-annually on such date (not more than ________ (__) years after the date of the execution and delivery of this __________ Supplemental Indenture) and (c) have such other terms and provisionsof each year]*, all as shall be specified by the Company in a written order, or orders, executed by the Chairman of the Board, the President, any Vice President, the Treasurer or any Assistant Treasurer of the Company, delivered to the Trustee referring to the bonds of the commencing __________ Series (each such written order being hereinafter sometimes referred to as a "Company Order"), such specification by such an officer of the Company having been heretofore authorized in a Resolution filed with the Trustee referring to this __________ Supplemental Indenture. The bonds of , the __________ Series shall not bear interest. The principal of and interest on each said bond shall to be payable at the office or agency of the Company in the Borough of Manhattan, The City of New York, in such coin or currency of the United States of America as at the time of payment is legal tender for public and private debts. (II) The bonds . Any payment of the _________ Series shall be issued and delivered from time to time by the Company to the trustee under the Indenture, to be dated as principal of _________, 1996, as supplemented (the "1996 Indenture"), of the Company to Chemical Bank, as such trustee (such trustee and or interest on any successor thereto hereinafter referred to as the "1996 Indenture Trustee"), as the basis for the authentication and delivery from time to time of securities under the 1996 Indenture. As provided in the 1996 Indenture, the bonds bond of the ___________ Series, when so issued and delivered, will Series that is due on a date other than a Business Day shall be registered made on the next succeeding Business Day without including the additional days elapsed in the name computation of the 1996 Indenture Trustee or its nominee and will be owned and held by interest payable on such next succeeding Business Day; provided that if the 1996 Indenture Trustee, subject to the provisions maturity date of the 1996 Indenture, for the benefit of the holders of all securities from time to time outstanding under the 1996 Indenture, and the Company shall have no interest therein. Anything herein to the contrary notwithstanding, any payment by the Company under the 1996 Indenture of the principal of the securities which shall have been authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds such bond of the ___________ Series (is a date other than by a Business Day, the application payment otherwise due on such maturity date shall be made on the next succeeding Business Day and shall include the additional days elapsed in the computation of the proceeds of a payment in respect of interest payable on such bonds of the __________ Series) shall, to the extent thereof, be deemed to satisfy and discharge the obligation of the Companynext succeeding Business Day. [Redemption provisions, if any, will be inserted here.] * Bracketed material to make be changed if bonds of the Series to which this Supplemental Indenture shall relate shall bear interest at a payment of principal rate which may be changed during the life of such bonds or if such bonds shall bear interest payable other than semi-annually. (I) At the option of the _________ Series which is then due. The Trustee may conclusively presume that the obligation of the Company to pay the principal of the bonds _________ Series as the same shall become due and payableregistered owner, whether at maturity, upon redemption or otherwise, shall have been fully satisfied and discharged unless and until it shall have received a written notice from the 1996 Indenture Trustee, signed by an authorized officer thereof, stating that the principal of specified any bonds of the ___________ Series has become due and payable and has not been fully paid, and specifying the amount of funds required to make such payment. (III) Bonds of the Series shall be redeemable in whole at any time, or in part from time to time, prior to maturity, either at the option of the Company or by the application (either at the option of the Company or pursuant to the requirements of the Mortgage) of cash delivered to or deposited with the Corporate Trustee pursuant to the provisions of Section 39 or Section 64 of the Mortgage or with the Proceeds of Released Property in any case at a redemption price equal to 100% of the principal amount thereof. In the event that any bonds of the __________ Series have a stated maturity date subsequent to the stated maturity date of the securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of such bonds of the __________ Series, such bonds of the __________ Series shall be redeemed on the stated maturity date of such securities at a redemption price equal to 100% of the principal amount thereof. In the event that any securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds of the ___________ Series are to be redeemed pursuant to any provisions contained in such securities for the mandatory redemption thereof (pursuant to a sinking fund or otherwise) or for the redemption thereof at the option of the holder, such bonds of the ________ Series shall be redeemed in a corresponding principal amount on the date fixed for such redemption of such securities at a redemption price equal to 100% of the principal amount thereof. If less than all the bonds of the _________ Series are to be redeemed pursuant to the first paragraph of this subsection (III), the bonds to be redeemed shall be selected from bonds having the stated maturity dates and redemption provisions, and in the principal amounts, designated to the Trustee by the Company. Notwithstanding the provisions of Section 52 of the Mortgage, no notice of any redemption of bonds of the __________ Series shall be required to be given. (IV) At the option of the registered owner, any bonds of the Series, upon surrender thereof for cancellation at the office or agency of the Company in the Borough of Manhattan, The City of New York, together with a written instrument of transfer wherever required by the Company duly executed by the registered owner or by his duly authorized attorney, shall (subject to the provisions of Section 12 of the Mortgage) be exchangeable for a like aggregate principal amount of bonds of the same series of other authorized denominations which have the same stated maturity date and redemption provisions, if anydenominations. Bonds of the ___________ Series shall be transferable, upon transferable (subject to the surrender thereof for cancellation, together with a written instrument provisions of transfer in form approved by Section 12 of the registrar duly executed by the registered owner or by his duly authorized attorney, Mortgage) at the office or agency of the Company in the Borough of Manhattan, The City of New York; provided, however, that the . The Company shall not be required to make transfers or exchanges of bonds of the ___________________ Series for a period of ten (10) days next preceding any designation of bonds of said series to be prepaid, and the Company shall not be transferable by the 1996 Indenture Trustee except required to a successor trustee under the 1996 Indenturemake transfers or exchanges of any bonds of said series designated in whole or in part for prepayment. The Upon any exchange or transfer of bonds of the ___________ Series Series, the Company may bear such legends make a charge therefor sufficient to reimburse it for any tax or taxes or other governmental charge, as may be necessary to comply with an law or with any rules or regulations made pursuant thereto or with provided in Section 12 of the rules or regulations of any securities exchange or to conform to usage with respect thereto. The Mortgage, but the Company hereby waives any right to make a charge in addition thereto for any exchange or transfer of bonds of the ___________ Series. After the delivery of this ___________ Supplemental Indenture and upon compliance with the applicable provisions of the Mortgage and receipt of consideration therefor by the Company, there shall be an initial issue of bonds of the ___________ Series for the aggregate principal amount of $__________.

Series of Bonds. Section 1. 1 (I) There shall be a series of bonds designated " “____% Series " (due _________, ____,” herein sometimes called referred to as the " “_____________________ Series"), ,” each of which shall also bear the descriptive title "First Mortgage Bond", and the form thereof, which shall be established by Resolution of the Board of Directors of the CompanyFPL, shall contain suitable provisions with respect to the matters hereinafter in this Section specified. Bonds of the Series (which shall be issued in the aggregate principal amount not to exceed $__________) ___________ Series shall mature on __________, ____ and shall be issued as fully registered bonds in the denomination denominations of One Thousand ____________ Dollars and, at the option of the CompanyFPL, in any multiple or integral multiples of One Thousand ____________ Dollars (the exercise of such option to be evidenced by the execution and delivery thereof); they shall bear interest at the rate of ____% per annum, payable semi-annually on _______ and shall be dated as in Section 10 _________ of the Mortgage provided. Each bond of the each year (each an “Interest Payment Date”) commencing on __________ Series shall (a) be issued in such principal amount, (b) mature on such date (not more than ______ (__) years after ; the date of the execution and delivery of this __________ Supplemental Indenture) and (c) have such other terms and provisions, all as shall be specified by the Company in a written order, or orders, executed by the Chairman of the Board, the President, any Vice President, the Treasurer or any Assistant Treasurer of the Company, delivered to the Trustee referring to the bonds of the __________ Series (each such written order being hereinafter sometimes referred to as a "Company Order"), such specification by such an officer of the Company having been heretofore authorized in a Resolution filed with the Trustee referring to this __________ Supplemental Indenture. The bonds of the __________ Series shall not bear interest. The principal of and interest on each said bond shall to be payable at the office or agency of the Company FPL in the Borough of Manhattan, The City of New York, in such coin or currency of the United States of America as at the time of payment is legal tender for public and private debts. (II) The bonds . Bonds of the _____________________ Series shall be issued and delivered from time to time by the Company to the trustee under the Indenture, to be dated as of _________, 1996, as supplemented (the "1996 Indenture"), in Section 10 of the Company to Chemical Bank, Mortgage provided. The record date for payments of interest on any Interest Payment Date shall be the close of business on (1) the Business Day (as defined below) immediately preceding such trustee (such trustee and any successor thereto hereinafter referred to Interest Payment Date so long as the "1996 Indenture Trustee"), as the basis for the authentication and delivery from time to time all of securities under the 1996 Indenture. As provided in the 1996 Indenture, the bonds of the __________ Series, when so issued and delivered, will be registered in the name of the 1996 Indenture Trustee or its nominee and will be owned and held by the 1996 Indenture Trustee, subject to the provisions of the 1996 Indenture, for the benefit of the holders of all securities from time to time outstanding under the 1996 Indenture, and the Company shall have no interest therein. Anything herein to the contrary notwithstanding, any payment by the Company under the 1996 Indenture of the principal of the securities which shall have been authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds of the ____________ Series are held by a securities depository in book-entry only form or (other than by 2) the application 15th calendar day immediately preceding such Interest Payment Date if any of the proceeds of a payment in respect of such bonds of the __________ Series) shall, to the extent thereof, be deemed to satisfy and discharge the obligation of the Company, if any, to make a payment of principal of such bonds of the _________ Series which is then due. The Trustee may conclusively presume that the obligation of the Company to pay the principal of the bonds _________ Series as the same shall become due and payable, whether at maturity, upon redemption or otherwise, shall have been fully satisfied and discharged unless and until it shall have received a written notice from the 1996 Indenture Trustee, signed by an authorized officer thereof, stating that the principal of specified bonds of the ___________ Series has become due and payable and has not been fully paid, and specifying the amount of funds required to make such payment. (III) Bonds of the Series shall be redeemable in whole at any time, or in part from time to time, prior to maturity, either at the option of the Company or by the application (either at the option of the Company or pursuant to the requirements of the Mortgage) of cash delivered to or deposited with the Corporate Trustee pursuant to the provisions of Section 39 or Section 64 of the Mortgage or with the Proceeds of Released Property in any case at a redemption price equal to 100% of the principal amount thereof. In the event that any bonds of the ___________ Series have are not held by a stated maturity date subsequent to the stated maturity date of the securities authenticated and delivered under the 1996 Indenture depository in book-entry only form. Interest on the basis of the delivery to the 1996 Indenture Trustee of such bonds of the __________ Series, such bonds of the __________ Series shall be redeemed on the stated maturity date of such securities at a redemption price equal to 100% of the principal amount thereof. In the event that any securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds of the ___________ Series are to be redeemed pursuant to any provisions contained in such securities for the mandatory redemption thereof (pursuant to a sinking fund or otherwise) or for the redemption thereof at the option of the holder, such bonds of the ________ Series shall be redeemed in a corresponding principal amount on the date fixed for such redemption of such securities at a redemption price equal to 100% of the principal amount thereof. If less than all the bonds of the _________ Series are to be redeemed pursuant to the first paragraph of this subsection (III), the bonds to be redeemed shall be selected from bonds having the stated maturity dates and redemption provisions, and in the principal amounts, designated to the Trustee by the Company. Notwithstanding the provisions of Section 52 of the Mortgage, no notice of any redemption of bonds of the __________ Series shall be required will accrue from and including ____________, ____ to be given. but excluding _______, ____ and, thereafter, from and including the last Interest Payment Date to which interest has been paid or duly provided for (IV) At the option of the registered owner, any bonds of the Series, upon surrender thereof for cancellation at the office or agency of the Company in the Borough of Manhattan, The City of New York, shall be exchangeable for a like aggregate principal amount of bonds of the same series of other authorized denominations which have the same stated maturity date and redemption provisions, if any. Bonds of the Series shall be transferable, upon the surrender thereof for cancellation, together with a written instrument of transfer in form approved by the registrar duly executed by the registered owner or by his duly authorized attorney, at the office or agency of the Company in the Borough of Manhattan, The City of New York; provided, however, that no interest has been paid on the bonds of the _____________________ Series, from ________________) to but excluding the next succeeding Interest Payment Date. No interest will accrue on a bond of the _____________________ Series shall not be transferable by for the 1996 Indenture Trustee except to a successor trustee under the 1996 Indentureday on which such bond matures. The amount of interest payable for any period will be computed on the basis of a 360-day year consisting of twelve 30-day months. The amount of interest payable for any period shorter than a full semi-annual period for which interest is computed will be computed on the basis of the number of days in the period using 30-day calendar months. If any date on which interest, principal or premium, if any, is payable on the bonds of the __________ Series may bear such legends as may be necessary to comply with an law or with any rules or regulations made pursuant thereto or with the rules or regulations of any securities exchange or to conform to usage with respect thereto. The Company hereby waives any right to make a charge for any exchange or transfer of bonds of the ____________ SeriesSeries falls on a day that is not a Business Day, then payment of the interest, principal or premium payable on that date will be made on the next succeeding day which is a Business Day, and without any interest or other payment in respect of such delay. A “Business Day” is any day that is not a Saturday, a Sunday, or a day on which banking institutions or trust companies in New York City are generally authorized or required by law or executive order to remain closed. 1 The provisions in this Section 1 will be inserted in supplemental indentures relating to the issuance of First Mortgage Bonds, provided that bracketed language may change.

