10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period endedSeptember 30, 2010

Commission File Number	Exact name of registrants as specified in their charters, address of principal executive offices and registrants' telephone number	IRS Employer Identification Number
1-8841	NEXTERA ENERGY, INC.	59-2449419
2-27612	FLORIDA POWER & LIGHT COMPANY	59-0247775
	700 Universe Boulevard Juno Beach, Florida 33408 (561) 694-4000

State or other jurisdiction of incorporation or organization:  Florida

Indicate by check mark whether the registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months and (2) have been subject to such filing requirements for the past 90 days.

NextEra Energy, Inc.    Yes þ    No ¨                                                                      Florida Power & Light Company    Yes þ & #160;  No ¨

Indicate by check mark whether the registrants have submitted electronically and posted on their corporate website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrants were required to submit and post such files).

NextEra Energy, Inc.    Yes þ    No ¨                                                                      Florida Power & Light Company    Yes ¨ & #160;  No ¨

Indicate by check mark whether the registrants are a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Securities Exchange Act of 1934.

NextEra Energy, Inc.	Large Accelerated Filer þ	Accelerated Filer ¨	Non-Accelerated Filer ¨	Smaller Reporting Company ¨
Florida Power & Light Company	Large Accelerated Filer ¨	Accelerated Filer ¨	Non-Accelerated Filer þ	Smaller Reporting Company ¨

Indicate by check mark whether the registrants are shell companies (as defined in Rule 12b-2 of the Securities Exchange Act of 1934).   Yes ¨   No þ

The number of shares outstanding of NextEra Energy, Inc. common stock, as of the latest practicable date:  common stock, $0.01 par value, outstanding as of September 30, 2010:  418,420,348 shares.

As of September 30, 2010, there were issued and outstanding 1,000 shares of Florida Power & Light Company common stock, without par value, all of which were held, beneficially and of record, by NextEra Energy, Inc.

¾¾¾¾¾¾¾¾¾¾¾¾¾¾

This combined Form 10-Q represents separate filings by NextEra Energy, Inc. and Florida Power & Light Company.  Information contained herein relating to an individual registrant is filed by that registrant on its own behalf.  Florida Power & Light Company makes no representations as to the information relating to NextEra Energy, Inc.'s other operations.

Florida Power & Light Company meets the conditions set forth in General Instruction H.(1)(a) and (b) of Form 10-Q and is therefore filing this Form with the reduced disclosure format.

TABLE OF CONTENTS

		Page No.
Forward-Looking Statements		2
	PART I - FINANCIAL INFORMATION
Item 1.	Financial Statements	5
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	34
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	50
Item 4.	Controls and Procedures	50
	PART II - OTHER INFORMATION
Item 1.	Legal Proceedings	50
Item 1A.	Risk Factors	50
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	51
Item 6.	Exhibits	52
Signatures		53

NextEra Energy, Inc. (formerly known as FPL Group, Inc.), Florida Power & Light Company, FPL Group Capital Inc and NextEra Energy Resources, LLC each has subsidiaries and affiliates with names that may include NextEra Energy, FPL, NextEra Energy Resources, FPL Energy, FPLE and similar references.  For convenience and simplicity, in this report the terms NextEra Energy, FPL, FPL Group Capital and NextEra Energy Resources are sometimes used as abbreviated references to specific subsidiaries, affiliates or groups of subsidiaries or affiliates.  The precise meaning depends on the context.

FORWARD-LOOKING STATEMENTS

This report includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  Any statements that express, or involve discussions as to, expectations, beliefs, plans, objectives, assumptions, strategies, future events or performance (often, but not always, through the use of words or phrases such as will, will likely result, are expected to, will continue, is anticipated, aim, believe, could, should, would, estimated, may, plan, potential, projection, target, outlook, predict and intend or words of similar meaning) are not statements of historical facts and may be forward-looking.  Forward-looking statements involve estimates, assumptions and uncertainties.  Accordingly, any such statements are qualified in their entirety by reference to , and are accompanied by, the following important factors (in addition to any assumptions and other factors referred to specifically in connection with such forward-looking statements) that could have a significant impact on NextEra Energy, Inc.'s (NextEra Energy) and/or Florida Power & Light Company's (FPL) operations and financial results, and could cause NextEra Energy's and/or FPL's actual results to differ materially from those contained or implied in forward-looking statements made by or on behalf of NextEra Energy and/or FPL in this combined Form 10-Q, in presentations, on their respective websites, in response to questions or otherwise.

· NextEra Energy’s and FPL’s results of operations may be adversely affected by the extensive regulation of their businesses.

· NextEra Energy’s and FPL’s financial performance could be negatively affected if FPL is unable to recover, in a timely manner, certain costs, a return on certain assets or an appropriate return on capital from its customers through regulated rates and cost recovery clauses.

· NextEra Energy and FPL are subject to federal regulatory compliance and proceedings which have significant compliance costs and expose them to substantial monetary penalties and other sanctions.

· NextEra Energy and FPL may be adversely affected by increased governmental and regulatory scrutiny or negative publicity.

· NextEra Energy’s and FPL’s businesses are subject to risks associated with legislative and regulatory initiatives.

· NextEra Energy and FPL are subject to numerous environmental laws and regulations that require capital expenditures, increase their cost of operations and may expose them to liabilities.

· NextEra Energy’s and FPL’s businesses could be negatively affected by federal or state laws or regulations mandating new or additional limits on the production of greenhouse gas emissions.

2

· The operation and maintenance of nuclear generation facilities involve risks that could result in fines or the closure of nuclear units owned by FPL or NextEra Energy Resources, LLC (NextEra Energy Resources) and in increased costs and capital expenditures.

· NextEra Energy’s and FPL’s operating results could suffer if they do not proceed with projects under development or are unable to complete the construction of, and capital improvements to, generation, transmission, distribution and other facilities on schedule and within budget.

· The operation and maintenance of power generation, transmission and distribution facilities involve significant risks that could adversely affect the results of operations and financial condition of NextEra Energy and FPL.

· NextEra Energy’s competitive energy business is subject to development and operating risks that could limit the revenue growth of this business and have other negative effects on NextEra Energy’s results of operations and financial condition.

· NextEra Energy’s competitive energy business is dependent on continued public policy support and governmental support for renewable energy, particularly wind and solar projects.

· NextEra Energy and FPL are subject to credit and performance risk from customers and suppliers.

· NextEra Energy’s and FPL’s results of operations may continue to be negatively affected by slower customer growth and customer usage in FPL’s service area.

· NextEra Energy’s and FPL’s financial position and results of operations are subject to risks associated with weather conditions, such as the impact of severe weather.

· Disruptions, uncertainty or volatility in the credit and capital markets may negatively affect NextEra Energy’s and FPL’s ability to fund their liquidity and capital needs and to meet their growth objectives, and can also adversely impact the results of operations and financial condition of NextEra Energy and FPL and exert downward pressure on the market price of NextEra Energy’s common stock.

· NextEra Energy’s, FPL Group Capital Inc’s (FPL Group Capital) and FPL’s inability to maintain their current credit ratings may adversely affect NextEra Energy’s and FPL’s liquidity, limit the ability of NextEra Energy and FPL to grow their businesses, and increase interest costs, while the liquidity of the companies also could be impaired by the inability of their credit providers to maintain their current credit ratings or to fund their credit commitments.

· The use of derivative contracts by NextEra Energy and FPL in the normal course of business could result in financial losses or the payment of margin cash collateral that could adversely affect their results of operations or cash flows.

· NextEra Energy’s ability to successfully identify, complete and integrate acquisitions is subject to significant risks, including, but not limited to, the effect of increased competition for acquisitions resulting from the consolidation of the power industry.

· NextEra Energy may be unable to meet its ongoing and future financial obligations and to pay dividends on its common stock if its subsidiaries are unable to pay upstream dividends or repay funds to NextEra Energy or if NextEra Energy is required to perform under guarantees of obligations of its subsidiaries.

· Changes in tax laws, as well as judgments and estimates used in the determination of tax-related asset and liability amounts, could adversely affect NextEra Energy’s and FPL’s results of operations, financial condition and liquidity.

· NextEra Energy’s and FPL’s retail businesses are subject to the risk that sensitive customer data may be compromised, which could result in an adverse impact to their reputation and/or the results of operations of the retail business.

· A failure in NextEra Energy’s and FPL’s operational systems or infrastructure, or those of third parties, could impair their liquidity, disrupt their businesses, result in the disclosure of confidential information and cause losses.

· Threats of terrorism and catastrophic events that could result from terrorism, cyber attacks, or individuals and/or groups attempting to disrupt NextEra Energy’s and FPL’s businesses may impact the operations of NextEra Energy and FPL in unpredictable ways and could adversely affect NextEra Energy’s and FPL’s results of operations, financial condition and liquidity.

· The ability of NextEra Energy and FPL to obtain insurance and the terms of any available insurance coverage could be adversely affected by international, national, state or local events and company-specific events, as well as the financial condition of insurers. NextEra Energy’s and FPL’s insurance coverage may not provide protection against all significant losses.

· The businesses and results of operations of NextEra Energy and FPL could be negatively affected by the lack of a qualified workforce, work strikes or stoppages and increasing personnel costs.

3

· Poor market performance and other economic factors could affect NextEra Energy’s and FPL’s nuclear decommissioning funds’ asset value or defined benefit pension plan’s funded status, which may adversely affect NextEra Energy’s and FPL’s liquidity and financial results.

· Increasing costs associated with health care plans may adversely affect NextEra Energy's and FPL's results of operations, financial position and liquidity.

These factors should be read together with the risk factors included in Part II, Item 1A. Risk Factors in NextEra Energy's and FPL's Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2010 (March 2010 Form 10-Q) and investors should refer to that section of the March 2010 Form 10-Q.  Any forward-looking statement speaks only as of the date on which such statement is made, and NextEra Energy and FPL undertake no obligation to update any forward-looking statement to reflect events or circumstances, including unanticipated events, after the date on which such statement is made, unless otherwise required by law.  New factors emerge from time to time and it is not possible for management to predict all of such factors, nor can it assess the impact of each such factor on the busi ness or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained or implied in any forward-looking statement.

Website Access to U.S. Securities and Exchange Commission (SEC) Filings.  NextEra Energy and FPL make their SEC filings, including the annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and any amendments to those reports, available free of charge on NextEra Energy's internet website, www.nexteraenergy.com, as soon as reasonably practicable after they are electronically filed with or furnished to the SEC.  Information on NextEra Energy's website (or any of its subsidiaries' websites) is not incorporated by reference in this combined Form 10-Q.  The SEC maintains an internet website at www.sec.gov that contains reports, proxy statements and other information about NextEra Ene rgy and FPL filed electronically with the SEC.

4

PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements

NEXTERA ENERGY, INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(millions, except per share amounts)

(unaudited)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2010			2009			2010			2009
OPERATING REVENUES	$	4,691		$	4,473		$	11,904		$	11,988
OPERATING EXPENSES
Fuel, purchased power and interchange		1,991			2,164			4,795			5,773
Other operations and maintenance		712			682			2,123			1,972
Depreciation and amortization		531			433			1,330			1,277
Taxes other than income taxes and other		332			345			883			929
Total operating expenses		3,566			3,624			9,131			9,951
OPERATING INCOME		1,125			849			2,773			2,037
OTHER INCOME (DEDUCTIONS)
Interest expense		(247	)		(204	)		(732	)		(631	)
Equity in earnings of equity method investees		33			29			56			49
Allowance for equity funds used during construction		10			15			25			46
Interest income		22			15			69			58
Gains on disposal of assets - net		13			12			61			24
Other than temporary impairment losses on securities held in nuclear decommissioning funds		(1	)		-			(16	)		(54	)
Other - net		5			(1	)		(10	)		10
Total other deductions - net		(165	)		(134	)		(547	)		(498	)
INCOME BEFORE INCOME TAXES		960			715			2,226			1,539
INCOME TAXES		240			182			532			272
NET INCOME	$	720		$	533		$	1,694		$	1,267
Earnings per share of common stock:
Basic	$	1.75		$	1.32		$	4.14		$	3.14
Assuming dilution	$	1.74		$	1.31		$	4.11		$	3.12
Dividends per share of common stock	$	0.50		$	0.4725		$	1.50		$	1.4175
Weighted-average number of common shares outstanding:
Basic		410.9			405.1			409.1			403.7
Assuming dilution		413.7			408.0			411.6			406.4

This report should be read in conjunction with the Notes to Condensed Consolidated Financial Statements (Notes) herein and the Notes to Consolidated Financial Statements appearing in NextEra Energy's and FPL's Annual Report on Form 10-K for the year ended December 31, 2009 (2009 Form 10-K).

