SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
  
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
CUTLER PAUL I

(Last) (First) (Middle)
FPL GROUP, INC.
700 UNIVERSE BOULEVARD

(Street)
JUNO BEACH FL 33408

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
FPL GROUP INC [ FPL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) X Other (specify below)
Treasurer Treasurer of Sub
3. Date of Earliest Transaction (Month/Day/Year)
01/03/2005
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 4,071 I By Thrift Plans Trust
Common Stock 01/03/2005 A(1) 1,500 A $0(2) 2,766 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy) (3) (3) (3) Common Stock (3) 2,500(3) D
Employee Stock Option (Right to Buy) (4) (4) (4) Common Stock (4) 3,800(4) D
Employee Stock Option (Right to Buy) (5) (5) (5) Common Stock (5) 6,000(5) D
Employee Stock Option (Right to Buy) (6) (6) (6) Common Stock (6) 6,000(6) D
Employee Stock Option (Right to Buy) (7) (7) (7) Common Stock (7) 5,000(7) D
Employee Stock Option (Right to Buy) $73.9 01/03/2005 A 4,000 (8) 01/03/2015 Common Stock 4,000 $0(2) 4,000 D
Explanation of Responses:
1. Restricted stock grant made pursuant to the Amended and Restated Long Term Incentive Plan of the Issuer, exempt under Rule 16b-3.
2. Not applicable.
3. On February 28, 2000, the reporting person was granted an option to purchase 2,500 shares of FPL Group, Inc. common stock with an exercise price of $38.125 per share. The option (i) is fully vested and (ii) expires on February 28, 2010.
4. On February 28, 2001, the reporting person was granted an option to purchase 3,800 shares of FPL Group, Inc. common stock with an exercise price of $65.13 per share. The option (i) is fully vested and (ii) expires on February 28, 2011.
5. On March 4, 2002, the reporting person was granted an option to purchase 6,000 shares of FPL Group, Inc. common stock with an exercise price of $54.61 per share. The option (i) vests on March 4, 2005 and (ii) expires on March 4, 2012.
6. On March 4, 2003, the reporting person was granted an option to purchase 6,000 shares of FPL Group, Inc. common stock with an exercise price of $56.76 per share. The option (i) vests on March 4, 2006 and (ii) expires on March 4, 2013.
7. On February 12, 2004, the reporting person was granted an option to purchase 5,000 shares of FPL Group, Inc. common stock with an exercise price of $64.92 per share. The option (i) vests as to 1,667 shares (on a cumulative basis) on each anniversary of the date of grant beginning on the first anniversary of the date of grant and (ii) expires on February 12, 2014.
8. The option shall vest as to 1,334 shares (on a cumulative basis) on each anniversary of the date of grant beginning on the first anniversary of the date of grant.
Remarks:
DENNIS P. COYLE (Attorney-in-Fact) 01/04/2005
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.