Series of Bonds. (I) There shall be a series SECTION 1. semi-annually on and of bonds designated " Series " (herein sometimes called the " Series")each year]*, each of which shall also bear the descriptive title "First Mortgage Bond", and the form thereof, which shall be established by Resolution of the Board of Directors of the Company, shall contain suitable provisions with respect to the matters hereinafter in this Section specified. Bonds of the Series (which shall be issued in the aggregate principal amount not to exceed $__________) shall be issued as fully registered bonds in the denomination of One Thousand Dollars and, at the option of the Company, in any multiple or multiples of One Thousand Dollars (the exercise of such option to be evidenced by the execution and delivery thereof), and shall be dated as in Section 10 of the Mortgage provided. Each bond of the __________ Series shall (a) be issued in such principal amount, (b) mature on such date (not more than ______ (__) years after the date of the execution and delivery of this __________ Supplemental Indenture) and (c) have such other terms and provisions, all as shall be specified by the Company in a written order, or orders, executed by the Chairman of the Boardcommencing -------- ----------- , the President, any Vice President, the Treasurer or any Assistant Treasurer of the Company, delivered to the Trustee referring to the bonds of the __________ Series (each such written order being hereinafter sometimes referred to as a "Company Order"), such specification by such an officer of the Company having been heretofore authorized in a Resolution filed with the Trustee referring to this __________ Supplemental Indenture. The bonds of the __________ Series shall not bear interest. The principal of and interest on each said bond shall to be payable --------------- at the office or agency of the Company in the Borough of Manhattan, The City of New York, in such coin or currency of the United States of America as at the time of payment is legal tender for public and private debts. (III) The bonds Bonds of the _________ Series shall not be issued and delivered from time redeemable prior to time by the Company to the trustee under the Indenture, to be dated as of _________, 1996, as supplemented (the "1996 Indenture"), of the Company to Chemical Bank, as such trustee (such trustee and any successor thereto hereinafter referred to as the "1996 Indenture Trustee"), as the basis for the authentication and delivery from time to time of securities under the 1996 Indenture----------- . As provided in the 1996 Indenture, the bonds of the __________ Series, when so issued and delivered, will be registered in the name of the 1996 Indenture Trustee or its nominee and will be owned and held by the 1996 Indenture Trustee, subject to the provisions of the 1996 Indenture, for the benefit of the holders of all securities from time to time outstanding under the 1996 Indenture, and the Company shall have no interest therein. Anything herein to the contrary notwithstanding, any payment by the Company under the 1996 Indenture of the principal of the securities which shall have been authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds of the __________ Series (other than by the application of the proceeds of a payment in respect of such bonds of the __________ Series) shall, to the extent thereof, be deemed to satisfy and discharge the obligation of the Company, if any, to make a payment of principal of such bonds of the _________ Series which is then due. The Trustee may conclusively presume that the obligation of the Company to pay the principal of the bonds _________ Series as the same shall become due and payable, whether at maturity, upon redemption or otherwise, shall have been fully satisfied and discharged unless and until it shall have received a written notice from the 1996 Indenture Trustee, signed by an authorized officer thereof, stating that the principal of specified bonds of the ___________ Series has become due and payable and has not been fully paid, and specifying the amount of funds required to make such payment.--------- (IIIII) Bonds of the Series shall be redeemable on and after ----------- , in whole at any time, or in part from time to time, prior to -------------- maturity, either at the option of the Company or by the application (either at the option of the Company or pursuant to the requirements of the Mortgage) of cash delivered to or deposited with the Corporate Trustee pursuant to the provisions of upon notice as provided in Section 39 or Section 64 52 of the Mortgage or with mailed at least 30 days prior to the Proceeds of Released Property in any case date fixed for redemption, at a redemption price equal to 100% of the principal amount thereof. In the event that any bonds of the __________ Series have a stated maturity date subsequent to the stated maturity date of the securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of such bonds of the __________ Series, such bonds of the __________ Series shall be redeemed on the stated maturity date of such securities at a redemption price equal to 100% of the principal amount thereof. In the event that any securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds of the ___________ Series are to be redeemed pursuant to any provisions contained in such securities for the mandatory redemption thereof (pursuant to a sinking fund or otherwise) or for the redemption thereof at the option of the holder, such bonds of the ________ Series shall be redeemed in a corresponding principal amount on the date fixed for such redemption of such securities at a redemption price equal to 100% of the principal amount thereof. If less than all the bonds of the _________ Series are to be redeemed pursuant to the first paragraph of this subsection (III), the bonds to be redeemed shall be selected from bonds having the stated maturity dates and redemption provisionstogether, and in the principal amountseach case, designated with accrued interest to the Trustee by the Company. Notwithstanding the provisions of Section 52 of the Mortgage, no notice of any redemption of bonds of the __________ Series shall be required to be givendate fixed for redemption. (IVIII) At the option of the registered owner, any bonds of the ---------- Series, upon surrender thereof for cancellation at the office or agency of the Company in the Borough of Manhattan, The City of New York, together with a written instrument of transfer wherever required by the Company duly executed by the registered owner or by his duly authorized attorney, shall (subject to the provisions of Section 12 of the Mortgage) be exchangeable for a like aggregate principal amount of bonds of the same series of other authorized denominations which have the same stated maturity date and redemption provisions, if anydenominations. Bonds of the Series shall be transferable, upon transferable (subject to the surrender thereof for cancellation, together with a written instrument ---------- provisions of transfer in form approved by Section 12 of the registrar duly executed by the registered owner or by his duly authorized attorney, Mortgage) at the office or agency of the Company in the Borough of Manhattan, The City of New York; provided, however, that the . Upon any exchange or transfer of bonds of the __________ Series shall not be transferable by Series, the 1996 Indenture Trustee except ----------- Company may make a charge therefor sufficient to a successor trustee under the 1996 Indenture. The bonds reimburse it for any tax or taxes or other governmental charge, as provided in Section 12 of the __________ Series may bear such legends as may be necessary to comply with an law or with any rules or regulations made pursuant thereto or with Mortgage, but the rules or regulations of any securities exchange or to conform to usage with respect thereto. The Company hereby waives any right to make a charge in addition thereto for any exchange or transfer of bonds of the _________ Series. ---------- Upon the delivery of this Supplemental Indenture and upon ------------ compliance with the applicable provisions of the Mortgage, there shall be an initial issue of bonds of the Series for the aggregate principal ---------- amount of $ . ---------- ------------------------ * Bracketed material to be changed if bonds of the Series to which this Supplemental Indenture shall relate shall bear interest at a rate which may be changed during the life of such bonds or if such bonds shall bear interest payable other than semi-annually. ** These paragraphs will be omitted or changed if the bonds of the series to which this Supplemental Indenture shall relate shall not be subject to redemption or shall be subject to redemption on terms different from those described above.