5

NEXTERA ENERGY, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(millions)

(unaudited)

	September 30, 2010			December 31, 2009
PROPERTY, PLANT AND EQUIPMENT
Electric utility plant in service and other property	$	47,489		$	46,330
Nuclear fuel		1,488			1,414
Construction work in progress		4,382			2,425
Less accumulated depreciation and amortization		(15,058	)		(14,091	)
Total property, plant and equipment - net ($2,425 related to VIEs at September 30, 2010)		38,301			36,078
CURRENT ASSETS
Cash and cash equivalents		791			238
Customer receivables, net of allowances of $24 and $23, respectively		1,595			1,431
Other receivables, net of allowances of $1 and $1, respectively		525			816
Materials, supplies and fossil fuel inventory		895			877
Regulatory assets:
Deferred clause and franchise expenses		416			69
Securitized storm-recovery costs		73			69
Derivatives		391			68
Other		4			3
Derivatives		724			357
Other		362			409
Total current assets		5,776			4,337
OTHER ASSETS
Special use funds		3,590			3,390
Other investments		1,028			935
Prepaid benefit costs		1,232			1,184
Regulatory assets:
Securitized storm-recovery costs ($365 related to a VIE at September 30, 2010)		596			644
Other		354			265
Other		1,857			1,625
Total other assets		8,657			8,043
TOTAL ASSETS	$	52,734		$	48,458
CAPITALIZATION
Common stock	$	4		$	4
Additional paid-in capital		5,283			5,055
Retained earnings		8,817			7,739
Accumulated other comprehensive income		47			169
Total common shareholders' equity		14,151			12,967
Long-term debt ($1,145 related to VIEs at September 30, 2010)		17,680			16,300
Total capitalization		31,831			29,267
CURRENT LIABILITIES
Commercial paper		1,085			2,020
Current maturities of long-term debt		1,703			569
Accounts payable		1,099			992
Customer deposits		631			613
Accrued interest and taxes		712			466
Regulatory liabilities:
Deferred clause and franchise revenues		47			377
Other		2			2
Derivatives		818			221
Other		1,090			1,189
Total current liabilities		7,187			6,449
OTHER LIABILITIES AND DEFERRED CREDITS
Asset retirement obligations		2,482			2,418
Accumulated deferred income taxes		5,149			4,860
Regulatory liabilities:
Accrued asset removal costs		2,230			2,251
Asset retirement obligation regulatory expense difference		725			671
Other		316			260
Derivatives		449			170
Other ($953 related to VIEs at September 30, 2010)		2,365			2,112
Total other liabilities and deferred credits		13,716			12,742
COMMITMENTS AND CONTINGENCIES
TOTAL CAPITALIZATION AND LIABILITIES	$	52,734		$	48,458

This report should be read in conjunction with the Notes herein and the Notes to Consolidated Financial Statements appearing in the 2009 Form 10-K for NextEra Energy and FPL.

6

NEXTERA ENERGY, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(millions)

(unaudited)

	Nine Months Ended September 30,
	2010			2009
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$	1,694		$	1,267
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization		1,330			1,277
Nuclear fuel amortization		214			186
Unrealized (gains) losses on marked to market energy contracts		(499	)		63
Deferred income taxes		336			182
Cost recovery clauses and franchise fees		(679	)		417
Equity in earnings of equity method investees		(56	)		(49	)
Distributions of earnings from equity method investees		32			33
Changes in operating assets and liabilities:
Customer receivables		(157	)		(146	)
Other receivables		(133	)		14
Materials, supplies and fossil fuel inventory		(17	)		74
Other current assets		(50	)		(32	)
Other assets		114			(44	)
Accounts payable		102			(99	)
Customer deposits		18			26
Margin cash collateral		136			(191	)
Income taxes		117			39
Interest and other taxes		233			229
Other current liabilities		(5	)		(61	)
Other liabilities		(21	)		8
Other - net		60			133
Net cash provided by operating activities		2,769			3,326
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures of FPL		(2,044	)		(1,841	)
Independent power and other investments of NextEra Energy Resources		(1,837	)		(1,884	)
Cash grants under the American Recovery and Reinvestment Act of 2009		556			-
Funds received from a spent fuel settlement		44			86
Nuclear fuel purchases		(157	)		(278	)
Other capital expenditures		(51	)		(37	)
Sale of independent power investments		16			15
Proceeds from sale of securities in special use funds		4,092			2,713
Purchases of securities in special use funds		(4,177	)		(2,783	)
Proceeds from sale of other securities		580			542
Purchases of other securities		(578	)		(556	)
Other - net		-			5
Net cash used in investing activities		(3,556	)		(4,018	)
CASH FLOWS FROM FINANCING ACTIVITIES
Issuances of long-term debt		3,018			2,389
Retirements of long-term debt		(571	)		(1,412	)
Proceeds from sale of differential membership interests		261			-
Net change in short-term debt		(935	)		(284	)
Issuances of common stock - net		184			186
Dividends on common stock		(616	)		(574	)
Other - net		(1	)		16
Net cash provided by financing activities		1,340			321
Net increase (decrease) in cash and cash equivalents		553			(371	)
Cash and cash equivalents at beginning of period		238			535
Cash and cash equivalents at end of period	$	791		$	164
SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES
Accrued property additions	$	610		$	845

This report should be read in conjunction with the Notes herein and the Notes to Consolidated Financial Statements appearing in the 2009 Form 10-K for NextEra Energy and FPL.

7

FLORIDA POWER & LIGHT COMPANY

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(millions)

(unaudited)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2010			2009			2010			2009
OPERATING REVENUES	$	3,116		$	3,301		$	8,024		$	8,738
OPERATING EXPENSES
Fuel, purchased power and interchange		1,504			1,786			3,816			4,810
Other operations and maintenance		399			392			1,196			1,108
Depreciation and amortization		333			263			754			786
Taxes other than income taxes and other		296			306			780			821
Total operating expenses		2,532			2,747			6,546			7,525
OPERATING INCOME		584			554			1,478			1,213
OTHER INCOME (DEDUCTIONS)
Interest expense		(91	)		(78	)		(270	)		(235	)
Allowance for equity funds used during construction		10			15			25			46
Other - net		(1	)		(5	)		(1	)		(9	)
Total other deductions - net		(82	)		(68	)		(246	)		(198	)
INCOME BEFORE INCOME TAXES		502			486			1,232			1,015
INCOME TAXES		194			180			468			369
NET INCOME	$	308		$	306		$	764		$	646

This report should be read in conjunction with the Notes herein and the Notes to Consolidated Financial Statements appearing in the 2009 Form 10-K for NextEra Energy and FPL.

8

FLORIDA POWER & LIGHT COMPANY

CONDENSED CONSOLIDATED BALANCE SHEETS

(millions)

(unaudited)

	September 30, 2010			December 31, 2009
ELECTRIC UTILITY PLANT
Plant in service	$	29,286		$	28,677
Nuclear fuel		726			756
Construction work in progress		2,312			1,549
Less accumulated depreciation and amortization		(10,992	)		(10,578	)
Total electric utility plant - net		21,332			20,404
CURRENT ASSETS
Cash and cash equivalents		37			83
Customer receivables, net of allowances of $21 and $21, respectively		920			838
Other receivables, net of allowances of $1 and $1, respectively		209			182
Materials, supplies and fossil fuel inventory		541			529
Regulatory assets:
Deferred clause and franchise expenses		416			69
Securitized storm-recovery costs		73			69
Derivatives		391			68
Other		152			123
Total current assets		2,739			1,961
OTHER ASSETS
Special use funds		2,548			2,408
Prepaid benefit costs		1,047			1,017
Regulatory assets:
Securitized storm-recovery costs ($365 related to a VIE at September 30, 2010)		596			644
Other		305			214
Other		173			164
Total other assets		4,669			4,447
TOTAL ASSETS	$	28,740		$	26,812
CAPITALIZATION
Common stock	$	1,373		$	1,373
Additional paid-in capital		5,053			4,393
Retained earnings		3,183			2,670
Total common shareholder's equity		9,609			8,436
Long-term debt ($486 related to a VIE at September 30, 2010)		6,278			5,794
Total capitalization		15,887			14,230
CURRENT LIABILITIES
Commercial paper		240			818
Current maturities of long-term debt		45			42
Accounts payable		637			539
Customer deposits		625			607
Accrued interest and taxes		788			303
Regulatory liabilities - deferred clause and franchise revenues		47			377
Derivatives		400			77
Other		541			659
Total current liabilities		3,323			3,422
OTHER LIABILITIES AND DEFERRED CREDITS
Asset retirement obligations		1,907			1,833
Accumulated deferred income taxes		3,696			3,509
Regulatory liabilities:
Accrued asset removal costs		2,230			2,251
Asset retirement obligation regulatory expense difference		725			671
Other		302			244
Other		670			652
Total other liabilities and deferred credits		9,530			9,160
COMMITMENTS AND CONTINGENCIES
TOTAL CAPITALIZATION AND LIABILITIES	$	28,740		$	26,812

This report should be read in conjunction with the Notes herein and the Notes to Consolidated Financial Statements appearing in the 2009 Form 10-K for NextEra Energy and FPL.

9

FLORIDA POWER & LIGHT COMPANY

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(millions)

(unaudited)

	Nine Months Ended September 30,
	2010			2009
CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$	764		$	646
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization		754			786
Nuclear fuel amortization		102			93
Deferred income taxes		242			383
Cost recovery clauses and franchise fees		(679	)		417
Changes in operating assets and liabilities:
Customer receivables		(83	)		(226	)
Other receivables		(70	)		54
Materials, supplies and fossil fuel inventory		(13	)		13
Other current assets		(35	)		(31	)
Other assets		19			(82	)
Accounts payable		130			(44	)
Customer deposits		19			26
Income taxes		162			(228	)
Interest and other taxes		232			224
Other current liabilities		30			(24	)
Other liabilities		9			32
Other - net		29			(8	)
Net cash provided by operating activities		1,612			2,031
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures		(2,044	)		(1,841	)
Cash grants under the American Recovery and Reinvestment Act of 2009		131			-
Funds received from a spent fuel settlement		32			71
Nuclear fuel purchases		(62	)		(132	)
Proceeds from sale of securities in special use funds		3,051			1,940
Purchases of securities in special use funds		(3,114	)		(1,982	)
Other - net		31			(1	)
Net cash used in investing activities		(1,975	)		(1,945	)
CASH FLOWS FROM FINANCING ACTIVITIES
Issuances of long-term debt		523			505
Retirements of long-term debt		(42	)		(263	)
Net change in short-term debt		(578	)		54
Capital contributions from NextEra Energy		660			-
Dividends		(250	)		(485	)
Other - net		4			17
Net cash provided by (used in) financing activities		317			(172	)
Net decrease in cash and cash equivalents		(46	)		(86	)
Cash and cash equivalents at beginning of period		83			120
Cash and cash equivalents at end of period	$	37		$	34
SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING AND FINANCING ACTIVITIES
Accrued property additions	$	237		$	318

This report should be read in conjunction with the Notes herein and the Notes to Consolidated Financial Statements appearing in the 2009 Form 10-K for NextEra Energy and FPL.

10

NEXTERA ENERGY, INC. AND FLORIDA POWER & LIGHT COMPANY

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

The accompanying condensed consolidated financial statements should be read in conjunction with the 2009 Form 10-K for NextEra Energy and FPL.  In the opinion of NextEra Energy and FPL management, all adjustments (consisting of normal recurring accruals) considered necessary for fair financial statement presentation have been made.  Certain amounts included in the prior year's condensed consolidated financial statements have been reclassified to conform to the current year's presentation.  The results of operations for an interim period generally will not give a true indication of results for the year.

1.  Employee Retirement Benefits

NextEra Energy sponsors a qualified noncontributory defined benefit pension plan for substantially all employees of NextEra Energy and its subsidiaries and has a supplemental executive retirement plan (SERP), which includes a non-qualified supplemental defined benefit pension component that provides benefits to a select group of management and highly compensated employees (collectively, pension benefits).  In addition to providing pension benefits, NextEra Energy sponsors a contributory postretirement plan for health care and life insurance benefits (other benefits) for retirees of NextEra Energy and its subsidiaries meeting certain eligibility requirements.

The components of net periodic benefit (income) cost for the plans are as follows:

	Pension Benefits						Other Benefits						Pension Benefits						Other Benefits
	Three Months Ended September 30,												Nine Months Ended September 30,
	2010			2009			2010			2009			2010			2009			2010			2009
										(millions)
Service cost	$	15		$	13		$	1		$	2		$	45		$	38		$	4		$	4
Interest cost		25			27			6			6			76			82			17			18
Expected return on plan assets		(60	)		(60	)		(1	)		(1	)		(180	)		(179	)		(2	)		(2	)
Amortization of transition obligation		-			-			1			1			-			-			3			3
Amortization of prior service benefit		(1	)		(1	)		-			-			(3	)		(3	)		-			-
Amortization of gains		-			(5	)		-			-			-			(17	)		-			-
Net periodic benefit (income) cost at NextEra Energy	$	(21	)	$	(26	)	$	7		$	8		$	(62	)	$	(79	)	$	22		$	23
Net periodic benefit (income) cost at FPL	$	(14	)	$	(18	)	$	6		$	6		$	(41	)	$	(55	)	$	17		$	17

2.  Derivative Instruments

NextEra Energy and FPL use derivative instruments (primarily swaps, options, futures and forwards) to manage the commodity price risk inherent in the purchase and sale of fuel and electricity, as well as interest rate and foreign currency exchange rate risk associated with long-term debt, and to optimize the value of NextEra Energy Resources' power generation assets.

