0001193125-12-257047 Sample Contracts

TAMPA ELECTRIC COMPANY
Underwriting Agreement • June 1st, 2012 • Tampa Electric Co • Electric services • New York

Tampa Electric Company, a Florida corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule A hereto (the “Underwriters”), for whom BNY Mellon Capital Markets, LLC, Mitsubishi UFJ Securities (USA), Inc., SunTrust Robinson Humphrey, Inc. and Wells Fargo Securities, LLC are acting as representatives (the “Representatives”), an aggregate principal amount of $300,000,000 of 4.100% Notes due 2042 (the “Notes”). The Notes will be issued pursuant to an indenture dated as of July 1, 1998 (the “Base Indenture”) between the Company and The Bank of New York, as trustee (the “Indenture Trustee”), as heretofore amended and as amended and supplemented by the ninth supplemental indenture dated as of May 31, 2012 (the Base Indenture, as so supplemented and amended, being referred to herein as the “Indenture”).

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