Series of Bonds. (I) There shall be a series of bonds designated " "First Mortgage Bonds, _____% Series due ____" (herein sometimes called referred to as the "bonds of the _________ Series" Seriesor the "Bonds"), each of which shall also bear the descriptive title "First Mortgage Bond", and the form thereof, which shall be has been established by Resolution of the Board of Directors of the Company, shall contain suitable provisions with respect to the matters hereinafter in this Section specifiedis set forth on Exhibit D hereto. Bonds The bonds of the Series (which shall be issued in the aggregate principal amount not to exceed $__________) _ Series shall be issued as fully registered bonds in the denomination denominations of One Thousand Dollars and, at the option of the Company, any amount in any multiple or multiples of One Thousand Dollars excess thereof (the exercise of such option to be evidenced by the execution and delivery thereof), ) and shall be dated as in Section 10 of the Mortgage provided. Each bond . (II) The bonds of the _________ Series shall mature, shall bear interest and shall be payable as set forth below: (a) the principal of bonds of the _________ Series shall (aunless theretofor paid) be issued in such principal amount, payable on the Stated Maturity Date (as hereinafter defined); (b) mature on such date (not more than ______ (__) years after the date of the execution and delivery of this __________ Supplemental Indenture) and (c) have such other terms and provisions, all as shall be specified by the Company in a written order, or orders, executed by the Chairman of the Board, the President, any Vice President, the Treasurer or any Assistant Treasurer of the Company, delivered to the Trustee referring to the bonds of the __________ Series (each such written order being hereinafter sometimes referred to as a "Company Order"), such specification by such an officer shall bear interest at the rate of the Company having been heretofore authorized in a Resolution filed with the Trustee referring to this _______________________ Supplemental Indenture. The per centum (_____%) per annum; interest on such bonds shall accrue from and including the date of the initial authentication and delivery thereof, except as otherwise provided in the form of bond attached hereto as Exhibit D; interest on such bonds shall be payable on each Interest Payment Date and at Maturity (as each of such terms is hereafter defined); and interest on such bonds during any period for which payment is made shall be computed on the basis of a 360-day year consisting of twelve 30-days months; (c) the principal of and premium, if any, and interest on each bond of the __________ Series shall not bear interest. The principal of and interest on each said bond payable at Maturity shall be payable upon presentation thereof at the office or agency of the Company in the Borough of Manhattan, The City of New York, in such coin or currency of the United States of America as at the time of payment is legal tender for public and private debts. (II) . The bonds interest on each bond of the _________ Series shall be issued and delivered from time to time by the Company to the trustee under the Indenture, to be dated as of _________, 1996, as supplemented (the "1996 Indenture"), of the Company to Chemical Bank, as such trustee (such trustee and any successor thereto hereinafter referred to as the "1996 Indenture Trustee"), as the basis for the authentication and delivery from time to time of securities under the 1996 Indenture. As provided in the 1996 Indenture, the bonds of the __________ Series, when so issued and delivered, will be registered in the name of the 1996 Indenture Trustee or its nominee and will be owned and held by the 1996 Indenture Trustee, subject to the provisions of the 1996 Indenture, for the benefit of the holders of all securities from time to time outstanding under the 1996 Indenture, and the Company shall have no interest therein. Anything herein to the contrary notwithstanding, any payment by the Company under the 1996 Indenture of the principal of the securities which shall have been authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds of the __________ Series (other than interest payable at Maturity) shall be payable by check, in similar coin or currency, mailed to the application registered owner thereof as of the proceeds close of business on the Record Date next preceding each Interest Payment Date; provided, however, that if such registered owner shall be a securities depositary, such payment may be made by such other means in respect lieu of such bonds of the __________ Series) shall, to the extent thereof, check as shall be deemed to satisfy and discharge the obligation of agreed upon by the Company, if any, to make a payment of principal of the Trustee and such bonds of the _________ Series which is then due. The Trustee may conclusively presume that the obligation of the Company to pay the principal of the bonds _________ Series as the same shall become due and payable, whether at maturity, upon redemption or otherwise, shall have been fully satisfied and discharged unless and until it shall have received a written notice from the 1996 Indenture Trustee, signed by an authorized officer thereof, stating that the principal of specified bonds of the ___________ Series has become due and payable and has not been fully paid, and specifying the amount of funds required to make such paymentregistered owner. (III) Bonds of the Series shall be redeemable in whole at any time, or in part from time to time, prior to maturity, either at the option of the Company or by the application (either at the option of the Company or pursuant to the requirements of the Mortgage) of cash delivered to or deposited with the Corporate Trustee pursuant to the provisions of Section 39 or Section 64 of the Mortgage or with the Proceeds of Released Property in any case at a redemption price equal to 100% of the principal amount thereof. In the event that any bonds of the __________ Series have a stated maturity date subsequent to the stated maturity date of the securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of such bonds of the __________ Series, such bonds of the __________ Series shall be redeemed on the stated maturity date of such securities at a redemption price equal to 100% of the principal amount thereof. In the event that any securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds of the ___________ Series are to be redeemed pursuant to any provisions contained in such securities for the mandatory redemption thereof (pursuant to a sinking fund or otherwise) or for the redemption thereof at the option of the holder, such bonds of the ________ Series shall be redeemed in a corresponding principal amount on the date fixed for such redemption of such securities at a redemption price equal to 100% of the principal amount thereof. If less than all the bonds of the _________ Series are to be redeemed pursuant to the first paragraph of this subsection (III), the bonds to be redeemed shall be selected from bonds having the stated maturity dates and redemption [Redemption provisions, and in the principal amounts, designated to the Trustee by the Company. Notwithstanding the provisions of Section 52 of the Mortgage, no notice of any redemption of bonds of the __________ Series shall be required to be given.if any] (IVa) At the option of the registered owner, any bonds of the ________ Series, upon surrender thereof for cancellation at the office or agency of the Company in the Borough of Manhattan, The City of New York, shall be exchangeable for a like aggregate principal amount of bonds of the same series of other authorized denominations which have the same stated maturity date and redemption provisions, if anydenominations. Bonds The bonds of the _________Series shall be transferable, upon the surrender thereof for cancellation, together with a written instrument of transfer in form approved by the registrar duly executed by the registered owner or by his duly authorized attorney, at the office or agency of the Company in the Borough of Manhattan, The City of New York; provided, however, that the bonds of the __________ Series shall not be transferable by the 1996 Indenture Trustee except to a successor trustee under the 1996 Indenture. The bonds of the __________ Series may bear such legends as may be necessary to comply with an law or with any rules or regulations made pursuant thereto or with the rules or regulations of any securities exchange or to conform to usage with respect thereto. The Company hereby waives any right to make a charge for Upon any exchange or transfer of bonds of the _________ Series, the Company may make a charge therefor sufficient to reimburse it for any tax or taxes or other governmental charge, as provided in Section 12 of the Mortgage, but the Company hereby waives any right to make a charge in addition thereto or any exchange or transfer of bonds of the _________ Series; provided, however, that the Company shall not be required to make any transfer or exchange of any bonds of the _________ Series for a period of 10 days next preceding any selection of such bonds for redemption, nor shall it be required to make transfers or exchange of any bonds of the _________ Series which shall have been selected for redemption in whole or in part or as to which the Company shall have received a notice for the redemption thereof in whole or in part at the option of the registered owner. (b) The bonds of the _________ Series are initially to be issued in global form, registered in the name of Cede & Co., as nominee for The Depository Trust Company (the "Depositary"). Notwithstanding the provisions of subdivision (a) above, such bonds shall not be transferable, nor shall any purported transfer be registered, except as follows: (i) such bonds may be transferred in whole, and appropriate registration of transfer effected, to the Depositary, or by the Depositary to another nominee thereof, or by any nominee of the Depositary to any other nominee thereof, or by the Depositary or any nominee thereof to any successor securities depositary or any nominee thereof; (ii) such bonds may be transferred in whole, and appropriate registration of transfer effected, to the beneficial holders thereof, and thereafter shall be transferable, if: (A) The Depositary, or any successor securities depositary, shall have notified the Company and the Trustee that (I) it is unwilling or unable to continue to act as securities depositary with respect to such bonds or (II) it is no longer a clearing agency registered under the Securities Exchange Act of 1934, as amended, and, in either case, the Trustee shall not have been notified by the Company within one hundred twenty (120) days of the identity of a successor securities depositary with respect to such bonds; or (B) the Company shall have delivered to the Trustee a written order to the effect that such bonds shall be so transferable on and after a date specified therein. The bonds of the _________ Series, when in global form, shall bear a legend as to such global form and the foregoing restrictions on transfer substantially as set forth below: This global bond is held by Cede & Co., as nominee for The Depository Trust Company (the "Depositary") for the benefit of the beneficial owners hereof. This bond may not be transferred, nor may any purported transfer be registered, except that (i) this bond may be transferred in whole, and appropriate registration of transfer effected, if such transfer is by Cede & Co., as nominee for the Depositary, to the Depositary, or by the Depositary to another nominee thereof, or by any nominee of the Depositary to any other nominee thereof, or by the Depositary or any nominee thereof to any successor bonds depositary or any nominee thereof; and (ii) this bond may be transferred, and appropriate registration of transfer effected, to the beneficial holders hereof, and thereafter shall be transferable without restrictions (except as provided in the preceding paragraph) if: (A) the Depositary, or any successor securities depositary, shall have notified the Company and the Trustee that (I) it is unwilling or unable to continue to act as securities depositary with respect to the bonds or (II) it is no longer a clearing agency registered under the Securities Exchange Act of 1934, as amended, and, in either case, the Trustee shall not have been notified by the Company within one hundred twenty (120) days of the identity of a successor securities depositary with respect to the bonds; or (B) the Company shall have delivered to the Trustee a written order to the effect that the bonds shall be so transferable on and after a date specified therein. (V) For all purposes of this _____________ Supplemental Indenture, except as otherwise expressly provided or unless the context otherwise requires, the terms and with respect to the bonds of the ________ Series listed below shall have the meanings specified:

Series of Bonds. (I) SECTION 1.01 There shall be a series of bonds designated " "_______% Series due _______" (herein sometimes called referred to as the " "_____________ Series"), each of which shall also bear the descriptive title "First Mortgage Bond", and the form thereof, which shall be established by Resolution of the Board of Directors of the Company, shall contain suitable provisions with respect to the matters hereinafter in this Section Article I specified. Bonds of the Series (which shall be issued in the aggregate principal amount not to exceed $__________) ____ Series shall be issued from time to time as fully registered bonds in the denomination denominations of One Thousand Dollars and, at the option of the Company, in any multiple or multiples of One Thousand Dollars (the exercise of such option to be evidenced by the execution and delivery thereof), and shall be dated as in Section 10 . Bonds of the Mortgage provided. Each bond of the __________ Series shall (a) be issued in such principal amountbear interest at the rate of ____ % per annum, (b) mature payable semi-annually on such date (not more than ______ (__) years after the date of the execution and delivery of this __________ Supplemental Indenture) of each year; and (c) have such other terms the principal of, and provisionspremium, all as shall be specified by the Company in a written orderif any, or ordersand interest on, executed by the Chairman of the Board, the President, any Vice President, the Treasurer or any Assistant Treasurer of the Company, delivered to the Trustee referring to the bonds of the __________ Series (each such written order being hereinafter sometimes referred to as a "Company Order"), such specification by such an officer of the Company having been heretofore authorized in a Resolution filed with the Trustee referring to this __________ Supplemental Indenture. The bonds of the __________ Series shall not bear interest. The principal of and interest on each said bond shall be payable at the office or agency of the Company in the Borough of Manhattan, The City of New York, in such coin or currency of the United States of America as at the time of payment is legal tender for public and private debts. (II) The bonds . Bonds of the _______________ Series shall be issued and delivered from time to time by the Company to the trustee under the