With respect to commodities related to NextEra Energy's competitive energy business, NextEra Energy Resources employs rigorous risk management procedures in order to optimize the value of its power generation assets, provide full energy and capacity requirements services primarily to distribution utilities, and engage in power and gas marketing and trading activities to take advantage of expected future favorable price movements and changes in the expected volatility of prices in the energy markets.  These risk management activities involve the use of derivative instruments executed within prescribed limits to manage the risk associated with fluctuating commodity prices.  Transactions in derivative instruments are executed on recognized exchanges or via the over-the-counter markets, depending on the most favorable credit terms and market execution factors.  For NextEra Energy Resources' power generation assets, derivative instruments are used to hedge the commodity price risk associated with the fuel requirements of the assets, where applicable, as well as to hedge the expected energy output of these assets for the portion of the output that is not covered by long-term power purchase agreements (PPA).  These hedges protect NextEra Energy Resources against adverse changes in the wholesale forward commodity markets associated with its generation assets.  With regard to full energy and capacity requirements services, NextEra Energy Resources is required to vary the quantity of energy and related services based on the load demands of the customer served by the distribution utility.  For this type of transaction, derivative instruments are used to hedge the anticipated electricity quantities required to serve these customers and protect against unfavorable chang es in the forward energy markets.  Additionally, NextEra Energy Resources takes positions in the energy markets based on differences between actual forward market levels and management's view of fundamental market conditions.  NextEra Energy Resources uses derivative instruments to realize value from these market dislocations, subject to strict risk management limits around market, operational and credit exposure.

11

Derivative instruments, when required to be marked to market, are recorded on NextEra Energy's and FPL's condensed consolidated balance sheets as either an asset or liability measured at fair value.  At FPL, substantially all changes in the derivatives' fair value are deferred as a regulatory asset or liability until the contracts are settled, and, upon settlement, any gains or losses are passed through the fuel and purchased power cost recovery clause (fuel clause) or the capacity cost recovery clause (capacity clause).  For NextEra Energy's non-rate regulated operations, predominantly NextEra Energy Resources, unless hedge accounting is applied, essentially all changes in the derivatives' fair value for power purchases and sales and trading activities are recognized on a net basis in operating revenues; fuel purchases and sales are recognized on a net basis in fuel, purchased power and interchange expense; and the equity method investees' related activity is recognized in equity in earnings of equity method investees in NextEra Energy's condensed consolidated statements of income.  Settlement gains and losses are included within the line items in the condensed consolidated statements of income to which they relate.  Settlements related to derivative instruments are primarily recognized in net cash provided by operating activities in NextEra Energy's and FPL's condensed consolidated statements of cash flows.

While most of NextEra Energy Resources' derivatives are entered into for the purpose of managing commodity price risk, and to reduce the impact of volatility in interest rates stemming from changes in variable interest rates on outstanding debt, hedge accounting is only applied where specific criteria are met and it is practicable to do so.  In order to apply hedge accounting, the transaction must be designated as a hedge and it must be highly effective in offsetting the hedged risk.  Additionally, for hedges of commodity price risk, physical delivery for forecasted commodity transactions must be probable.  NextEra Energy believes that, where offsetting positions exist at the same location for the same time, the transactions are considered to have been netted and therefore physical d elivery has been deemed not to have occurred for financial reporting purposes.  Transactions for which physical delivery is deemed not to have occurred are presented on a net basis in the condensed consolidated statements of income.  Generally, NextEra Energy assesses a hedging instrument's effectiveness by using regression analysis for commodity contracts, and nonstatistical methods including dollar value comparisons of the change in the fair value of the derivative to the change in the fair value or cash flows of the hedged item for interest rate swaps and foreign currency derivative instruments.  Hedge effectiveness is tested at the inception of the hedge and on at least a quarterly basis throughout its life.  The effective portion of the gain or loss on a derivative instrument designated as a cash flow hedge is reported as a component of other comprehensive income (OCI) and is reclassified into earnings in the period(s) during which the transaction being hedged aff ects earnings.  See Note 6.  The ineffective portion of net unrealized gains (losses) on these hedges is reported in earnings in the current period.

In January 2010, NextEra Energy discontinued hedge accounting for its cash flow hedges related to commodity derivative instruments.  NextEra Energy continues to apply hedge accounting to certain interest rate and foreign currency hedges.  At September 30, 2010, NextEra Energy's accumulated other comprehensive income (AOCI) included amounts related to the discontinued commodity cash flow hedges which have expiration dates through December 2012.  Additionally, at September 30, 2010, NextEra Energy had interest rate cash flow hedges with expiration dates through January 2027 and foreign currency cash flow hedges with expiration dates through September 2030.

The net fair values of NextEra Energy's and FPL's mark-to-market derivative instrument assets (liabilities) are included in the condensed consolidated balance sheets as follows:

	NextEra Energy						FPL
	September 30, 2010			December 31, 2009			September 30, 2010			December 31, 2009
	(millions)
Current derivative assets(a)	$	724		$	357		$	10	(b)	$	10	(b)
Noncurrent other assets(c)		684			329			1			4
Current derivative liabilities(d)		(818	)		(221	)		(400	)		(77	)
Noncurrent derivative liabilities(e)		(449	)		(170	)		(49	)(f)		(1	)(f)
Total mark-to-market derivative instrument assets (liabilities)	$	141		$	295		$	(438	)	$	(64	)

__________________________________

(a)	At September 30, 2010 and December 31, 2009, NextEra Energy's balances reflect the netting of approximately $13 million and $4 million (none at FPL), respectively, in margin cash collateral received from counterparties.
(b)	Included in current other assets on FPL's condensed consolidated balance sheets.
(c)	At September 30, 2010 and December 31, 2009, NextEra Energy's balances reflect the netting of approximately $51 million and $1 million (none at FPL), respectively, in margin cash collateral received from counterparties.
(d)	At December 31, 2009, NextEra Energy's balance reflects the netting of approximately $75 million (none at FPL) in margin cash collateral provided to counterparties.
(e)	At September 30, 2010, NextEra Energy's balance reflects the netting of approximately $59 million (none at FPL) in margin cash collateral provided to counterparties.
(f)	Included in noncurrent other liabilities on FPL's condensed consolidated balance sheets.

12

At September 30, 2010 and December 31, 2009, NextEra Energy had approximately $24 million and $18 million (none at FPL), respectively, in margin cash collateral received from counterparties that was not offset against derivative assets.  These amounts are included in other current liabilities in the condensed consolidated balance sheets.  Additionally, at September 30, 2010 and December 31, 2009, NextEra Energy had approximately $35 million and $95 million (none at FPL), respectively, in margin cash collateral provided to counterparties that was not offset against derivative liabilities.  These amounts are included in other current assets in the condensed consolidated balance sheets.

As discussed above, NextEra Energy uses derivative instruments to, among other things, manage its commodity price risk, interest rate risk and foreign currency exchange rate risk.  The table above presents NextEra Energy’s and FPL’s net derivative positions at September 30, 2010 and December 31, 2009, which reflect the offsetting of positions of certain transactions within the portfolio, the contractual ability to settle contracts under master netting arrangements and the netting of margin cash collateral.  However, disclosure rules require that the following tables be presented on a gross basis.

The fair values of NextEra Energy's derivatives designated as hedging instruments for accounting purposes are presented below as gross asset and liability values, as required by disclosure rules.  However, the majority of the underlying contracts are subject to master netting arrangements and would not be contractually settled on a gross basis.

	September 30, 2010				December 31, 2009
	Derivative Assets		Derivative Liabilities		Derivative Assets		Derivative Liabilities
	(millions)
Commodity contracts:
Current derivative assets	$	-	$	-	$	54	$	1
Current derivative liabilities		-		-		45		4
Noncurrent other assets		-		-		44		2
Noncurrent derivative liabilities		-		-		8		13
Interest rate swaps:
Current derivative assets		17		-		-		-
Current derivative liabilities		-		57		-		51
Noncurrent other assets		5		-		61		-
Noncurrent derivative liabilities		-		108		-		27
Foreign currency swaps:
Current derivative liabilities		-		7		-		-
Noncurrent other assets		22		-		5		-
Total	$	44	$	172	$	217	$	98

Gains (losses) related to NextEra Energy's cash flow hedges are recorded on NextEra Energy's condensed consolidated financial statements (none at FPL) as follows:

	Three Months Ended September 30,
	2010												2009
	Commodity Contracts			Interest Rate Swaps			Foreign Currency Swaps			Total			Commodity Contracts			Interest Rate Swaps			Foreign Currency Swap			Total
	(millions)
Gains (losses) recognized in OCI	$	-		$	(76	)	$	5		$	(71	)	$	22		$	(37	)	$	8		$	(7	)
Gains (losses) reclassified from AOCI to net income	$	25	(a)	$	(23	)(b)	$	8	(c)	$	10		$	62	(a)	$	(17	)(b)	$	9	(c)	$	54
Gains (losses) recognized in income(d)	$	-		$	-		$	-		$	-		$	4	(a)	$	-		$	-		$	4

__________________________________

(a)	Included in operating revenues.
(b)	Included in interest expense.
(c)	Loss of approximately $1 million is included in interest expense and the balance is included in other - net.
(d)	Represents the ineffective portion of the hedging instrument.

	Nine Months Ended September 30,
	2010												2009
	Commodity Contracts			Interest Rate Swaps			Foreign Currency Swaps			Total			Commodity Contracts			Interest Rate Swaps			Foreign Currency Swap			Total
	(millions)
Gains (losses) recognized in OCI	$	19		$	(181	)	$	9		$	(153	)	$	179		$	12		$	8		$	199
Gains (losses) reclassified from AOCI to net income	$	93	(a)	$	(50	)(b)	$	14	(c)	$	57		$	146	(a)	$	(31	)(b)	$	8	(d)	$	123
Gains (losses) recognized in income(e)	$	1		$	-		$	-		$	1		$	14	(a)	$	-		$	-		$	14

__________________________________

(a)	Included in operating revenues.
(b)	Included in interest expense.
(c)	Loss of approximately $2 million is included in interest expense and the balance is included in other - net.
(d)	Loss of approximately $1 million is included in interest expense and the balance is included in other - net.
(e)	Represents the ineffective portion of the hedging instrument.

13

For the three and nine months ended September 30, 2010, NextEra Energy recorded a gain of $4 million and $8 million, respectively, on three fair value hedges which is reflected in interest expense in the condensed consolidated statements of income and resulted in a corresponding increase in the related debt.  For the three and nine months ended September 30, 2009, NextEra Energy recorded a gain of $1 million and a loss of $4 million, respectively, on a fair value hedge which is reflected in interest expense in the condensed consolidated statements of income and resulted in a corresponding increase in and reduction of the related debt.

The fair values of NextEra Energy's and FPL's derivatives not designated as hedging instruments for accounting purposes are presented below as gross asset and liability values, as required by disclosure rules.  However, the majority of the underlying contracts are subject to master netting arrangements and would not be contractually settled on a gross basis.

	September 30, 2010										December 31, 2009
	NextEra Energy				FPL						NextEra Energy				FPL
	Derivative Assets		Derivative Liabilities		Derivative Assets			Derivative Liabilities			Derivative Assets		Derivative Liabilities		Derivative Assets			Derivative Liabilities
	(millions)
Commodity contracts:
Current derivative assets	$	2,863	$	2,143	$	10	(a)	$	-		$	611	$	303	$	11	(a)	$	1	(a)
Current derivative liabilities		544		1,298		4			404			1,002		1,288		18			95
Noncurrent other assets		889		190		1			-			921		699		4			-
Noncurrent derivative liabilities		1,310		1,710		-			49	(b)		128		260		-			1	(b)
Foreign currency swap:
Noncurrent other assets		9		-		-			-			-		-		-			-
Noncurrent derivative liabilities		-		-		-			-			-		6		-			-
Total	$	5,615	$	5,341	$	15		$	453		$	2,662	$	2,556	$	33		$	97

__________________________________

(a)	Included in current other assets on FPL's condensed consolidated balance sheets.
(b)	Included in noncurrent other liabilities on FPL's condensed consolidated balance sheets.

Gains (losses) related to NextEra Energy's derivatives not designated as hedging instruments are recorded on NextEra Energy's condensed consolidated statements of income (none at FPL) as follows:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2010			2009			2010			2009
	(millions)
Commodity contracts:
Operating revenues	$	354	(a)	$	24	(a)	$	615	(a)	$	156	(a)
Fuel, purchased power and interchange		(104	)		(3	)		(10	)		26
Foreign currency swap:
Other - net		8			9			13			-
Total	$	258		$	30		$	618		$	182

__________________________________

(a)   In addition, for the three and nine months ended September 30, 2010, FPL recorded approximately $306 million and $698 million of losses, respectively, related to commodity contracts as regulatory assets on its condensed consolidated balance sheets.  For the three and nine months ended September 30, 2009, FPL recorded approximately $3 million of gains and $543 million of losses, respectively, related to commodity contracts as regulatory liabilities and regulatory assets, respectively, on its condensed consolidated balance sheets.