Indenture, to be dated as of _________, 1996, as supplemented (the "1996 Indenture"), in Section 10 of the Company to Chemical Bank, as such trustee Mortgage provided. (such trustee and any successor thereto hereinafter referred to as the "1996 Indenture Trustee"), as the basis for the authentication and delivery from time to time of securities under the 1996 Indenture. As provided in the 1996 Indenture, the bonds of the __________ Series, when so issued and delivered, will be registered in the name of the 1996 Indenture Trustee or its nominee and will be owned and held by the 1996 Indenture Trustee, subject to the provisions of the 1996 Indenture, for the benefit of the holders of all securities from time to time outstanding under the 1996 Indenture, and the Company shall have no interest therein. Anything herein to the contrary notwithstanding, any payment by the Company under the 1996 Indenture of the principal of the securities which shall have been authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds of the __________ Series (other than by the application of the proceeds of a payment in respect of such bonds of the __________ SeriesI) shall, to the extent thereof, be deemed to satisfy and discharge the obligation of the Company, if any, to make a payment of principal of such bonds of the _________ Series which is then due. The Trustee may conclusively presume that the obligation of the Company to pay the principal of the bonds _________ Series as the same shall become due and payable, whether at maturity, upon redemption or otherwise, shall have been fully satisfied and discharged unless and until it shall have received a written notice from the 1996 Indenture Trustee, signed by an authorized officer thereof, stating that the principal of specified bonds Bonds of the ___________ Series has become due and payable and has not been fully paid, and specifying the amount of funds required to make such payment. (III) Bonds of the Series shall be redeemable on and after ______________ either at the option of the Company or pursuant to the requirements of the Mortgage, in whole at any time, or in part from time to time, prior to maturity, either upon notice, as provided in Section 52 of the Mortgage, mailed at least thirty (30) days prior to the date fixed for redemption, at the following redemption prices, expressed in percentages of the principal amount of the bonds to be redeemed: [Insert redemption prices] in each case, together with accrued interest to the date fixed for redemption. (II) At the option of the Company or by the application (either at the option of the Company or pursuant to the requirements of the Mortgage) of cash delivered to or deposited with the Corporate Trustee pursuant to the provisions of Section 39 or Section 64 of the Mortgage or with the Proceeds of Released Property in any case at a redemption price equal to 100% of the principal amount thereof. In the event that registered owner, any bonds of the __________ Series have a stated maturity date subsequent to the stated maturity date of the securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of such bonds of the __________ Series, such bonds of the __________ Series shall be redeemed on the stated maturity date of such securities at a redemption price equal to 100% of the principal amount thereof. In the event that any securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds of the ___________ Series are to be redeemed pursuant to any provisions contained in such securities for the mandatory redemption thereof (pursuant to a sinking fund or otherwise) or for the redemption thereof at the option of the holder, such bonds of the ________ Series shall be redeemed in a corresponding principal amount on the date fixed for such redemption of such securities at a redemption price equal to 100% of the principal amount thereof. If less than all the bonds of the _________ Series are to be redeemed pursuant to the first paragraph of this subsection (III), the bonds to be redeemed shall be selected from bonds having the stated maturity dates and redemption provisions, and in the principal amounts, designated to the Trustee by the Company. Notwithstanding the provisions of Section 52 of the Mortgage, no notice of any redemption of bonds of the __________ Series shall be required to be given. (IV) At the option of the registered owner, any bonds of the Series, upon surrender thereof thereof, for cancellation cancellation, at the office or agency of the Company in the Borough of Manhattan, The City of New York, shall (subject to the provisions of Section 12 of the Mortgage) be exchangeable for a like aggregate principal amount of bonds of the same series of other authorized denominations which have the same stated maturity date and redemption provisions, if anydenominations. Bonds Transfers of bonds of the _____________ Series shall may be transferable, upon registered (subject to the surrender thereof for cancellation, together with a written instrument provisions of transfer in form approved by Section 12 of the registrar duly executed by the registered owner or by his duly authorized attorney, Mortgage) at the office or agency of the Company in the Borough of Manhattan, The City of New York; provided, however, that the . Upon any registration of transfer or exchange of bonds of the __________ Series shall not be transferable by the 1996 Indenture Trustee except to a successor trustee under the 1996 Indenture. The bonds of the __________ Series Series, the Company may bear such legends make a charge therefor sufficient to reimburse it for any tax or taxes or other governmental charge, as may be necessary to comply with an law or with any rules or regulations made pursuant thereto or with provided in Section 12 of the rules or regulations of any securities exchange or to conform to usage with respect thereto. The Mortgage, but the Company hereby waives any right to make a charge in addition thereto for any registration of exchange or transfer of bonds of the ____________ Series.

Series of Bonds. SECTION 1. (I) There shall be a series of bonds designated " "Secured Medium-Term Notes, Series " (___", herein sometimes called referred to as the " _____ Series"), each of which shall also bear the descriptive title "First Mortgage Bond", and the form thereof, which shall be established by Resolution of the Board of Directors of the CompanyFPL, shall contain suitable provisions with respect to the matters hereinafter in this Section specified. Bonds of the _____ Series (which shall be issued from time to time in the an aggregate principal amount not to exceed $__________ at any one time Outstanding except as provided in Section 16 of the Mortgage. [The amount which may be Outstanding from time to time will be stated in one or more notices of receipt of advance under mortgage providing for future advances (a form of which is annexed hereto) executed by the Company and recorded in Palm Beach County, Florida, and in one or more acknowledgements of future advance (a form of which is annexed hereto) executed by FPL and the Trustee and recorded in Monroe County, Georgia.] Bonds of the _) _____ Series shall be issued as fully registered bonds in the denomination denominations of One [One] Thousand Dollars and, at the option of the CompanyFPL, in any larger amount that is an integral multiple or multiples of One [One] Thousand Dollars or any other denominations (the exercise of such option to be evidenced by the execution and delivery thereof), and shall be dated as in Section 10 of the Mortgage provided. Each ; each bond of the ______ Series shall mature on [such date not less than ______ Series shall (a) be issued in such principal amount, (b) mature on such date (not months nor more than ______ (__) years after the from date of the execution and delivery of this __________ Supplemental Indentureissue,] shall bear interest at [such rate or rates (which may be either fixed or variable) and (c) have such other terms and provisions, all provisions not inconsistent with the Mortgage as shall be specified by the Company Board of Directors may determine in a written order, or orders, executed by the Chairman of the Board, the President, any Vice President, the Treasurer or any Assistant Treasurer of the Company, delivered to the Trustee referring to the bonds of the __________ Series (each such written order being hereinafter sometimes referred to as a "Company Order"), such specification by such an officer of the Company having been heretofore authorized in accordance with a Resolution filed with the Trustee referring to this __________ Supplemental Indenture. The ]; interest on bonds of the __________ Series shall not [which bear interest. The principal of and interest on each said bond at a fixed rate] shall be payable at the office or agency of the Company in the Borough of Manhattan, The City of New York, in such coin or currency of the United States of America as at the time of payment is legal tender for public and private debts. (II) The bonds of the [semi-annually on _________ Series shall be issued and delivered from time to time by the Company to the trustee under the Indenture, to be dated as of _________, 1996, as supplemented (the "1996 Indenture"), of the Company to Chemical Bank, as such trustee (such trustee and any successor thereto hereinafter referred to as the "1996 Indenture Trustee"), as the basis for the authentication and delivery from time to time of securities under the 1996 Indenture. As provided in the 1996 Indenture, the bonds of the __________ Series, when so issued and delivered, will be registered in the name of the 1996 Indenture Trustee or its nominee and will be owned and held by the 1996 Indenture Trustee, subject to the provisions of the 1996 Indenture, for the benefit of the holders of all securities from time to time outstanding under the 1996 Indenture, and the Company shall have no interest therein. Anything herein to the contrary notwithstanding, any payment by the Company under the 1996 Indenture of the principal of the securities which shall have been authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds of the __________ Series (other than by the application of the proceeds of a payment in respect of such bonds of the __________ Series) shall, to the extent thereof, be deemed to satisfy and discharge the obligation of the Company, if any, to make a payment of principal of such bonds of the _________ Series which is then due. The Trustee may conclusively presume that the obligation of the Company to pay the principal of the bonds _________ Series as the same shall become due and payable, whether at maturity, upon redemption or otherwise, shall have been fully satisfied and discharged unless and until it shall have received a written notice from the 1996 Indenture Trustee, signed by an authorized officer thereof, stating that the principal of specified bonds of the ___________ Series has become due and payable and has not been fully paid, and specifying the amount of funds required to make such payment. (III) Bonds of the Series shall be redeemable in whole at any time, or in part from time to time, prior to maturity, either at the option of the Company or by the application (either at the option of the Company or pursuant to the requirements of the Mortgage) of cash delivered to or deposited with the Corporate Trustee pursuant to the provisions of Section 39 or Section 64 of the Mortgage or with the Proceeds of Released Property in any case at a redemption price equal to 100% of the principal amount thereof. In the event that any bonds of the __________ Series have a stated maturity date subsequent to the stated maturity date of the securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of such bonds of the __________ Series, such bonds of the __________ Series shall be redeemed on the stated maturity date of such securities at a redemption price equal to 100% of the principal amount thereof. In the event that any securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds of the ___________ Series are to be redeemed pursuant to any provisions contained in such securities for the mandatory redemption thereof of each year] and at maturity (pursuant to a sinking fund or otherwise) or for the redemption thereof at the option of the holder, such each an interest payment date); interest on bonds of the ________ Series [which bear interest at a variable rate] shall be redeemed in a corresponding principal amount payable [on the date fixed for dates established on the Issue Date [or the Original Interest Accrual Date] with respect to such redemption bonds and shall be set forth in such bonds.] [Notwithstanding the foregoing, so long as there is no existing default in the payment of such securities at a redemption price equal to 100% of the principal amount thereof. If less than all interest on the bonds of the _________ Series are to be redeemed pursuant to the first paragraph of this subsection (III)Series, the bonds to be redeemed shall be selected from bonds having the stated maturity dates and redemption provisions, and in the principal amounts, designated to the Trustee by the Company. Notwithstanding the provisions of Section 52 of the Mortgage, no notice of any redemption of all bonds of the ______ Series authenticated by the Trustee after the Record Date hereinafter specified for any interest payment date, and prior to such interest payment date (unless the Issue Date [or the Original Interest Accrual Date] is after such Record Date), shall be dated the date of authentication, but shall bear interest from such interest payment date, and the person in whose name any bond of the_____ Series is registered at the close of business on any Record Date with respect to any interest payment date shall be required entitled to receive the interest payable on such interest payment date, notwithstanding the cancellation ------------------- ** The provisions in this Section 1 will be given. (IV) At inserted in supplemental indentures relating to the option issuance of the registered ownerFirst Mortgage Bonds designated Secured Medium Term Notes, any bonds of the Series, upon surrender thereof for cancellation at the office or agency of the Company in the Borough of Manhattan, The City of New York, shall be exchangeable for a like aggregate principal amount of bonds of the same series of other authorized denominations which have the same stated maturity date and redemption provisions, if any. Bonds of the Series shall be transferable, upon the surrender thereof for cancellation, together with a written instrument of transfer in form approved by the registrar duly executed by the registered owner or by his duly authorized attorney, at the office or agency of the Company in the Borough of Manhattan, The City of New York; provided, however, provided that the bonds of the __________ Series shall not be transferable by the 1996 Indenture Trustee except to a successor trustee under the 1996 Indenture. The bonds of the __________ Series bracketed language may bear such legends as may be necessary to comply with an law or with any rules or regulations made pursuant thereto or with the rules or regulations of any securities exchange or to conform to usage with respect thereto. The Company hereby waives any right to make a charge for any exchange or transfer of bonds of the _________ Serieschange.

Series of Bonds. (I) SECTION 1. There shall be a series of bonds designated " “____% Series " due ________________” (herein sometimes called referred to as the " “___________ Series"”), each of which shall also bear the descriptive title "“First Mortgage Bond"”, and the form thereof, which shall be established by Resolution of the Board of Directors of the Company, shall contain suitable provisions with respect to the matters hereinafter in this Section specified. Bonds of the Series (which shall be issued in the aggregate principal amount not to exceed $__________) _ Series shall be dated as in Section 10 of the Mortgage provided, mature on ________________, be issued as fully registered bonds in the denomination denominations of One Thousand ________ Dollars and, at the option of the Company, in any multiple or multiples of One Thousand _________ Dollars (the exercise of such option to be evidenced by the execution and delivery thereof), ) and shall be dated as in Section 10 of the Mortgage provided. Each bond of the bear interest from ____________ Series shall (acomputed on the basis of a 360-day year of twelve thirty-day months) be issued in such principal amount[at the rate of ____% per annum, (b) mature payable semi-annually on such date (not more than ________ (__) years after the date of the execution and delivery of this __________ Supplemental Indenture) and (c) have such other terms and provisionsof each year]*, all as shall be specified by the Company in a written order, or orders, executed by the Chairman of the Board, the President, any Vice President, the Treasurer or any Assistant Treasurer of the Company, delivered to the Trustee referring to the bonds of the commencing __________ Series (each such written order being hereinafter sometimes referred to as a "Company Order"), such specification by such an officer of the Company having been heretofore authorized in a Resolution filed with the Trustee referring to this __________ Supplemental Indenture. The bonds of , the __________ Series shall not bear interest. The principal of and interest on each said bond shall to be payable at the office or agency of the Company in the Borough of Manhattan, The City of New York, in such coin or currency of the United States of America as at the time of payment is legal tender for public and private debts. (II) The bonds . Any payment of the _________ Series shall be issued and delivered from time to time by the Company to the trustee under the Indenture, to be dated as principal of _________, 1996, as supplemented (the "1996 Indenture"), of the Company to Chemical Bank, as such trustee (such trustee and or interest on any successor thereto hereinafter referred to as the "1996 Indenture Trustee"), as the basis for the authentication and delivery from time to time of securities under the 1996 Indenture. As provided in the 1996 Indenture, the bonds bond of the ___________ Series, when so issued and delivered, will Series that is due on a date other than a Business Day shall be registered made on the next succeeding Business Day without including the additional days elapsed in the name computation of the 1996 Indenture Trustee or its nominee and will be owned and held by interest payable on such next succeeding Business Day; provided that if the 1996 Indenture Trustee, subject to the provisions maturity date of the 1996 Indenture, for the benefit of the holders of all securities from time to time outstanding under the 1996 Indenture, and the Company shall have no interest therein. Anything herein to the contrary notwithstanding, any payment by the Company under the 1996 Indenture of the principal of the securities which shall have been authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds such bond of the ___________ Series (is a date other than by a Business Day, the application payment otherwise due on such maturity date shall be made on the next succeeding Business Day and shall include the additional days elapsed in the computation of the proceeds of a payment in respect of interest payable on such bonds of the __________ Series) shall, to the extent thereof, be deemed to satisfy and discharge the obligation of the Companynext succeeding Business Day. [Redemption provisions, if any, will be inserted here.] * Bracketed material to make be changed if bonds of the Series to which this Supplemental Indenture shall relate shall bear interest at a payment of principal rate which may be changed during the life of such bonds or if such bonds shall bear interest payable other than semi-annually. (I) At the option of the _________ Series which is then due. The Trustee may conclusively presume that the obligation of the Company to pay the principal of the bonds _________ Series as the same shall become due and payableregistered owner, whether at maturity, upon redemption or otherwise, shall have been fully satisfied and discharged unless and until it shall have received a written notice from the 1996 Indenture Trustee, signed by an authorized officer thereof, stating that the principal of specified any bonds of the ___________ Series has become due and payable and has not been fully paid, and specifying the amount of funds required to make such payment. (III) Bonds of the Series shall be redeemable in whole at any time, or in part from time to time, prior to maturity, either at the option of the Company or by the application (either at the option of the Company or pursuant to the requirements of the Mortgage) of cash delivered to or deposited with the Corporate Trustee pursuant to the provisions of Section 39 or Section 64 of the Mortgage or with the Proceeds of Released Property in any case at a redemption price equal to 100% of the principal amount thereof. In the event that any bonds of the __________ Series have a stated maturity date subsequent to the stated maturity date of the securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of such bonds of the __________ Series, such bonds of the __________ Series shall be redeemed on the stated maturity date of such securities at a redemption price equal to 100% of the principal amount thereof. In the event that any securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds of the ___________ Series are to be redeemed pursuant to any provisions contained in such securities for the mandatory redemption thereof (pursuant to a sinking fund or otherwise) or for the redemption thereof at the option of the holder, such bonds of the ________ Series shall be redeemed in a corresponding principal amount on the date fixed for such redemption of such securities at a redemption price equal to 100% of the principal amount thereof. If less than all the bonds of the _________ Series are to be redeemed pursuant to the first paragraph of this subsection (III), the bonds to be redeemed shall be selected from bonds having the stated maturity dates and redemption provisions, and in the principal amounts, designated to the Trustee by the Company. Notwithstanding the provisions of Section 52 of the Mortgage, no notice of any redemption of bonds of the __________ Series shall be required to be given. (IV) At the option of the registered owner, any bonds of the Series, upon surrender thereof for cancellation at the office or agency of the Company in the Borough of Manhattan, The City of New York, together with a written instrument of transfer wherever required by the Company duly executed by the registered owner or by his duly authorized attorney, shall (subject to the provisions of Section 12 of the Mortgage) be exchangeable for a like aggregate principal amount of bonds of the same series of other authorized denominations which have the same stated maturity date and redemption provisions, if anydenominations. Bonds of the ___________ Series shall be transferable, upon transferable (subject to the surrender thereof for cancellation, together with a written instrument provisions of transfer in form approved by Section 12 of the registrar duly executed by the registered owner or by his duly authorized attorney, Mortgage) at the office or agency of the Company in the Borough of Manhattan, The City of New York; provided, however, that the . The Company shall not be required to make transfers or exchanges of bonds of the ___________________ Series for a period of ten (10) days next preceding any designation of bonds of said series to be prepaid, and the Company shall not be transferable by the 1996 Indenture Trustee except required to a successor trustee under the 1996 Indenturemake transfers or exchanges of any bonds of said series designated in whole or in part for prepayment. The Upon any exchange or transfer of bonds of the ___________ Series Series, the Company may bear such legends make a charge therefor sufficient to reimburse it for any tax or taxes or other governmental charge, as may be necessary to comply with an law or with any rules or regulations made pursuant thereto or with provided in Section 12 of the rules or regulations of any securities exchange or to conform to usage with respect thereto. The Mortgage, but the Company hereby waives any right to make a charge in addition thereto for any exchange or transfer of bonds of the ___________ Series. After the delivery of this ___________ Supplemental Indenture and upon compliance with the applicable provisions of the Mortgage and receipt of consideration therefor by the Company, there shall be an initial issue of bonds of the ___________ Series for the aggregate principal amount of $__________.