The following table represents net notional volumes associated with derivative instruments that are required to be reported at fair value in NextEra Energy's and FPL's condensed consolidated financial statements.  The table includes significant volumes of transactions that have minimal exposure to commodity price changes because they are variably priced agreements.  The table does not present a complete picture of NextEra Energy's and FPL's overall net economic exposure because NextEra Energy and FPL do not use derivative instruments to hedge all of their commodity exposures.  At September 30, 2010, NextEra Energy and FPL had derivative commodity contracts for the following net notional volumes:

Commodity Type	NextEra Energy		FPL
	(millions)
Power	(38	) mwh(a)	-
Natural gas	800	mmbtu(b)	833	mmbtu(b)

__________________________________

(a)	Megawatt-hours
(b)	One million British thermal units

At September 30, 2010, NextEra Energy had 18 interest rate swaps with a notional amount totaling approximately $3.1 billion and three foreign currency swaps with a notional amount totaling approximately $410 million.

14

Certain of NextEra Energy's and FPL's derivative instruments contain credit-risk-related contingent features including, among other things, the requirement to maintain an investment grade credit rating from specified credit rating agencies and certain financial ratios, as well as credit-related cross-default and material adverse change triggers.  At September 30, 2010, the aggregate fair value of NextEra Energy's derivative instruments with credit-risk-related contingent features that were in a liability position was approximately $2.2 billion ($0.5 billion for FPL).

If the credit-risk-related contingent features underlying these agreements and other wholesale commodity contracts were triggered, NextEra Energy or FPL could be required to post collateral or settle contracts according to contractual terms which generally allow netting of contracts in offsetting positions.  Certain contracts contain multiple types of credit-related triggers.  To the extent these contracts contain a credit ratings downgrade trigger, the maximum exposure is included in the following credit ratings collateral posting requirements.  If FPL Group Capital’s or FPL’s credit ratings were downgraded to BBB/Baa2 (a two level downgrade for FPL and a one level downgrade for FPL Group Capital from the current lowest applicable rating), NextEra Energy would be require d to post collateral such that the total posted collateral would be approximately $700 million ($250 million at FPL).  If FPL Group Capital’s and FPL’s credit ratings were downgraded to below investment grade, NextEra Energy would be required to post additional collateral such that the total posted collateral would be approximately $2.6 billion ($1.0 billion at FPL).  Some contracts at NextEra Energy, including some FPL contracts, do not contain credit ratings downgrade triggers, but do contain provisions that require certain financial measures be maintained and/or have credit-related cross-default triggers.  In the event these provisions were triggered, NextEra Energy could be required to post additional collateral of up to approximately $600 million ($100 million at FPL).

Collateral may be posted in the form of cash or credit support.  At September 30, 2010, NextEra Energy had posted approximately $236 million ($18 million at FPL) in the form of letters of credit, related to derivatives, in the normal course of business which could be applied toward the collateral requirements described above.  FPL and FPL Group Capital have bank revolving line of credit facilities in excess of the collateral requirements described above that would be available to support, among other things, derivative activities.  Under the terms of the bank revolving line of credit facilities, maintenance of a specific credit rating is not a condition to drawing on these credit facilities, although there are other conditions to drawing on these credit facilities.

Additionally, some contracts contain certain adequate assurance provisions where a counterparty may demand additional collateral based on subjective events and/or conditions.  Due to the subjective nature of these provisions, NextEra Energy and FPL are unable to determine an exact value for these items and they are not included in any of the quantitative disclosures above.

3.  Fair Value Measurements

NextEra Energy and FPL use several different valuation techniques to measure the fair value of assets and liabilities, relying primarily on the market approach of using prices and other market information for identical and/or comparable assets and liabilities for those assets and liabilities that are measured at fair value on a recurring basis.  NextEra Energy's and FPL's assessment of the significance of any particular input to the fair value measurement requires judgment and may affect their placement within the fair value hierarchy levels.  Non-performance risk is also considered in the determination of fair value for all assets and liabilities measured at fair value, including the consideration of a credit valuation adjustment.

Cash Equivalents - Cash equivalents consist of short-term, highly liquid investments with original maturities of three months or less.  NextEra Energy and FPL primarily hold investments in money market funds.  The fair value of these funds is calculated using current market prices.

Special Use Funds and Other Investments - NextEra Energy and FPL hold primarily debt and equity securities directly, as well as indirectly through commingled funds.  Substantially all directly held equity securities are valued at their quoted market prices.  For directly held debt securities, multiple prices and price types are obtained from pricing vendors whenever possible, which enables cross-provider validations.  A primary price source is identified based on asset type, class or issue of each security.  Commingled funds, which are similar to mutual funds, are maintained by banks or investment companies and hold certain investments in accordance with a stated set of objectives.  The fair value of comming led funds is primarily derived from the quoted prices in active markets of the underlying securities.  Because the fund shares are offered to a limited group of investors, they are not considered to be traded in an active market.

Derivative Instruments - NextEra Energy and FPL measure the fair value of commodity contracts on a daily basis using prices observed on commodities exchanges and in the over-the-counter markets, or through the use of industry-standard valuation techniques, such as option modeling or discounted cash flows techniques, incorporating both observable and unobservable valuation inputs.  The resulting measurements are the best estimate of fair value as represented by the transfer of the asset or liability through an orderly transaction in the marketplace at the measurement date.

15

Exchange-traded derivative assets and liabilities are valued directly using unadjusted quoted prices.  For exchange-traded derivative assets and liabilities where the principal market is deemed to be inactive based on average daily volumes and open interest, the measurement is established using settlement prices from the exchanges, and therefore considered to be valued using significant other observable inputs.

NextEra Energy and FPL also enter into over-the-counter commodity contract derivatives.  The majority of these contracts are transacted at liquid trading points, and the prices for these contracts are verified using quoted prices in active markets from exchanges, brokers or pricing services for similar contracts.  In instances where the reference exchange markets are deemed to be inactive or do not have a similar contract that trades on an exchange, the derivative assets and liabilities may be valued using significant other observable inputs and potentially significant unobservable inputs.  In such instances, the valuation for these contracts is established using techniques including extrapolation from or interpolation between actively traded contracts, or estimated basis adjustments from liquid trading points.

NextEra Energy, through NextEra Energy Resources, also enters into load serving contracts, which, in many cases, meet the definition of derivatives and are measured at fair value.  These contracts typically have one or more inputs that are not observable and are significant to the valuation of the contract.  In addition, certain exchange and non-exchange traded derivative options at NextEra Energy have one or more significant inputs that are not observable, and are valued using industry-standard option models.

In all cases where NextEra Energy and FPL use significant unobservable inputs for the valuation of a commodity contract, consideration is given to the assumptions that market participants would use in valuing the asset or liability.  This includes, but is not limited to, assumptions about market liquidity, volatility and contract duration.

NextEra Energy uses interest rate and foreign currency swaps to mitigate and adjust interest rate and foreign currency exposure related to certain debt issuances and borrowings.  NextEra Energy estimates the fair value of these derivatives using a discounted cash flows valuation technique based on the net amount of estimated future cash inflows and outflows related to the swap agreements.  Non-performance risk is also considered in the determination of fair value for all derivative assets and liabilities, including the consideration of a credit valuation adjustment.

16

NextEra Energy's and FPL's financial assets and liabilities and other fair value measurements made on a recurring basis by fair value hierarchy level are as follows:

	September 30, 2010
	Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1)			Significant Other Observable Inputs (Level 2)				Significant Unobservable Inputs (Level 3)			Netting(a)			Total
	(millions)
Assets:
Cash equivalents:
NextEra Energy - equity securities		$	-		$	646			$	-	$	-		$	646
Special use funds:
NextEra Energy:
Equity securities		$	646		$	1,060	(b)		$	-	$	-		$	1,706
U.S. Government and municipal bonds		$	572		$	81			$	-	$	-		$	653
Corporate debt securities		$	-		$	508			$	-	$	-		$	508
Mortgage-backed securities		$	-		$	543			$	-	$	-		$	543
Other debt securities		$	-		$	107			$	-	$	-		$	107
FPL:
Equity securities		$	113		$	920	(b)		$	-	$	-		$	1,033
U.S. Government and municipal bonds		$	522		$	77			$	-	$	-		$	599
Corporate debt securities		$	-		$	343			$	-	$	-		$	343
Mortgage-backed securities		$	-		$	442			$	-	$	-		$	442
Other debt securities		$	-		$	46			$	-	$	-		$	46
Other investments:
NextEra Energy:
Equity securities		$	3		$	3			$	-	$	-		$	6
U.S. Government and municipal bonds		$	17		$	-			$	-	$	-		$	17
Corporate debt securities		$	-		$	36			$	-	$	-		$	36
Mortgage-backed securities		$	-		$	47			$	-	$	-		$	47
Other		$	5		$	16			$	-	$	-		$	21
Derivatives:
NextEra Energy:
Commodity contracts		$	2,469		$	1,917			$	1,220	$	(4,251	)	$	1,355	(c)
Interest rate swaps		$	-		$	22			$	-	$	-		$	22	(c)
Foreign currency swaps		$	-		$	31			$	-	$	-		$	31	(c)
FPL - commodity contracts		$	-		$	6			$	9	$	(4	)	$	11	(c)
Liabilities:
Derivatives:
NextEra Energy:
Commodity contracts		$	2,497		$	2,186			$	658	$	(4,246	)	$	1,095	(c)
Interest rate swaps		$	-		$	165			$	-	$	-		$	165	(c)
Foreign currency swaps		$	-		$	7			$	-	$	-		$	7	(c)
FPL - commodity contracts		$	-		$	452			$	1	$	(4	)	$	449	(c)

__________________________________

(a)	Includes the effect of the contractual ability to settle contracts under master netting arrangements and margin cash collateral payments and receipts.
(b)	At NextEra Energy, approximately $973 million ($879 million at FPL) are invested in commingled funds whose underlying investments would be Level 1 if those investments were held directly by NextEra Energy or FPL.
(c)	See Note 2 for a reconciliation of net derivatives to NextEra Energy's and FPL's condensed consolidated balance sheets.

17

	December 31, 2009
	Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1)			Significant Other Observable Inputs (Level 2)				Significant Unobservable Inputs (Level 3)			Netting(a)			Total
	(millions)
Assets:
Cash equivalents:
NextEra Energy - equity securities		$	-		$	79			$	-	$	-		$	79
FPL - equity securities		$	-		$	43			$	-	$	-		$	43
Special use funds:
NextEra Energy:
Equity securities		$	657		$	1,048	(b)		$	-	$	-		$	1,705
U.S. Government and municipal bonds		$	275		$	299			$	-	$	-		$	574
Corporate debt securities		$	-		$	452			$	-	$	-		$	452
Mortgage-backed securities		$	-		$	618			$	-	$	-		$	618
Other debt securities		$	-		$	41			$	-	$	-		$	41
FPL:
Equity securities		$	104		$	920	(b)		$	-	$	-		$	1,024
U.S. Government and municipal bonds		$	230		$	278			$	-	$	-		$	508
Corporate debt securities		$	-		$	346			$	-	$	-		$	346
Mortgage-backed securities		$	-		$	503			$	-	$	-		$	503
Other debt securities		$	-		$	27			$	-	$	-		$	27
Other investments:
NextEra Energy:
Equity securities		$	3		$	4			$	-	$	-		$	7
U.S. Government and municipal bonds		$	-		$	38			$	-	$	-		$	38
Corporate debt securities		$	-		$	35			$	-	$	-		$	35
Mortgage-backed securities		$	-		$	31			$	-	$	-		$	31
Other		$	4		$	-			$	-	$	-		$	4
Derivatives:
NextEra Energy		$	988		$	1,089			$	801	$	(2,192	)	$	686	(c)
FPL		$	-		$	20			$	13	$	(19	)	$	14	(c)
Liabilities:
Derivatives:
NextEra Energy		$	1,110		$	1,106			$	437	$	(2,262	)	$	391	(c)
FPL		$	-		$	95			$	2	$	(19	)	$	78	(c)

__________________________________

(a)	Includes the effect of the contractual ability to settle contracts under master netting arrangements and margin cash collateral payments and receipts.
(b)	At NextEra Energy, approximately $918 million ($836 million at FPL) are invested in commingled funds whose underlying investments would be Level 1 if those investments were held directly by NextEra Energy or FPL.
(c)	See Note 2 for a reconciliation of net derivatives to NextEra Energy's and FPL's condensed consolidated balance sheets.

18

The reconciliation of changes in the fair value of derivatives that are based on significant unobservable inputs is as follows:

	Three Months Ended September 30,
	2010						2009
	NextEra Energy			FPL			NextEra Energy			FPL
	(millions)
Fair value of net derivatives based on significant unobservable inputs at June 30	$	347		$	7		$	485		$	8
Realized and unrealized gains (losses):
Included in earnings(a)		173			-			52			-
Included in regulatory assets and liabilities		3			3			(2	)		(2	)
Purchases, sales, settlements and net option premiums		54			(2	)		(157	)		1
Net transfers in/out(b)		(15	)		-			(9	)		-
Fair value of net derivatives based on significant unobservable inputs at September 30	$	562		$	8		$	369		$	7
The amount of gains (losses) for the period included in earnings attributable to the change in unrealized gains (losses) relating to derivatives still held at the reporting date(c)	$	184		$	-		$	54		$	-

¾¾¾¾¾¾¾¾¾¾

(a)	For the three months ended September 30, 2010 and 2009, $171 million and $52 million, respectively, of realized and unrealized gains are reflected in operating revenues in the condensed consolidated statements of income.  For the three months ended September 30, 2010, $2 million of realized and unrealized gains are reflected in fuel, purchased power and interchange in the condensed consolidated statements of income.
(b)	For the three months ended September 30, 2010, gross transfers of $(1) million into Level 3 were a result of decreased observability of market data, and gross transfers of $14 million from Level 3 to Level 2 were a result of increased observability of market data.  NextEra Energy's and FPL's policy is to recognize all transfers at the beginning of the reporting period.
(c)	For the three months ended September 30, 2010 and 2009, $183 million and $54 million, respectively, of unrealized gains are reflected in operating revenues in the condensed consolidated statements of income.  For the three months ended September 30, 2010, $1 million of unrealized gains are reflected in fuel, purchased power and interchange in the condensed consolidated statements of income.

	Nine Months Ended September 30,
	2010						2009
	NextEra Energy			FPL			NextEra Energy			FPL
	(millions)
Fair value of net derivatives based on significant unobservable inputs at December 31 of prior year	$	364		$	11		$	404		$	(1	)
Realized and unrealized gains (losses):
Included in earnings(a)		523			-			437			-
Included in regulatory assets and liabilities		2			2			3			3
Purchases, sales, settlements and net option premiums		(284	)		(5	)		(403	)		6
Net transfers in/out(b)		(43	)		-			(72	)		(1	)
Fair value of net derivatives based on significant unobservable inputs at September 30	$	562		$	8		$	369		$	7
The amount of gains (losses) for the period included in earnings attributable to the change in unrealized gains (losses) relating to derivatives still held at the reporting date(c)	$	381		$	-		$	260		$	-

¾¾¾¾¾¾¾¾¾¾

(a)	For the nine months ended September 30, 2010 and 2009, $515 million and $437 million, respectively, of realized and unrealized gains are reflected in operating revenues in the condensed consolidated statements of income.  For the nine months ended September 30, 2010, $8 million of realized and unrealized gains are reflected in fuel, purchased power and interchange in the condensed consolidated statements of income.
(b)	For the nine months ended September 30, 2010, gross transfers of $1 million into Level 3 were a result of decreased observability of market data, and gross transfers of $44 million from Level 3 to Level 2 were a result of increased observability of market data.  NextEra Energy's and FPL's policy is to recognize all transfers at the beginning of the reporting period.
(c)	For the nine months ended September 30, 2010 and 2009, $377 million and $260 million, respectively, of unrealized gains are reflected in operating revenues in the condensed consolidated statements of income.  For the nine months ended September 30, 2010, $4 million of unrealized gains are reflected in fuel, purchased power and interchange in the condensed consolidated statements of income.

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4.  Financial Instruments

NextEra Energy and FPL adopted new accounting and disclosure provisions related to other than temporary impairments and the fair value of financial instruments beginning April 1, 2009.  Under the new accounting provisions, an investment in a debt security is required to be assessed for an other than temporary impairment based on whether the entity has an intent to sell or more likely than not will be required to sell the debt security before recovery of its amortized cost basis.  Additionally, if the entity does not expect to recover the amortized cost of a debt security, an impairment is recognized in earnings equal to the estimated credit loss.  For debt securities held as of April 1, 2009 for which an other than temporary impairment had been previously recognized but for which assessment under the new accounting provisions indicated the impairment was temporary, NextEra Energy recorded an adjustment to increase April 1, 2009 retained earnings by approximately $5 million with a corresponding reduction in AOCI.

The carrying amounts of cash equivalents, notes payable and commercial paper approximate their fair values.  At September 30, 2010 and December 31, 2009, other investments of NextEra Energy, not included in the table below, included financial instruments of approximately $55 million and $39 million, respectively, which primarily consist of notes receivable that are carried at estimated fair value or cost, which approximates fair value.

The following estimates of the fair value of financial instruments have been made primarily using available market information.  However, the use of different market assumptions or methods of valuation could result in different estimated fair values.

	September 30, 2010						December 31, 2009
	Carrying Amount			Estimated Fair Value			Carrying Amount			Estimated Fair Value
	(millions)
NextEra Energy:
Special use funds	$	3,590	(a)	$	3,590	(b)	$	3,390	(a)	$	3,390	(b)
Other investments:
Notes receivable	$	530		$	578	(c)	$	534		$	556	(c)
Debt securities	$	116	(d)	$	116	(b)	$	104	(d)	$	104	(b)
Equity securities	$	57		$	125	(e)	$	45		$	105	(e)
Long-term debt, including current maturities	$	19,379		$	20,769	(f)	$	16,869		$	17,256	(f)
Interest rate swaps - net unrealized losses	$	(143	)	$	(143	)(g)	$	(17	)	$	(17	)(g)
Foreign currency swaps - net unrealized gains (losses)	$	24		$	24	(g)	$	(1	)	$	(1	)(g)
FPL:
Special use funds	$	2,548	(a)	$	2,548	(b)	$	2,408	(a)	$	2,408	(b)
Long-term debt, including current maturities	$	6,323		$	7,177	(f)	$	5,836		$	6,055	(f)

__________________________________

(a)	At September 30, 2010, includes $5 million of cash, $53 million of investments accounted for under the equity method and $15 million of loans not measured at fair value on a recurring basis (none, $78 million and $7 million, respectively, for FPL).  For the remaining balance, see Note 3 for classification by major security type.  The amortized cost of debt and equity securities is $1,722 million and $1,369 million, respectively, at September 30, 2010 and $1,638 million and $1,396 million, respectively, at December 31, 2009 ($1,355 million and $865 million, respectively, at September 30, 2010 and $1,344 million and $873 million, respectively, at December 31, 2009 for FPL).
(b)	Based on quoted market prices for these or similar issues.
(c)	Classified as held to maturity.  Based on market prices provided by external sources.  Notes receivable bear interest at variable rates based on an underlying index plus a margin and mature from 2014 to 2029.
(d)	Classified as trading securities.
(e)	Modeled internally based on latest market data.
(f)	Provided by external sources based on market prices indicative of market conditions.
(g)	Modeled internally based on market values using discounted cash flow analysis and credit valuation adjustment.

Special Use Funds - The special use funds consist of FPL's storm fund assets of $126 million and NextEra Energy's and FPL's nuclear decommissioning fund assets of $3,464 million and $2,422 million, respectively, at September 30, 2010.  The majority of investments held in the special use funds consist of equity and debt securities which are classified as available for sale and are carried at estimated fair value (see Note 3).  For FPL's special use funds, consistent with regulatory treatment, market adjustments, including any other than temporary impairment losses, result in a corresponding adjustment to the related regulatory liability accounts.  For NextEra Energy's non-rate regulated operations, market adjustments r esult in a corresponding adjustment to OCI, except for unrealized losses associated with marketable securities considered to be other than temporary, including any credit losses, which are recognized as a loss in NextEra Energy's condensed consolidated statements of income.  Debt securities included in the nuclear decommissioning funds have a weighted-average maturity at September 30, 2010 of approximately six years at both NextEra Energy and FPL.  FPL's storm fund primarily consists of debt securities with a weighted-average maturity at September 30, 2010 of approximately three years.  The cost of securities sold is determined using the specific identification method.

20

The approximate realized gains and losses and proceeds from the sale of available for sale securities are as follows:

	Three Months Ended September 30,								Nine Months Ended September 30, 2010				Six Months Ended September 30, 2009
	2010				2009
	NextEra Energy		FPL		NextEra Energy		FPL		NextEra Energy		FPL		NextEra Energy		FPL
	(millions)
Realized gains	$	23	$	7	$	23	$	10	$	85	$	38	$	33	$	15
Realized losses	$	6	$	4	$	5	$	2	$	21	$	14	$	17	$	13
Proceeds from sale of securities	$	1,029	$	626	$	1,003	$	743	$	4,092	$	3,051	$	1,838	$	1,425

The unrealized gains on available for sale securities are as follows:

	September 30, 2010				December 31, 2009
	NextEra Energy		FPL		NextEra Energy		FPL
	(millions)
Equity securities	$	443	$	276	$	400	$	240
U.S. Government and municipal bonds	$	34	$	32	$	14	$	13
Corporate debt securities	$	35	$	27	$	21	$	16
Mortgage-backed securities	$	24	$	21	$	22	$	18
Other debt securities	$	4	$	3	$	1	$	1

The total unrealized losses on available for sale debt securities and the fair value of available for sale debt securities in an unrealized loss position are as follows:

	September 30, 2010												December 31, 2009
	NextEra Energy(a)						FPL(a)						NextEra Energy(a)				FPL(a)
	Unrealized Losses			Fair Value			Unrealized Losses			Fair Value			Unrealized Losses		Fair Value		Unrealized Losses		Fair Value
	(millions)
U.S. Government and municipal bonds		$	-		$	13		$	-		$	12	$	6	$	255	$	5	$	207
Corporate debt securities		$	1		$	17		$	-		$	3	$	2	$	104	$	1	$	84
Mortgage-backed securities		$	-		$	127		$	1		$	94	$	4	$	225	$	3	$	184
Other debt securities		$	-		$	14		$	-		$	8	$	-	$	10	$	-	$	8

__________________________________

(a)   At September 30, 2010, securities in an unrealized loss position for greater than twelve months were not material to NextEra Energy or FPL.  At December 31, 2009, NextEra Energy had 47 securities in an unrealized loss position for greater than twelve months, including 18 securities for FPL.  The total unrealized loss on these securities was approximately $3 million and the fair value was approximately $37 million for NextEra Energy, including approximately $2 million of unrealized losses with a fair value of approximately $25 million for FPL.  Consistent with regulatory treatment for FPL, marketable securities held in special use funds are classified as available for sale and are carried at market value with market adjustments, including any other than temporary impairment loss es, resulting in a corresponding adjustment to the related regulatory liability accounts.

Regulations issued by the Federal Energy Regulatory Commission (FERC) and the U.S. Nuclear Regulatory Commission (NRC) provide general risk management guidelines to protect nuclear decommissioning funds and to allow such funds to earn a reasonable return.  The FERC regulations prohibit investments in any securities of NextEra Energy or its subsidiaries, affiliates or associates, excluding investments tied to market indices or mutual funds.  Similar restrictions applicable to the decommissioning funds for NextEra Energy Resources' nuclear plants are contained in the NRC operating licenses for those facilities or in NRC regulations applicable to NRC licensees not in cost-of-service environments.  With respect to the decommissioning fund for NextEra Energy Resources' Seabrook Station (S eabrook) nuclear plant, decommissioning fund contributions and withdrawals are also regulated by the Nuclear Decommissioning Financing Committee pursuant to New Hampshire law.

The nuclear decommissioning reserve funds are managed by investment managers who must comply with the guidelines of NextEra Energy and FPL and rules of the applicable regulatory authorities.  The funds' assets are invested giving consideration to taxes, liquidity, risk, diversification and other prudent investment objectives.

Interest Rate and Foreign Currency Swaps - NextEra Energy and its subsidiaries use a combination of fixed rate and variable rate debt to manage interest rate exposure.  Interest rate swaps are used to mitigate and adjust interest rate exposure when deemed appropriate based upon market conditions or when required by financing agreements.  In addition, with respect to certain debt issuances and borrowings, FPL Group Capital has entered into three cross currency swaps, two to hedge against currency movements with respect to both interest and principal payments and one to hedge against currency and interest rate movements with respect to both interest and principal payments.

21

5.  Income Taxes

NextEra Energy's effective income tax rate for the three months ended September 30, 2010 and 2009 was approximately 25% for both periods.  The reduction from the federal statutory rate mainly reflects the benefit of wind production tax credits (PTCs) of approximately $66 million and $50 million, respectively, related to NextEra Energy Resources' wind projects, as well as a one-time income tax benefit of $24 million related to employee benefits.  PTCs can significantly affect NextEra Energy's effective income tax rate depending on the amount of pretax income and wind generation.  The corresponding rates and amounts for the nine months ended September 30, 2010 and 2009 were approximately 24% and 18%, respectively, and approximately $229 million and $190 million, respectively.