Series of Bonds. SECTION 1. (I) There shall be a series of bonds designated " "Secured Medium-Term Notes, Series " (____", herein sometimes called referred to as the " Series")" _________, each of which shall also bear the descriptive title "First Mortgage Bond", and the form thereof, which shall be established by Resolution of the Board of Directors of the CompanyFPL, shall contain suitable provisions with respect to the matters hereinafter in this Section specified. Bonds of the Series (which shall be issued from time to time in the an aggregate principal amount not to exceed $_________ at any one time Outstanding except as provided in Section 16 of the Mortgage. [The amount which may be Outstanding from time to time will be stated in one or more notices of receipt of advance under mortgage providing for future advances (a form of which is annexed hereto) executed by the Company and recorded in Palm Beach County, Florida, and in one or more acknowledgements of future advance (a form of which is annexed hereto) executed by FPL and the Trustee and recorded in Monroe County, Georgia.] Bonds of the __) ________ Series shall be issued as fully registered bonds in the denomination denominations of One [One] Thousand Dollars and, at the option of the CompanyFPL, in any larger amount that is an integral multiple or multiples of One [One] Thousand Dollars or any other denominations (the exercise of such option to be evidenced by the execution and delivery thereof), and shall be dated as in Section 10 of the Mortgage provided. Each ; each bond of the __________ Series shall (a) be issued in such principal amount, (b) mature on [such date (not more less than ______ (__) years after the date of the execution and delivery of this __ months nor more than __________ Supplemental Indentureyears from date of issue,] shall bear interest at [such rate or rates (which may be either fixed or variable) and (c) have such other terms and provisions, all provisions not inconsistent with the Mortgage as shall be specified by the Company Board of Directors may determine in a written order, or orders, executed by the Chairman of the Board, the President, any Vice President, the Treasurer or any Assistant Treasurer of the Company, delivered to the Trustee referring to the bonds of the __________ Series (each such written order being hereinafter sometimes referred to as a "Company Order"), such specification by such an officer of the Company having been heretofore authorized in accordance with a Resolution filed with the Trustee referring to this __________ Supplemental Indenture. The bonds of the __________ Series shall not bear interest. The principal of and Supplemental Indenture]; interest on each said bond shall be payable at the office or agency of the Company in the Borough of Manhattan, The City of New York, in such coin or currency of the United States of America as at the time of payment is legal tender for public and private debts. (II) The bonds of the _________ Series shall --------------------- ** The provisions in this Section 1 will be issued and delivered from time to time by the Company inserted in supplemental indentures relating to the trustee under the Indentureissuance of First Mortgage Bonds designated Secured Medium Term Notes, to be dated as of _________, 1996, as supplemented (the "1996 Indenture"), of the Company to Chemical Bank, as such trustee (such trustee and any successor thereto hereinafter referred to as the "1996 Indenture Trustee"), as the basis for the authentication and delivery from time to time of securities under the 1996 Indenture. As provided in the 1996 Indenture, the bonds of the __________ Series, when so issued and delivered, will be registered in the name of the 1996 Indenture Trustee or its nominee and will be owned and held by the 1996 Indenture Trustee, subject to the provisions of the 1996 Indenture, for the benefit of the holders of all securities from time to time outstanding under the 1996 Indenture, and the Company shall have no interest therein. Anything herein to the contrary notwithstanding, any payment by the Company under the 1996 Indenture of the principal of the securities which shall have been authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds of the __________ Series (other than by the application of the proceeds of a payment in respect of such bonds of the __________ Series) shall, to the extent thereof, be deemed to satisfy and discharge the obligation of the Company, if any, to make a payment of principal of such bonds of the _________ Series which is then due. The Trustee may conclusively presume that the obligation of the Company to pay the principal of the bonds _________ Series as the same shall become due and payable, whether at maturity, upon redemption or otherwise, shall have been fully satisfied and discharged unless and until it shall have received a written notice from the 1996 Indenture Trustee, signed by an authorized officer thereof, stating that the principal of specified bonds of the ___________ Series has become due and payable and has not been fully paid, and specifying the amount of funds required to make such paymentbracketed language may change. (III) Bonds of the Series shall be redeemable in whole at any time, or in part from time to time, prior to maturity, either at the option of the Company or by the application (either at the option of the Company or pursuant to the requirements of the Mortgage) of cash delivered to or deposited with the Corporate Trustee pursuant to the provisions of Section 39 or Section 64 of the Mortgage or with the Proceeds of Released Property in any case at a redemption price equal to 100% of the principal amount thereof. In the event that any bonds of the __________ Series have a stated maturity date subsequent to the stated maturity date of the securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of such bonds of the __________ Series, such bonds of the __________ Series shall be redeemed on the stated maturity date of such securities at a redemption price equal to 100% of the principal amount thereof. In the event that any securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds of the ___________ Series are to be redeemed pursuant to any provisions contained in such securities for the mandatory redemption thereof (pursuant to a sinking fund or otherwise) or for the redemption thereof at the option of the holder, such bonds of the ________ Series shall be redeemed in a corresponding principal amount on the date fixed for such redemption of such securities at a redemption price equal to 100% of the principal amount thereof. If less than all the bonds of the _________ Series are to be redeemed pursuant to the first paragraph of this subsection (III), the bonds to be redeemed shall be selected from bonds having the stated maturity dates and redemption provisions, and in the principal amounts, designated to the Trustee by the Company. Notwithstanding the provisions of Section 52 of the Mortgage, no notice of any redemption of bonds of the __________ Series shall be required to be given. (IV) At the option of the registered owner, any bonds of the Series, upon surrender thereof for cancellation at the office or agency of the Company in the Borough of Manhattan, The City of New York, shall be exchangeable for a like aggregate principal amount of bonds of the same series of other authorized denominations which have the same stated maturity date and redemption provisions, if any. Bonds of the Series shall be transferable, upon the surrender thereof for cancellation, together with a written instrument of transfer in form approved by the registrar duly executed by the registered owner or by his duly authorized attorney, at the office or agency of the Company in the Borough of Manhattan, The City of New York; provided, however, that the bonds of the __________ Series shall not be transferable by the 1996 Indenture Trustee except to a successor trustee under the 1996 Indenture. The bonds of the __________ Series may bear such legends as may be necessary to comply with an law or with any rules or regulations made pursuant thereto or with the rules or regulations of any securities exchange or to conform to usage with respect thereto. The Company hereby waives any right to make a charge for any exchange or transfer of bonds of the _________ Series.

Series of Bonds. (I) SECTION 1. There shall be a series of bonds designated " % Series ----- due " (herein sometimes called referred to as the " Series"), -------------- ---------- each of which shall also bear the descriptive title "First Mortgage Bond", and the form thereof, which shall be established by Resolution of the Board of Directors of the Company, shall contain suitable provisions with respect to the matters hereinafter in this Section specified. Bonds of the Series (which ---------- shall be issued dated as in Section 10 of the aggregate principal amount not to exceed $__________) shall Mortgage provided, mature on , be issued as fully registered bonds in the denomination denominations of One ------------- Thousand Dollars and, at the option of the Company, in any multiple or multiples of One Thousand Dollars (the exercise of such option to be evidenced by the execution and delivery thereof), and shall be dated as in Section 10 of the Mortgage provided. Each bond of the __________ Series shall (a) be issued in such principal amount, (b) mature on such date (not more than ______ (__) years after the date of the execution and delivery of this __________ Supplemental Indenture) and (c) have such other terms bear interest [at the rate of % per ----- annum, payable semi-annually on and provisionsof each year]*, all as shall -------- ----------- ------------------------ * Bracketed material to be specified by the Company in a written order, or orders, executed by the Chairman of the Board, the President, any Vice President, the Treasurer or any Assistant Treasurer of the Company, delivered to the Trustee referring to the changed if bonds of the __________ Series (each to which this Supplemental Indenture shall relate shall bear interest at a rate which may be changed during the life of such written order being hereinafter sometimes referred to as a "Company Order")bonds or if such bonds shall bear interest payable other than semi-annually. commencing , such specification by such an officer of the Company having been heretofore authorized in a Resolution filed with the Trustee referring to this __________ Supplemental Indenture. The bonds of the __________ Series shall not bear interest. The principal of and interest on each said bond shall to --------------- be payable at the office or agency of the Company in the Borough of Manhattan, The City of New York, in such coin or currency of the United States of America as at the time of payment is legal tender for public and private debts. (III) The bonds Bonds of the _________ Series shall not be issued and delivered from time redeemable prior to time by the Company to the trustee under the Indenture, to be dated as of _________, 1996, as supplemented (the "1996 Indenture"), of the Company to Chemical Bank, as such trustee (such trustee and any successor thereto hereinafter referred to as the "1996 Indenture Trustee"), as the basis for the authentication and delivery from time to time of securities under the 1996 Indenture----------- . As provided in the 1996 Indenture, the bonds of the __________ Series, when so issued and delivered, will be registered in the name of the 1996 Indenture Trustee or its nominee and will be owned and held by the 1996 Indenture Trustee, subject to the provisions of the 1996 Indenture, for the benefit of the holders of all securities from time to time outstanding under the 1996 Indenture, and the Company shall have no interest therein. Anything herein to the contrary notwithstanding, any payment by the Company under the 1996 Indenture of the principal of the securities which shall have been authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds of the __________ Series (other than by the application of the proceeds of a payment in respect of such bonds of the __________ Series) shall, to the extent thereof, be deemed to satisfy and discharge the obligation of the Company, if any, to make a payment of principal of such bonds of the _________ Series which is then due. The Trustee may conclusively presume that the obligation of the Company to pay the principal of the bonds _________ Series as the same shall become due and payable, whether at maturity, upon redemption or otherwise, shall have been fully satisfied and discharged unless and until it shall have received a written notice from the 1996 Indenture Trustee, signed by an authorized officer thereof, stating that the principal of specified bonds of the ___________ Series has become due and payable and has not been fully paid, and specifying the amount of funds required to make such payment.--------- (IIIII) Bonds of the Series shall be redeemable on and ----------- after , in whole at any time, or in part from time to time, prior -------------- to maturity, either at the option of the Company or by the application (either at the option of the Company or pursuant to the requirements of the Mortgage) of cash delivered to or deposited with the Corporate Trustee pursuant to the provisions of upon notice as provided in Section 39 or Section 64 52 of the Mortgage or with mailed at least 30 days prior to the Proceeds of Released Property in any case date fixed for redemption, at a redemption price equal to 100% of the principal amount thereof. In the event that any bonds of the __________ Series have a stated maturity date subsequent to the stated maturity date of the securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of such bonds of the __________ Series, such bonds of the __________ Series shall be redeemed on the stated maturity date of such securities at a redemption price equal to 100% of the principal amount thereof. In the event that any securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds of the ___________ Series are to be redeemed pursuant to any provisions contained in such securities for the mandatory redemption thereof (pursuant to a sinking fund or otherwise) or for the redemption thereof at the option of the holder, such bonds of the ________ Series shall be redeemed in a corresponding principal amount on the date fixed for such redemption of such securities at a redemption price equal to 100% of the principal amount thereof. If less than all the bonds of the _________ Series are to be redeemed pursuant to the first paragraph of this subsection (III), the bonds to be redeemed shall be selected from bonds having the stated maturity dates and redemption provisionstogether, and in the principal amountseach case, designated with accrued interest to the Trustee by the Company. Notwithstanding the provisions of Section 52 of the Mortgage, no notice of any redemption of bonds of the __________ Series shall be required to be givendate fixed for redemption. (IVIII) At the option of the registered owner, any bonds of the Series, upon surrender thereof for cancellation at the office or ---------- agency of the Company in the Borough of Manhattan, The City of New York, together with a written instrument of transfer wherever required by the Company duly executed by the registered owner or by his duly authorized attorney, shall (subject to the provisions of Section 12 of the Mortgage) be exchangeable for a like aggregate principal amount of bonds of the same series of other authorized denominations which have the same stated maturity date and redemption provisions, if anydenominations. Bonds of the Series shall be transferable, upon transferable (subject to the surrender thereof for cancellation, together with a written instrument ---------- provisions of transfer in form approved by Section 12 of the registrar duly executed by the registered owner or by his duly authorized attorney, Mortgage) at the office or agency of the Company in the Borough of Manhattan, The City of New York; provided, however, that the . Upon any exchange or transfer of bonds of the __________ Series shall not be transferable by Series, the 1996 Indenture Trustee except ----------- Company may make a charge therefor sufficient to a successor trustee under the 1996 Indenture. The bonds reimburse it for any tax or taxes or other governmental charge, as provided in Section 12 of the __________ Series may bear such legends as may be necessary to comply with an law or with any rules or regulations made pursuant thereto or with Mortgage, but the rules or regulations of any securities exchange or to conform to usage with respect thereto. The Company hereby waives any right to make a charge in addition thereto for any exchange or transfer of bonds of the _________ Series.. ---------- Upon the delivery of this Supplemental Indenture and upon ------------ compliance with the applicable provisions of the Mortgage, there shall be an initial issue of bonds of the Series for the aggregate principal ---------- amount of $ . ----------