NextEra Energy recognizes PTCs as wind energy is generated and sold based on a per kilowatt-hour (kwh) rate prescribed in applicable federal and state statutes, which may differ significantly from amounts computed, on a quarterly basis, using an overall effective income tax rate anticipated for the full year.  NextEra Energy uses this method of recognizing PTCs for specific reasons, including that PTCs are an integral part of the financial viability of most wind projects and a fundamental component of such wind projects' results of operations.

NextEra Energy's effective income tax rate for the three months ended September 30, 2010 and 2009 also reflects a $26 million deferred tax benefit, in each period, associated with grants (convertible investment tax credits (ITCs)) under the American Recovery and Reinvestment Act of 2009 (Recovery Act) for certain wind projects expected to be placed in service.  The corresponding amounts for the nine months ended September 30, 2010 and 2009 are $56 million and $58 million.

6.  Comprehensive Income

NextEra Energy's comprehensive income is as follows:

	Three Months Ended September 30,
	2010			2009
	(millions)
Net income of NextEra Energy	$	720		$	533
Net unrealized gains (losses) on cash flow hedges:
Effective portion of net unrealized losses (net of $25 and $2 tax benefit, respectively)		(46	)		(4	)
Reclassification from AOCI to net income (net of $7 and $23 tax benefit, respectively)		(3	)		(33	)
Net unrealized gains (losses) on available for sale securities:
Net unrealized gains on securities still held (net of $25 and $36 tax expense, respectively)		39			53
Reclassification from AOCI to net income (net of $2 and $3 tax benefit, respectively)		(2	)		(3	)
Defined benefit pension and other benefits plans (net of $1 tax benefit)		-			(1	)
Net unrealized gains on foreign currency translation (net of $5 and $3 tax expense, respectively)		10			6
Comprehensive income of NextEra Energy	$	718		$	551

	Nine Months Ended September 30,
	2010			2009
	(millions)
Net income of NextEra Energy	$	1,694		$	1,267
Net unrealized gains (losses) on cash flow hedges:
Effective portion of net unrealized gains (losses) (net of $55 tax benefit and $80 tax expense, respectively)		(98	)		118
Reclassification from AOCI to net income (net of $27 and $50 tax benefit, respectively)		(30	)		(71	)
Net unrealized gains (losses) on available for sale securities:
Net unrealized gains on securities still held (net of $45 and $71 tax expense, respectively)		26			104
Reclassification from AOCI to net income (net of $9 and $5 tax benefit, respectively)		(17	)		(7	)
Defined benefit pension and other benefits plans (net of $2 tax benefit)		-			(3	)
Net unrealized gains (losses) on foreign currency translation (net of $1 tax benefit and $4 tax expense, respectively)		(3	)		9
Comprehensive income of NextEra Energy	$	1,572		$	1,417

Approximately $3 million of gains included in NextEra Energy's AOCI at September 30, 2010, related to derivative instruments, are expected to be reclassified into earnings within the next twelve months as either the hedged fuel is consumed, electricity is sold or principal and/or interest payments are made.  Such amount assumes no change in fuel prices, power prices, interest rates or scheduled principal payments.  AOCI is separately displayed on the condensed consolidated balance sheets of NextEra Energy.  FPL's comprehensive income is the same as its reported net income.

22

7.  Variable Interest Entities

Effective January 1, 2010, NextEra Energy and FPL adopted new accounting guidance which modified the consolidation model in previous guidance and expanded the disclosures related to variable interest entities (VIE).  An entity is considered to be a VIE when its total equity investment at risk is not sufficient to permit the entity to finance its activities without additional subordinated financial support, or its equity investors, as a group, lack the characteristics of having a controlling financial interest.  A reporting company is required to consolidate a VIE as its primary beneficiary when it has both the power to direct the activities of the VIE that most significantly impact the VIE's economic performance, and the obligation to absorb losses or the right to receive benefits from the VIE that could potentially be significant to the VIE.  Upon adoption of this new accounting guidance, neither NextEra Energy nor FPL was required to consolidate any additional VIEs or deconsolidate any VIEs.  NextEra Energy and FPL evaluate whether an entity is a VIE whenever reconsideration events as defined by the accounting guidance occur.  As of September 30, 2010, NextEra Energy has eight VIEs which it consolidates and has interests in certain other VIEs which it does not consolidate.

FPL - FPL is considered the primary beneficiary of, and therefore consolidates, a VIE that is a wholly-owned bankruptcy remote special purpose subsidiary that it formed in 2007 for the sole purpose of issuing storm-recovery bonds pursuant to the securitization provisions of the Florida Statutes and a financing order of the Florida Public Service Commission (FPSC).  FPL is considered the primary beneficiary because FPL has the power to direct the significant activities of the VIE, and its equity investment, which is subordinate to the bondholder's interest in the VIE, is at risk.  Four hurricanes in 2005 and three hurricanes in 2004 caused major damage in parts of FPL's service territory.  Storm restoration costs incurred by FPL during 2005 and 2004 exceeded the amount in FPL's funded storm and property insurance reserve, resulting in a storm reserve deficiency.  In 2007, the VIE issued $652 million aggregate principal amount of senior secured bonds (storm-recovery bonds), primarily for the after-tax equivalent of the total of FPL's unrecovered balance of the 2004 storm restoration costs, the 2005 storm restoration costs and approximately $200 million to reestablish FPL's storm and property insurance reserve.  In connection with this financing, net proceeds, after debt issuance costs, to the VIE (approximately $644 million) were used to acquire the storm-recovery property, which includes the right to impose, collect and receive a storm-recovery charge from all customers receiving electric transmission or distribution service from FPL under rate schedules approved by the FPSC or under special contracts, certain other rights and interests that arise under the financing order issued by the FPSC and certain other co llateral pledged by the VIE that issued the bonds.  The storm-recovery bonds are payable only from and secured by the storm-recovery property.  The bondholders have no recourse to the general credit of FPL.  The assets of the VIE were approximately $433 million at September 30, 2010 and consisted primarily of storm-recovery property, which is included in securitized storm-recovery costs on NextEra Energy's and FPL's condensed consolidated balance sheets.  The liabilities of the VIE were approximately $535 million at September 30, 2010 and consisted primarily of storm-recovery bonds, which are included in long-term debt on NextEra Energy's and FPL's condensed consolidated balance sheets.

FPL identified a potential VIE, which is considered a qualifying facility as defined by the Public Utility Regulatory Policies Act of 1978, as amended (PURPA).  PURPA requires utilities, such as FPL, to purchase the electricity output of a qualifying facility.  FPL entered into a PPA effective in 1994 with this 250 megawatt (mw) coal-fired qualifying facility to purchase substantially all of the facility's capacity and electrical output over a substantial portion of its estimated useful life.  FPL absorbs a portion of the facility's variability related to changes in the market price of coal through the price it pays per mwh (energy payment).  After making exhaustive efforts, FPL was unable to obtain the information from the facility necessary to determine whether the facili ty is a VIE or whether FPL is the primary beneficiary of the facility.  The PPA with the facility contains no provision which legally obligates the facility to release this information to FPL.  The energy payments paid by FPL will fluctuate as coal prices change.  This fluctuation does not expose FPL to losses since the energy payments paid by FPL to the facility are passed on to FPL's customers through the fuel clause as approved by the FPSC.  Notwithstanding the fact that FPL's energy payments are recovered through the fuel clause, if the facility was determined to be a VIE, the absorption of some of the facility's fuel price variability might cause FPL to be considered the primary beneficiary.  During the three months ended September 30, 2010 and 2009, FPL purchased 462,021 mwh and 458,727 mwh, respectively, from the facility at a total cost of approximately $49 million and $47 million, respectively.  During the nine months ended September&# 160;30, 2010 and 2009, FPL purchased 1,197,563 mwh and 1,267,556 mwh, respectively, from the facility at a total cost of approximately $140 million and $130 million, respectively.

Additionally, FPL entered into a PPA effective 1995 with a 330 mw coal-fired qualifying facility to purchase substantially all of the facility's electrical output over a substantial portion of its estimated useful life.  The facility is considered a VIE because FPL absorbs a portion of the facility’s variability related to changes in the market price of coal through the energy payment.  Since FPL does not control the most significant activities of the facility, including operations and maintenance, FPL is not the primary beneficiary and does not consolidate this VIE.  The energy payments paid by FPL will fluctuate as coal prices change.  This fluctuation does not expose FPL to losses since the energy payments paid by FPL to the facility are passed on to FPL’s cu stomers through the fuel clause as approved by the FPSC.

23

In March 2010, FPL terminated its nuclear fuel lease agreements with a VIE from which it had previously leased nuclear fuel.  Upon termination of the lease agreements, FPL no longer consolidates the VIE since it no longer has a variable interest in the lessor.  Upon deconsolidation, FPL did not recognize any gain or loss and there was no significant effect on NextEra Energy’s and FPL’s condensed consolidated balance sheets.

NextEra Energy Resources - NextEra Energy consolidates six NextEra Energy Resources’ VIEs.  NextEra Energy Resources is considered the primary beneficiary of these VIEs since NextEra Energy Resources controls the most significant activities of these VIEs, including operations and maintenance, and through its 100% equity ownership has the obligation to absorb expected losses of these VIEs.

Three of NextEra Energy Resources’ VIEs consolidate several entities which own and operate natural gas and/or oil electric generating facilities with the capability of producing a total of 1,285 mw.  These VIEs sell their electric output under power sales contracts to third parties, with expiration dates ranging from 2018 through 2022.  The power sales contracts provide the offtaker the ability to dispatch the facilities and require the offtaker to absorb the cost of fuel.  These VIEs use third party debt and/or equity to finance their operations.  The debt is secured by liens against the generating facilities and the other assets of these entities.  The debt holders have no recourse to the general credit of NextEra Energy Resources.  The assets an d liabilities of these VIEs totaled approximately $832 million and $239 million, respectively, at September 30, 2010 and consisted primarily of property, plant and equipment and long-term debt.

The other three NextEra Energy Resources’ VIEs consolidate several entities which own and operate wind electric generating facilities with the capability of producing a total of 1,077 mw and an entity which owns and operates a 78 mile, 230 kilovolt transmission line.  These VIEs sell their electric output under power sales contracts to third parties with expiration dates ranging from 2018 through 2034.  The VIEs use both third-party debt and equity to finance their operations.  Certain investors that hold no equity interest in the VIEs hold differential membership interests, which give them the right to receive a portion of the economic attributes of the generating facilities, including certain tax attributes.  The debt is secured by liens against the generating facil ities and the other assets of these entities.  The debt holders have no recourse to the general credit of NextEra Energy Resources.  The assets and liabilities of these VIEs totaled approximately $1.7 billion and $1.6 billion, respectively, at September 30, 2010, and consisted primarily of property, plant and equipment, and a deferred liability associated with the differential membership interests (recorded in other liabilities on NextEra Energy's condensed consolidated balance sheet) and long-term debt.

Other - As of September 30, 2010, several NextEra Energy subsidiaries have investments totaling approximately $590 million ($405 million at FPL) in certain special purpose entities, which consisted primarily of investments in mortgage-backed securities.  These investments are included in special use funds and other investments on NextEra Energy's condensed consolidated balance sheets and in special use funds on FPL's condensed consolidated balance sheets.  NextEra Energy is considered the primary beneficiary and therefore consolidates one of these entities with total assets of approximately $51 million.  NextEra Energy is considered the primary beneficiary of this entity because FPL and NextEra Energy Resources are each eq ual and the only investors in this entity, and combined they absorb substantially all of the expected losses and residual returns.  With respect to the other entities, NextEra Energy subsidiaries are not the primary beneficiary and therefore do not consolidate any of these entities because NextEra Energy subsidiaries do not control any of the ongoing activities of these entities, were not involved in the initial design of these entities and do not have a controlling financial interest in these entities.

24

8.  Common Stock

Earnings Per Share - The reconciliation of NextEra Energy's basic and diluted earnings per share of common stock is as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2010		2009		2010		2009
	(millions, except per share amounts)
Numerator - net income	$	720	$	533	$	1,694	$	1,267
Denominator:
Weighted-average number of common shares outstanding - basic		410.9		405.1		409.1		403.7
Restricted stock, performance share awards, options, warrants and equity units(a)		2.8		2.9		2.5		2.7
Weighted-average number of common shares outstanding - assuming dilution		413.7		408.0		411.6		406.4
Earnings per share of common stock:
Basic	$	1.75	$	1.32	$	4.14	$	3.14
Assuming dilution	$	1.74	$	1.31	$	4.11	$	3.12

__________________________________

(a)   Performance share awards are included in diluted weighted-average number of common shares outstanding based upon what would be issued if the end of the reporting period was the end of the term of the award.  Restricted stock, performance share awards, options, warrants and equity units are included in diluted weighted-average number of common shares outstanding by applying the treasury stock method.

Common shares issuable pursuant to equity units and stock options, restricted stock and performance share awards which were not included in the denominator above due to their antidilutive effect were approximately 9.4 million and 0.5 million for the three months ended September 30, 2010 and 2009, respectively, and 8.2 million and 0.8 million for the nine months ended September 30, 2010 and 2009, respectively.