Series of Bonds. (I) Section 1. There shall be a series of bonds designated " “____% Series " due ________________” (herein sometimes called referred to as the " “___________ Series"”), each of which shall also bear the descriptive title "“First Mortgage Bond"”, and the form thereof, which shall be established by Resolution of the Board of Directors of the Company, shall contain suitable provisions with respect to the matters hereinafter in this Section specified. Bonds of the Series (which shall be issued in the aggregate principal amount not to exceed $__________) _ Series shall be dated as in Section 10 of the Mortgage provided, mature on ________________, be issued as fully registered bonds in the denomination denominations of One Thousand ________ Dollars and, at the option of the Company, in any multiple or multiples of One Thousand _________ Dollars (the exercise of such option to be evidenced by the execution and delivery thereof), ) and shall be dated as in Section 10 of the Mortgage provided. Each bond of the bear interest from ____________ Series shall (acomputed on the basis of a 360-day year of twelve thirty-day months) be issued in such principal amount[at the rate of ____% per annum, (b) mature payable semi-annually on such date (not more than ________ (__) years after the date of the execution and delivery of this __________ Supplemental Indenture) and (c) have such other terms and provisions, all as shall of each year]** Bracketed material to be specified by the Company in a written order, or orders, executed by the Chairman of the Board, the President, any Vice President, the Treasurer or any Assistant Treasurer of the Company, delivered to the Trustee referring to the changed if bonds of the Series to which this Supplemental Indenture shall relate shall bear interest at a rate which may be changed during the life of such bonds or if such bonds shall bear interest payable other than semi-annually., commencing __________ Series (each such written order being hereinafter sometimes referred to as a "Company Order"), such specification by such an officer of the Company having been heretofore authorized in a Resolution filed with the Trustee referring to this __________ Supplemental Indenture. The bonds of , the __________ Series shall not bear interest. The principal of and interest on each said bond shall to be payable at the office or agency of the Company in the Borough of Manhattan, The City of New York, in such coin or currency of the United States of America as at the time of payment is legal tender for public and private debts. (II) The bonds . Any payment of the _________ Series shall be issued and delivered from time to time by the Company to the trustee under the Indenture, to be dated as principal of _________, 1996, as supplemented (the "1996 Indenture"), of the Company to Chemical Bank, as such trustee (such trustee and or interest on any successor thereto hereinafter referred to as the "1996 Indenture Trustee"), as the basis for the authentication and delivery from time to time of securities under the 1996 Indenture. As provided in the 1996 Indenture, the bonds bond of the ___________ Series, when so issued and delivered, will Series that is due on a date other than a Business Day shall be registered made on the next succeeding Business Day without including the additional days elapsed in the name computation of the 1996 Indenture Trustee or its nominee and will be owned and held by interest payable on such next succeeding Business Day; provided that if the 1996 Indenture Trustee, subject to the provisions maturity date of the 1996 Indenture, for the benefit of the holders of all securities from time to time outstanding under the 1996 Indenture, and the Company shall have no interest therein. Anything herein to the contrary notwithstanding, any payment by the Company under the 1996 Indenture of the principal of the securities which shall have been authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds such bond of the ___________ Series (is a date other than by a Business Day, the application payment otherwise due on such maturity date shall be made on the next succeeding Business Day and shall include the additional days elapsed in the computation of the proceeds of a payment in respect of interest payable on such bonds of the __________ Series) shall, to the extent thereof, be deemed to satisfy and discharge the obligation of the Companynext succeeding Business Day. [Redemption provisions, if any, to make a payment of principal of such bonds will be inserted here.] (I) At the option of the _________ Series which is then due. The Trustee may conclusively presume that the obligation of the Company to pay the principal of the bonds _________ Series as the same shall become due and payableregistered owner, whether at maturity, upon redemption or otherwise, shall have been fully satisfied and discharged unless and until it shall have received a written notice from the 1996 Indenture Trustee, signed by an authorized officer thereof, stating that the principal of specified any bonds of the ___________ Series has become due and payable and has not been fully paid, and specifying the amount of funds required to make such payment. (III) Bonds of the Series shall be redeemable in whole at any time, or in part from time to time, prior to maturity, either at the option of the Company or by the application (either at the option of the Company or pursuant to the requirements of the Mortgage) of cash delivered to or deposited with the Corporate Trustee pursuant to the provisions of Section 39 or Section 64 of the Mortgage or with the Proceeds of Released Property in any case at a redemption price equal to 100% of the principal amount thereof. In the event that any bonds of the __________ Series have a stated maturity date subsequent to the stated maturity date of the securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of such bonds of the __________ Series, such bonds of the __________ Series shall be redeemed on the stated maturity date of such securities at a redemption price equal to 100% of the principal amount thereof. In the event that any securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds of the ___________ Series are to be redeemed pursuant to any provisions contained in such securities for the mandatory redemption thereof (pursuant to a sinking fund or otherwise) or for the redemption thereof at the option of the holder, such bonds of the ________ Series shall be redeemed in a corresponding principal amount on the date fixed for such redemption of such securities at a redemption price equal to 100% of the principal amount thereof. If less than all the bonds of the _________ Series are to be redeemed pursuant to the first paragraph of this subsection (III), the bonds to be redeemed shall be selected from bonds having the stated maturity dates and redemption provisions, and in the principal amounts, designated to the Trustee by the Company. Notwithstanding the provisions of Section 52 of the Mortgage, no notice of any redemption of bonds of the __________ Series shall be required to be given. (IV) At the option of the registered owner, any bonds of the Series, upon surrender thereof for cancellation at the office or agency of the Company in the Borough of Manhattan, The City of New York, together with a written instrument of transfer wherever required by the Company duly executed by the registered owner or by his duly authorized attorney, shall (subject to the provisions of Section 12 of the Mortgage) be exchangeable for a like aggregate principal amount of bonds of the same series of other authorized denominations which have the same stated maturity date and redemption provisions, if anydenominations. Bonds of the ___________ Series shall be transferable, upon transferable (subject to the surrender thereof for cancellation, together with a written instrument provisions of transfer in form approved by Section 12 of the registrar duly executed by the registered owner or by his duly authorized attorney, Mortgage) at the office or agency of the Company in the Borough of Manhattan, The City of New York; provided, however, that the . The Company shall not be required to make transfers or exchanges of bonds of the ___________________ Series for a period of ten (10) days next preceding any designation of bonds of said series to be prepaid, and the Company shall not be transferable by the 1996 Indenture Trustee except required to a successor trustee under the 1996 Indenturemake transfers or exchanges of any bonds of said series designated in whole or in part for prepayment. The Upon any exchange or transfer of bonds of the ___________ Series Series, the Company may bear such legends make a charge therefor sufficient to reimburse it for any tax or taxes or other governmental charge, as may be necessary to comply with an law or with any rules or regulations made pursuant thereto or with provided in Section 12 of the rules or regulations of any securities exchange or to conform to usage with respect thereto. The Mortgage, but the Company hereby waives any right to make a charge in addition thereto for any exchange or transfer of bonds of the ___________ Series. After the delivery of this ___________ Supplemental Indenture and upon compliance with the applicable provisions of the Mortgage and receipt of consideration therefor by the Company, there shall be an initial issue of bonds of the ___________ Series for the aggregate principal amount of $__________.

Series of Bonds. (I) Section 1. There shall be a series of bonds designated " “____% Series " due ________________” (herein sometimes called referred to as the " “___________ Series"”), each of which shall also bear the descriptive title "“First Mortgage Bond"”, and the form thereof, which shall be established by Resolution of the Board of Directors of the Company, shall contain suitable provisions with respect to the matters hereinafter in this Section specified. Bonds of the Series (which shall be issued in the aggregate principal amount not to exceed $__________) _ Series shall be dated as in Section 10 of the Mortgage provided, mature on ________________, be issued as fully registered bonds in the denomination denominations of One Thousand ________ Dollars and, at the option of the Company, in any multiple or multiples of One Thousand _________ Dollars (the exercise of such option to be evidenced by the execution and delivery thereof), ) and shall be dated as in Section 10 of the Mortgage provided. Each bond of the bear interest from ____________ Series shall (acomputed on the basis of a 360-day year of twelve thirty-day months) be issued in such principal amount[at the rate of ____% per annum, (b) mature payable semi-annually on such date (not more than ________ (__) years after the date of the execution and delivery of this __________ Supplemental Indenture) and (c) have such other terms and provisionsof each year]4, all as shall be specified by the Company in a written order, or orders, executed by the Chairman of the Board, the President, any Vice President, the Treasurer or any Assistant Treasurer of the Company, delivered to the Trustee referring to the bonds of the commencing __________ Series (each such written order being hereinafter sometimes referred to as a "Company Order"), such specification by such an officer of the Company having been heretofore authorized in a Resolution filed with the Trustee referring to this __________ Supplemental Indenture. The bonds of , the __________ Series shall not bear interest. The principal of and interest on each said bond shall to be payable at the office or agency of the Company in the Borough of Manhattan, The City of New York, in such coin or currency of the United States of America as at the time of payment is legal tender for public and private debts. (II) The bonds . Any payment of the _________ Series shall be issued and delivered from time to time by the Company to the trustee under the Indenture, to be dated as principal of _________, 1996, as supplemented (the "1996 Indenture"), of the Company to Chemical Bank, as such trustee (such trustee and or interest on any successor thereto hereinafter referred to as the "1996 Indenture Trustee"), as the basis for the authentication and delivery from time to time of securities under the 1996 Indenture. As provided in the 1996 Indenture, the bonds bond of the ___________ Series, when so issued and delivered, will Series that is due on a date other than a Business Day shall be registered made on the next succeeding Business Day without including the additional days elapsed in the name computation of the 1996 Indenture Trustee or its nominee and will interest payable on such * Bracketed material to be owned and held by the 1996 Indenture Trustee, subject to the provisions changed if bonds of the 1996 Indenture, for Series to which this Supplemental Indenture shall relate shall bear interest at a rate which may be changed during the benefit life of such bonds or if such bonds shall bear interest payable other than semi-annually. next succeeding Business Day; provided that if the holders maturity date of all securities from time to time outstanding under the 1996 Indenture, and the Company shall have no interest therein. Anything herein to the contrary notwithstanding, any payment by the Company under the 1996 Indenture of the principal of the securities which shall have been authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds such bond of the ___________ Series (is a date other than by a Business Day, the application payment otherwise due on such maturity date shall be made on the next succeeding Business Day and shall include the additional days elapsed in the computation of the proceeds of a payment in respect of interest payable on such bonds of the __________ Series) shall, to the extent thereof, be deemed to satisfy and discharge the obligation of the Companynext succeeding Business Day. [Redemption provisions, if any, to make a payment of principal of such bonds will be inserted here.] (I) At the option of the _________ Series which is then due. The Trustee may conclusively presume that the obligation of the Company to pay the principal of the bonds _________ Series as the same shall become due and payableregistered owner, whether at maturity, upon redemption or otherwise, shall have been fully satisfied and discharged unless and until it shall have received a written notice from the 1996 Indenture Trustee, signed by an authorized officer thereof, stating that the principal of specified any bonds of the ___________ Series has become due and payable and has not been fully paid, and specifying the amount of funds required to make such payment. (III) Bonds of the Series shall be redeemable in whole at any time, or in part from time to time, prior to maturity, either at the option of the Company or by the application (either at the option of the Company or pursuant to the requirements of the Mortgage) of cash delivered to or deposited with the Corporate Trustee pursuant to the provisions of Section 39 or Section 64 of the Mortgage or with the Proceeds of Released Property in any case at a redemption price equal to 100% of the principal amount thereof. In the event that any bonds of the __________ Series have a stated maturity date subsequent to the stated maturity date of the securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of such bonds of the __________ Series, such bonds of the __________ Series shall be redeemed on the stated maturity date of such securities at a redemption price equal to 100% of the principal amount thereof. In the event that any securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds of the ___________ Series are to be redeemed pursuant to any provisions contained in such securities for the mandatory redemption thereof (pursuant to a sinking fund or otherwise) or for the redemption thereof at the option of the holder, such bonds of the ________ Series shall be redeemed in a corresponding principal amount on the date fixed for such redemption of such securities at a redemption price equal to 100% of the principal amount thereof. If less than all the bonds of the _________ Series are to be redeemed pursuant to the first paragraph of this subsection (III), the bonds to be redeemed shall be selected from bonds having the stated maturity dates and redemption provisions, and in the principal amounts, designated to the Trustee by the Company. Notwithstanding the provisions of Section 52 of the Mortgage, no notice of any redemption of bonds of the __________ Series shall be required to be given. (IV) At the option of the registered owner, any bonds of the Series, upon surrender thereof for cancellation at the office or agency of the Company in the Borough of Manhattan, The City of New York, together with a written instrument of transfer wherever required by the Company duly executed by the registered owner or by his duly authorized attorney, shall (subject to the provisions of Section 12 of the Mortgage) be exchangeable for a like aggregate principal amount of bonds of the same series of other authorized denominations which have the same stated maturity date and redemption provisions, if anydenominations. Bonds of the ___________ Series shall be transferable, upon transferable (subject to the surrender thereof for cancellation, together with a written instrument provisions of transfer in form approved by Section 12 of the registrar duly executed by the registered owner or by his duly authorized attorney, Mortgage) at the office or agency of the Company in the Borough of Manhattan, The City of New York; provided, however, that the . The Company shall not be required to make transfers or exchanges of bonds of the ___________________ Series for a period of ten (10) days next preceding any interest payment date for bonds of such series, or next preceding any designation of bonds of said series to be prepaid, and the Company shall not be transferable by the 1996 Indenture Trustee except required to a successor trustee under the 1996 Indenturemake transfers or exchanges of any bonds of said series designated in whole or in part for prepayment. The Upon any exchange or transfer of bonds of the ___________ Series Series, the Company may bear such legends make a charge therefor sufficient to reimburse it for any tax or taxes or other governmental charge, as may be necessary to comply with an law or with any rules or regulations made pursuant thereto or with provided in Section 12 of the rules or regulations of any securities exchange or to conform to usage with respect thereto. The Mortgage, but the Company hereby waives any right to make a charge in addition thereto for any exchange or transfer of bonds of the ___________ Series. After the delivery of this ___________ Supplemental Indenture and upon compliance with the applicable provisions of the Mortgage and receipt of consideration therefor by the Company, there shall be an initial issue of bonds of the ___________ Series for the aggregate principal amount of $__________.

Series of Bonds. Section 1. 1 (I) There shall be a series of bonds designated " “____% Series " (due _________, ____”, herein sometimes called referred to as the " “_____________________ Series")”, each of which shall also bear the descriptive title "First Mortgage Bond", and the form thereof, which shall be established by Resolution of the Board of Directors of the CompanyFPL, shall contain suitable provisions with respect to the matters hereinafter in this Section specified. Bonds of the Series (which shall be issued in the aggregate principal amount not to exceed $__________) ___________ Series shall mature on __________, ____ and shall be issued as fully registered bonds in the denomination denominations of One Thousand ____________ Dollars and, at the option of the CompanyFPL, in any multiple or integral multiples of One Thousand ____________ Dollars (the exercise of such option to be evidenced by the execution and delivery thereof); they shall bear interest at the rate of ____% per annum, payable semi-annually on _______ and shall be dated as in Section 10 _________ of the Mortgage provided. Each bond of the each year (each an “Interest Payment Date”) commencing on __________ Series shall (a) be issued in such principal amount, (b) mature on such date (not more than ______ (__) years after ; the date of the execution and delivery of this __________ Supplemental Indenture) and (c) have such other terms and provisions, all as shall be specified by the Company in a written order, or orders, executed by the Chairman of the Board, the President, any Vice President, the Treasurer or any Assistant Treasurer of the Company, delivered to the Trustee referring to the bonds of the __________ Series (each such written order being hereinafter sometimes referred to as a "Company Order"), such specification by such an officer of the Company having been heretofore authorized in a Resolution filed with the Trustee referring to this __________ Supplemental Indenture. The bonds of the __________ Series shall not bear interest. The principal of and interest on each said bond shall to be payable at the office or agency of the Company FPL in the Borough of Manhattan, The City of New York, in such coin or currency of the United States of America as at the time of payment is legal tender for public and private debts. (II) The bonds . Bonds of the _____________________ Series shall be issued and delivered from time to time by the Company to the trustee under the Indenture, to be dated as of _________, 1996, as supplemented (the "1996 Indenture"), in Section 10 of the Company to Chemical Bank, Mortgage provided. The record date for payments of interest on any Interest Payment Date shall be the close of business on (1) the Business Day (as defined below) immediately preceding such trustee (such trustee and any successor thereto hereinafter referred to Interest Payment Date so long as the "1996 Indenture Trustee"), as the basis for the authentication and delivery from time to time all of securities under the 1996 Indenture. As provided in the 1996 Indenture, the bonds of the __________ Series, when so issued and delivered, will be registered in the name of the 1996 Indenture Trustee or its nominee and will be owned and held by the 1996 Indenture Trustee, subject to the provisions of the 1996 Indenture, for the benefit of the holders of all securities from time to time outstanding under the 1996 Indenture, and the Company shall have no interest therein. Anything herein to the contrary notwithstanding, any payment by the Company under the 1996 Indenture of the principal of the securities which shall have been authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds of the ____________ Series are held by a securities depository in book-entry only form or (other than by 2) the application 15th calendar day immediately preceding such Interest Payment Date if any of the proceeds of a payment in respect of such bonds of the __________ Series) shall, to the extent thereof, be deemed to satisfy and discharge the obligation of the Company, if any, to make a payment of principal of such bonds of the _________ Series which is then due. The Trustee may conclusively presume that the obligation of the Company to pay the principal of the bonds _________ Series as the same shall become due and payable, whether at maturity, upon redemption or otherwise, shall have been fully satisfied and discharged unless and until it shall have received a written notice from the 1996 Indenture Trustee, signed by an authorized officer thereof, stating that the principal of specified bonds of the ___________ Series has become due and payable and has not been fully paid, and specifying the amount of funds required to make such payment. (III) Bonds of the Series shall be redeemable in whole at any time, or in part from time to time, prior to maturity, either at the option of the Company or by the application (either at the option of the Company or pursuant to the requirements of the Mortgage) of cash delivered to or deposited with the Corporate Trustee pursuant to the provisions of Section 39 or Section 64 of the Mortgage or with the Proceeds of Released Property in any case at a redemption price equal to 100% of the principal amount thereof. In the event that any bonds of the ___________ Series have are not held by a stated maturity date subsequent to the stated maturity date of the securities authenticated and delivered under the 1996 Indenture depository in book-entry only form. Interest on the basis of the delivery to the 1996 Indenture Trustee of such bonds of the __________ Series, such bonds of the __________ Series shall be redeemed on the stated maturity date of such securities at a redemption price equal to 100% of the principal amount thereof. In the event that any securities authenticated and delivered under the 1996 Indenture on the basis of the delivery to the 1996 Indenture Trustee of bonds of the ___________ Series are to be redeemed pursuant to any provisions contained in such securities for the mandatory redemption thereof (pursuant to a sinking fund or otherwise) or for the redemption thereof at the option of the holder, such bonds of the ________ Series shall be redeemed in a corresponding principal amount on the date fixed for such redemption of such securities at a redemption price equal to 100% of the principal amount thereof. If less than all the bonds of the _________ Series are to be redeemed pursuant to the first paragraph of this subsection (III), the bonds to be redeemed shall be selected from bonds having the stated maturity dates and redemption provisions, and in the principal amounts, designated to the Trustee by the Company. Notwithstanding the provisions of Section 52 of the Mortgage, no notice of any redemption of bonds of the __________ Series shall be required will accrue from and including ____________, ____ to be given. but excluding _______, ____ and, thereafter, from and including the last Interest Payment Date to which interest has been paid or duly provided for (IV) At the option of the registered owner, any bonds of the Series, upon surrender thereof for cancellation at the office or agency of the Company in the Borough of Manhattan, The City of New York, shall be exchangeable for a like aggregate principal amount of bonds of the same series of other authorized denominations which have the same stated maturity date and redemption provisions, if any. Bonds of the Series shall be transferable, upon the surrender thereof for cancellation, together with a written instrument of transfer in form approved by the registrar duly executed by the registered owner or by his duly authorized attorney, at the office or agency of the Company in the Borough of Manhattan, The City of New York; provided, however, that no interest has been paid on the bonds of the _____________________ Series, from ________________) to but excluding the next succeeding Interest Payment Date. No interest will accrue on a bond of the _____________________ Series shall not be transferable by for the 1996 Indenture Trustee except to a successor trustee under the 1996 Indentureday on which such bond matures. The amount of interest payable for any period will be computed on the basis of a 360-day year consisting of twelve 30-day months. The amount of interest payable for any period shorter than a full semi-annual period for which interest is computed will be computed on the basis of the number of days in the period using 30-day calendar months. If any date on which interest, principal or premium, if any, is payable on the bonds of the __________ Series may bear such legends as may be necessary to comply with an law or with any rules or regulations made pursuant thereto or with the rules or regulations of any securities exchange or to conform to usage with respect thereto. The Company hereby waives any right to make a charge for any exchange or transfer of bonds of the ____________ SeriesSeries falls on a day that is not a Business Day, then payment of the interest, principal or premium payable on that date will be made on the next succeeding day which is a Business Day, and without any interest or other payment in respect of such delay. A “Business Day” is any day that is not a Saturday, a Sunday, or a day on which banking institutions or trust companies in New York City are generally authorized or required by law or executive order to remain closed. 1 The provisions in this Section 1 will be inserted in supplemental indentures relating to the issuance of First Mortgage Bonds, provided that bracketed language may change.