Continuous Offering of NextEra Energy Common Stock - In January 2009, NextEra Energy entered into an agreement under which NextEra Energy may offer and sell, from time to time, NextEra Energy common stock having a gross sales price of up to $400 million.  During the three and nine months ended September 30, 2010, NextEra Energy received gross proceeds through the sale and issuance of common stock under this agreement of approximately $80 million and $125 million, respectively.  Since inception of the agreement through September 30, 2010, NextEra Energy has received gross proceeds through the sale and issuance of common stock under this agreement of approximately $286 million.

9.  Debt

As of September 30, 2010, long-term debt issuances and borrowings by subsidiaries of NextEra Energy during 2010 were as follows:

Date Issued	Company	Debt Issuances/Borrowings	Interest Rate		Principal Amount				Maturity Date
					(millions)
February 2010	FPL	First mortgage bonds	5.69%			$	500		2040
March 2010	NextEra Energy Resources subsidiary	Senior secured limited recourse notes	6.56%			$	305		2030
April 2010	FPL Group Capital	Term loan	Variable	(a)		$	100		2013
April 2010	FPL Group Capital	Term loan	Variable	(a)		$	100		2013
April 2010	NextEra Energy Resources subsidiary	Senior secured limited recourse notes	Variable	(a)(b)		$	255		2027
May 2010	FPL Group Capital	Debentures	2.55%	(b)		$	250		2013
June 2010	NextEra Energy Resources subsidiary	Limited recourse term loan	Variable	(a)		$	78		2015
August 2010	FPL Group Capital	Debentures	2.60%	(b)		$	400		2015
September 2010	FPL Group Capital	Term loan	Variable	(a)		$	50		2013
September 2010	FPL Group Capital	Debentures related to NextEra Energy's equity units	1.90%			$	403		2015
September 2010	FPL Group Capital	Japanese yen denominated senior notes	5.1325%	(c)		$	120	(c)	2030
September 2010	NextEra Energy Resources subsidiary	Senior secured limited recourse term loan	Variable	(a)(b)		$	297		2028
September 2010	FPL Group Capital	Term loan	Variable	(a)		$	50		2013
September 2010	FPL Group Capital	Term loan	Variable	(a)		$	110		2014

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(a)	Variable rate is based on an underlying index plus a margin.
(b)	Interest rate swap agreements were entered into with respect to these issuances.
(c)	Reflects a currency swap agreement entered into with respect to both interest and principal payments on this issuance.

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In September 2010, NextEra Energy sold $402.5 million of equity units (initially consisting of Corporate Units).  Each equity unit has a stated amount of $50 and consists of a contract to purchase NextEra Energy common stock (stock purchase contract) and, initially, a 1/20, or 5%, undivided beneficial ownership interest in a Series D Debenture due September 1, 2015 issued in the principal amount of $1,000 by FPL Group Capital (see table above).  Each stock purchase contract will require the holder to purchase NextEra Energy common stock for $50 in cash, with the amount of common stock to be purchased being based on a price per share range of $55.02 to $68.78 (subject to adjustment under certain circumstances).  Total annual distributions on the equity units will be at the rate of 7%, consisting of interest on the debentures (1.90% per year) and payments under the stock purchase contracts (5.10% pe r year).  The holder of an equity unit must complete the stock purchase by no later than September 1, 2013, and may satisfy its purchase obligation with proceeds raised from remarketing the FPL Group Capital debentures that comprise part of its equity unit.  The debentures are fully and unconditionally guaranteed by NextEra Energy.

10.  Commitments and Contingencies

Commitments - NextEra Energy and its subsidiaries have made commitments in connection with a portion of their projected capital expenditures.  Capital expenditures at FPL include, among other things, the cost for construction or acquisition of additional facilities and equipment to meet customer demand, as well as capital improvements to and maintenance of existing facilities.  At NextEra Energy Resources, capital expenditures include, among other things, the cost, including capitalized interest, for construction of wind and solar projects and the procurement of nuclear fuel.  Capital expenditures for Corporate and Other primarily include FPL FiberNet, LLC's (FPL FiberNet) costs to meet customer-specific requirements and mainta in its fiber-optic network.

At September 30, 2010, estimated planned capital expenditures for the remainder of 2010 through 2014 were as follows:

	2010		2011		2012		2013		2014		Total
	(millions)
FPL:
Generation:(a)
New(b)(c)	$	300	$	1,520	$	1,870	$	500	$	105	$	4,295
Existing		205		640		570		610		665		2,690
Transmission and distribution		115		675		855		810		750		3,205
Nuclear fuel		45		200		175		250		205		875
General and other		40		90		140		90		120		480
Total	$	705	$	3,125	$	3,610	$	2,260	$	1,845	$	11,545
NextEra Energy Resources:
Wind(d)	$	220	$	280	$	5	$	15	$	5	$	525
Nuclear(e)		170		445		320		250		245		1,430
Solar(f)		95		845		855		405		40		2,240
Natural gas		10		135		30		50		40		265
Other(g)		40		75		70		55		60		300
Total	$	535	$	1,780	$	1,280	$	775	$	390	$	4,760
Corporate and Other(h)	$	10	$	75	$	30	$	25	$	30	$	170

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(a)	Includes allowance for funds used during construction (AFUDC) of approximately $14 million, $47 million, $71 million, $88 million and $28 million in 2010 to 2014, respectively.
(b)	Includes land, generating structures, transmission interconnection and integration and licensing.
(c)	Includes projects that have received FPSC approval.  Includes pre-construction costs and carrying charges (equal to a pretax AFUDC rate) on construction costs recoverable through the capacity clause of approximately $33 million, $98 million, $75 million and $24 million in 2010 to 2013, respectively.  Excludes capital expenditures for the construction costs for the two additional nuclear units at FPL's Turkey Point site beyond what is required to receive an NRC license for each unit.
(d)	Consists of capital expenditures for planned new wind projects that have received applicable internal approvals, and related transmission.  NextEra Energy Resources plans to add new wind generation of approximately 3,500 mw to 5,000 mw in 2010 through 2014, including approximately 680 mw in 2010 and 700 mw to 1,000 mw in 2011, at a total cost of approximately $7 billion to $10 billion.
(e)	Includes nuclear fuel.
(f)	Consists of capital expenditures for planned new solar projects that have received applicable internal approvals.  NextEra Energy Resources plans to add new solar generation of approximately 400 mw to 600 mw in 2010 through 2014 at a total cost of approximately $3 billion to $4 billion.
(g)	Consists of capital expenditures that have received applicable internal approvals.  NextEra Energy Resources plans to add natural gas infrastructure projects totaling approximately $400 million to $600 million in 2010 through 2014.
(h)	Consists of capital expenditures that have received applicable internal approvals.  Excludes capital expenditures for a transmission line in Texas totaling approximately $800 million through 2014.

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NextEra Energy has guaranteed certain payment obligations of FPL Group Capital, including most payment obligations under FPL Group Capital's debt and guarantees.  Additionally, at September 30, 2010, subsidiaries of NextEra Energy, other than FPL, in the normal course of business, have guaranteed certain debt service and fuel payments of non-consolidated entities of NextEra Energy Resources.  The terms of the guarantees relating to the non-consolidated entities are equal to the terms of the related agreements/contracts, with remaining terms ranging from less than one year to seven years.  The maximum potential amount of future payments that could be required under these guarantees at September 30, 2010 was approximately $54 million.  At September 30, 2010, Ne xtEra Energy did not have any liabilities recorded for these guarantees.  In certain instances, NextEra Energy can seek recourse from third parties for amounts paid under the guarantees.  At September 30, 2010, the fair value of these guarantees was not material.

Contracts - In addition to the estimated planned capital expenditures included in the table in Commitments above, FPL has commitments under long-term purchased power and fuel contracts.  FPL is obligated under take-or-pay purchased power contracts with JEA and with subsidiaries of The Southern Company (Southern subsidiaries) to pay for approximately 1,330 mw annually through 2015 and 375 mw annually thereafter through 2021.  FPL also has various firm pay-for-performance contracts to purchase approximately 695 mw from certain cogenerators and small power producers (qualifying facilities) with expiration dates ranging from December 2010 through 2032.  The purchased power contracts provide for capacity and energy payments. &# 160;Energy payments are based on the actual power taken under these contracts.  Capacity payments for the pay-for-performance contracts are subject to the qualifying facilities meeting certain contract conditions.  FPL has one agreement with an electricity supplier to purchase approximately 155 mw of power with an expiration date of 2012.  In general, the agreement requires FPL to make a capacity payment and supply the fuel consumed by the plant under the contract.  FPL has contracts with expiration dates through 2032 for the purchase and transportation of natural gas and coal, and storage of natural gas.

NextEra Energy Resources has entered into contracts primarily for the purchase of wind turbines and towers, solar reflectors, steam turbine generators and heat collection elements and related construction activities, as well as for the supply, conversion, enrichment and fabrication of nuclear fuel, with expiration dates ranging from December 2010 through 2022, approximately $867 million of which is included in the estimated planned capital expenditures table in Commitments above.  In addition, NextEra Energy Resources has contracts primarily for the purchase, transportation and storage of natural gas and firm transmission service with expiration dates ranging from October 2010 through 2033.

The required capacity and/or minimum payments under the contracts discussed above as of September 30, 2010 were estimated as follows:

	2010		2011		2012		2013		2014		Thereafter
FPL:	(millions)
Capacity payments:(a)
Qualifying facilities	$	75	$	270	$	290	$	270	$	275	$	2,890
JEA and Southern subsidiaries	$	50	$	210	$	210	$	205	$	185	$	355
Other electricity suppliers	$	-	$	10	$	5	$	-	$	-	$	-
Minimum payments, at projected prices:
Natural gas, including transportation and storage(b)	$	420	$	1,815	$	780	$	405	$	395	$	4,475
Oil(b)	$	-	$	140	$	-	$	-	$	-	$	-
Coal(b)	$	20	$	70	$	15	$	10	$	5	$	-
NextEra Energy Resources(c)	$	680	$	245	$	140	$	100	$	65	$	775

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(a)	Capacity payments under these contracts, substantially all of which are recoverable through the capacity clause, totaled approximately $126 million and $152 million for the three months ended September 30, 2010 and 2009, respectively, and approximately $412 million and $459 million for the nine months ended September 30, 2010 and 2009, respectively.  Energy payments under these contracts, which are recoverable through the fuel clause, totaled approximately $139 million and $132 million for the three months ended September 30, 2010 and 2009, respectively, and approximately $352 million and $336 million for the nine months ended September 30, 2010 and 2009, respectively.
(b)	Recoverable through the fuel clause.
(c)	Includes termination payments associated with wind turbine contracts for projects that have not yet received applicable internal approvals.

In addition, FPL has entered into two long-term agreements for transportation of natural gas from facilities that have not yet completed construction.  These agreements range from 5 to 25 years in length and contain firm commitments by FPL totaling up to approximately $173 million annually or $4.2 billion over the terms of the agreements.  These firm commitments are contingent upon the completion of construction of the facilities in 2011.

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Insurance - Liability for accidents at nuclear power plants is governed by the Price-Anderson Act, which limits the liability of nuclear reactor owners to the amount of insurance available from both private sources and an industry retrospective payment plan.  In accordance with this Act, NextEra Energy maintains $375 million of private liability insurance per site, which is the maximum obtainable, and participates in a secondary financial protection system, which provides up to $12.2 billion of liability insurance coverage per incident at any nuclear reactor in the United States.  Under the secondary financial protection system, NextEra Energy is subject to retrospective assessments of up to $940 million ($470 million for FPL), plus any applicable taxes, per incident at any nuclear reactor in the United States, payable at a rate not to exceed $140 million ($70 million for FPL) per incident per year.  NextEra Energy and FPL are contractually entitled to recover a proportionate share of such assessments from the owners of minority interests in Seabrook, Duane Arnold Energy Center (Duane Arnold) and St. Lucie Unit No. 2, which approximates $14 million, $35 million and $18 million, plus any applicable taxes, per incident, respectively.

NextEra Energy participates in nuclear insurance mutual companies that provide $2.75 billion of limited insurance coverage per occurrence per site for property damage, decontamination and premature decommissioning risks at its nuclear plants.  The proceeds from such insurance, however, must first be used for reactor stabilization and site decontamination before they can be used for plant repair.  NextEra Energy also participates in an insurance program that provides limited coverage for replacement power costs if a nuclear plant is out of service for an extended period of time because of an accident.  In the event of an accident at one of NextEra Energy's or another participating insured's nuclear plants, NextEra Energy could be assessed up to $164 million ($95 million for FPL), plus any applicable taxes, in retrospective premiums in a policy year.  NextEra Energy and FPL are contractually entitled to recover a proportionate share of such assessments from the owners of minority interests in Seabrook, Duane Arnold and St. Lucie Unit No. 2, which approximates $2 million, $4 million and $3 million, plus any applicable taxes, respectively.

Due to the high cost and limited coverage available from third-party insurers, FPL does not have insurance coverage for a substantial portion of its transmission and distribution property and NextEra Energy has no insurance coverage for FPL FiberNet's fiber-optic cable located throughout Florida.  Should FPL's future storm restoration costs exceed the reserve amount established through the issuance of storm-recovery bonds by a VIE in 2007, FPL may recover storm restoration costs, subject to prudence review by the FPSC, either through surcharges approved by the FPSC or through securitization provisions pursuant to Florida law.  See Regulatory Proceedings below.

In the event of a loss, the amount of insurance available might not be adequate to cover property damage and other expenses incurred.  Uninsured losses and other expenses, to the extent not recovered from customers in the case of FPL, would be borne by NextEra Energy and FPL and could have a material adverse effect on NextEra Energy's and FPL's financial condition and results of operations.

Legal Proceedings - In November 1999, the Attorney General of the United States, on behalf of the U.S. Environmental Protection Agency (EPA), brought an action in the U.S. District Court for the Northern District of Georgia against Georgia Power Company and other subsidiaries of The Southern Company for certain alleged violations of the Prevention of Significant Deterioration (PSD) provisions and the New Source Performance Standards (NSPS) of the Clean Air Act.  In May 2001, the EPA amended its complaint to allege, among other things, that Georgia Power Company constructed and is continuing to operate Scherer Unit No. 4, in which FPL owns a 76% interest, without obtaining a PSD permit, without complying with NSPS requirements, and without app lying best available control technology for nitrogen oxides, sulfur dioxides and particulate matter as required by the Clean Air Act.  It also alleges that unspecified major modifications have been made at Scherer Unit No. 4 that require its compliance with the aforementioned Clean Air Act provisions.  The EPA seeks injunctive relief requiring the installation of best available control technology and civil penalties of up to $25,000 per day for each violation from an unspecified date after June 1, 1975 through January 30, 1997.  The EPA has made revisions to its civil penalty rule such that the maximum penalty is $27,500 per day for each violation from January 31, 1997 through March 15, 2004, $32,500 per day for each violation from March 16, 2004 through January 12, 2009 and $37,500 per day for each violation thereafter.  Georgia Power Company has answered the amended complaint, asserting that it has complied with all requirements of the Clean Air Act, denying the plaintiff's allegations of liability, denying that the plaintiff is entitled to any of the relief that it seeks and raising various other defenses.  In June 2001, a federal district court stayed discovery and administratively closed the case and the EPA has not yet moved to reopen the case.  In April 2007, the U.S. Supreme Court in a separate unrelated case rejected an argument that a "major modification" occurs at a plant only when there is a resulting increase in the hourly rate of air emissions.  Georgia Power Company has made a similar argument in defense of its case, but has other factual and legal defenses that are unaffected by the Supreme Court's decision.

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In 1995 and 1996, NextEra Energy, through an indirect subsidiary, purchased from Adelphia Communications Corporation (Adelphia) 1,091,524 shares of Adelphia common stock and 20,000 shares of Adelphia preferred stock (convertible into 2,358,490 shares of Adelphia common stock) for an aggregate price of approximately $35,900,000.  On January 29, 1999, Adelphia repurchased all of these shares for $149,213,130 in cash.  In June 2004, Adelphia, Adelphia Cablevision, L.L.C. and the Official Committee of Unsecured Creditors of Adelphia filed a complaint against NextEra Energy and its indirect subsidiary in the U.S. Bankruptcy Court, Southern District of New York.  The complaint alleges that the repurchase of these shares by Adelphia was a fraudulent transfer, in that at the time of the transaction Adelphia (i) was insolvent or was rendered insolvent, (ii) did not receive reasonably equivalent value in ex change for the cash it paid, and (iii) was engaged or about to engage in a business or transaction for which any property remaining with Adelphia had unreasonably small capital.  The complaint seeks the recovery for the benefit of Adelphia's bankruptcy estate of the cash paid for the repurchased shares, plus interest.  NextEra Energy has filed an answer to the complaint.  NextEra Energy believes that the complaint is without merit because, among other reasons, Adelphia will be unable to demonstrate that (i) Adelphia's repurchase of shares from NextEra Energy, which repurchase was at the market value for those shares, was not for reasonably equivalent value, (ii) Adelphia was insolvent at the time of the repurchase, or (iii) the repurchase left Adelphia with unreasonably small capital.  The case is in discovery and has been scheduled for trial in June 2011.

In October 2004, TXU Portfolio Management Company (TXU) served FPL Energy Pecos Wind I, LP, FPL Energy Pecos Wind I GP, LLC, FPL Energy Pecos Wind II, LP, FPL Energy Pecos Wind II GP, LLC and Indian Mesa Wind Farm, LP (NextEra Energy Resources Affiliates) as defendants in a civil action filed in the District Court in Dallas County, Texas.  FPL Energy, LLC, now known as NextEra Energy Resources, LLC, was added as a defendant in 2005.  The petition alleged that the NextEra Energy Resources Affiliates had contractual obligations to produce and sell to TXU a minimum quantity of renewable energy credits each year during the period from 2002 through 2005 and that the NextEra Energy Resources Affiliates failed to meet this obligation.  The plaintiff asserted claims for breach of contract an d declaratory judgment and sought damages of approximately $34 million.  Following a jury trial in 2007, among other findings, both TXU and the NextEra Energy Resources Affiliates were found to have breached the contracts.  In August 2008, the trial court issued a final judgment holding that the contracts were not terminated and neither party was entitled to recover any damages.  In November 2008, TXU appealed the final judgment to the Fifth District Court of Appeals in Dallas, Texas.  In an opinion issued in July 2010, the appellate court reversed portions of the trial court’s judgment, ruling that TXU is entitled to recover damages for contract breach against the NextEra Energy Resources Affiliates under a liquidated damages provision in the contracts.  The appellate court has remanded the case back to the trial court for proceedings to determine the amount of damages payable by the NextEra Energy Resources Affiliates under the liquidated damages prov ision.  The NextEra Energy Resources Affiliates filed a motion for rehearing of the appellate court’s decision and will appeal the decision to the Texas Supreme Court should a rehearing not be granted.

NextEra Energy and FPL are vigorously defending, and believe that they or their affiliates have meritorious defenses to, the lawsuits described above.  In addition to the legal proceedings discussed above, NextEra Energy and its subsidiaries, including FPL, are involved in other legal and regulatory proceedings, actions and claims in the ordinary course of their businesses.  Generating plants in which NextEra Energy or FPL has an ownership interest are also involved in legal and regulatory proceedings, actions and claims, the liabilities from which, if any, would be shared by NextEra Energy or FPL.  In the event that NextEra Energy and FPL, or their affiliates, do not prevail in the lawsuits described above or these other legal and regulatory proceedings, actions and claims, there ma y be a material adverse effect on their financial statements.  While management is unable to predict with certainty the outcome of the lawsuits described above or these other legal and regulatory proceedings, actions and claims, based on current knowledge it is not expected that their ultimate resolution, individually or collectively, will have a material adverse effect on the financial statements of NextEra Energy or FPL.

Regulatory Proceedings - On March 17, 2010, the FPSC issued its final order (FPSC rate order) with regard to FPL's March 2009 petition (2009 rate case) requesting, among other things, a permanent base rate increase.  The FPSC rate order, which established new retail base rates for FPL effective March 1, 2010, included an increase in retail base revenues of approximately $75 million on an annualized basis, established a regulatory return on common equity (ROE) of 10.0% with a range of plus or minus 100 basis points and an adjusted regulatory equity ratio of 59.1%, and shifted certain costs from retail base rates to the capacity clause.  The FPSC rate order also directed FPL to reduce depreciation expense related to a depreciation res erve surplus of approximately $895 million over the 2010 to 2013 period.

On April 1, 2010, FPL filed a motion for reconsideration and clarification (FPL motion) asking the FPSC to correct specific computational errors in the FPSC rate order (reconsideration errors) and to clarify an apparent inconsistency relating to the computation of the annual depreciation expense used in setting FPL’s retail base rates (depreciation inconsistency).  Regardless of whether the FPSC ultimately concludes that revenue requirements should be higher or lower than the retail base rates implemented on March 1, 2010, the FPL motion requested that the FPSC resolve the reconsideration errors and depreciation inconsistency through an adjustment to depreciation expense which would keep retail base rates and revenues the same as set forth in the FPSC rate order and currently in effect.& #160; The FPSC's ruling on the FPL motion is pending.

29

On August 20, 2010, FPL, the State of Florida Office of Public Counsel, the Florida Attorney General’s Office and all other principal parties in FPL’s 2009 rate case signed a stipulation and settlement regarding FPL’s retail base rates (2010 rate agreement).  Key elements of the 2010 rate agreement are as follows:

·   Subject to the provisions of the 2010 rate agreement, retail base rates will remain frozen through the end of 2012.

·   Incremental cost recovery through FPL’s capacity clause for the new combined-cycle natural gas unit at FPL’s West County Energy Center (WCEC), which is expected to be placed in service by mid-2011, will be permitted up to the amount of the projected fuel savings for customers during the term of the 2010 rate agreement.

·   Future storm restoration costs would be recoverable on an accelerated basis beginning 60 days from the filing of a petition but capped at an amount that produces no more than a $4 surcharge for every 1,000 kwh of usage on residential bills during the first 12 months.  Any additional costs would be eligible for recovery in subsequent years.  If storm restoration costs exceed $800 million in any given calendar year, FPL may request an increase to the $4 surcharge for the amount above $800 million.

·   The midpoint of FPL’s authorized regulatory ROE range will remain 10%.  If the earned regulatory ROE falls below 9%, FPL may seek retail base rate relief. If the earned regulatory ROE rises above 11%, the parties to the 2010 rate agreement may seek a reduction in FPL’s retail base rates.

·   FPL can vary the amount of surplus depreciation taken in any one calendar year up to a maximum of $267 million (with any unused portion of the maximum rolling over to and available in subsequent years), provided its earned regulatory ROE remains within the range of 9% to 11%.  In determining the regulatory ROE for all purposes under the 2010 rate agreement, earnings will be calculated using an actual, non-weather-adjusted basis.  FPL may use up to a maximum of $776 million in surplus depreciation over the course of the 2010 rate agreement.

·   All motions for reconsideration of the FPSC rate order, including FPL’s motion, will be withdrawn, and all parties agree to not appeal that order.

The 2010 rate agreement is subject to, and will not become effective until, approval by the FPSC, and action by the FPSC is pending.  If approved, the 2010 rate agreement will be effective through December 31, 2012, and will resolve all matters in FPL’s 2009 rate case.  NextEra Energy’s and FPL’s 2010 condensed consolidated financial statements contained herein reflect the effects of the 2010 rate agreement because management believes it is probable that the 2010 rate agreement will ultimately be approved by the FPSC.  However, if the 2010 rate agreement is not approved by the FPSC, based on the terms of the FPSC rate order NextEra Energy’s and FPL’s depreciation and amortization expense as reflected in the 2010 condensed consolidated statements of income herein would have been reduced by approximately $168 million ($200 million assuming FPL’s motion is granted) and NextEra Energy’s and FPL’s net income would have increased by approximately $103 million ($123 million assuming FPL’s motion is granted) for the three and nine months ended September 30, 2010.  FPL cannot predict with certainty whether or when the 2010 rate agreement will be approved by the FPSC, or if not approved, the outcome of the FPL motion proceedings, which could be different from that requested.

11.  Segment Information

NextEra Energy's reportable segments include FPL, a rate-regulated utility, and NextEra Energy Resources, a competitive energy business.  Beginning in 2010, NextEra Energy Resources' financial statements include non-utility interest expense on a deemed capital structure of 70% debt and allocated shared service costs.  These changes were made to reflect an expected average capital structure at FPL Group Capital and more accurately reflect NextEra Energy Resources' operating costs.  Corporate and Other represents other business activities, other segments that are not separately reportable and eliminating entries.  NextEra Energy's segment information is as follows:

	Three Months Ended September 30,
	2010									2009
	FPL		NextEra Energy Resources(a)			Corporate & Other		NextEra Energy Consoli- dated		FPL		NextEra Energy Resources(a)(c)			Corporate & Other(c)			NextEra Energy Consoli- dated
								(millions)
Operating revenues	$	3,116		$	1,528	$	47	$	4,691	$	3,301		$	1,136		$	36	$	4,473
Operating expenses	$	2,532		$	997	$	37	$	3,566	$	2,747		$	850		$	27	$	3,624
Net income (loss)(b)	$	308		$	386	$	26	$	720	$	306		$	212		$	15	$	533

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	Nine Months Ended September 30,
	2010									2009
	FPL		NextEra Energy Resources(a)			Corporate & Other		NextEra Energy Consoli- dated		FPL		NextEra Energy Resources(a)(c)			Corporate & Other(c)			NextEra Energy Consoli- dated
								(millions)
Operating revenues	$	8,024		$	3,739	$	141	$	11,904	$	8,738		$	3,136		$	114	$	11,988
Operating expenses	$	6,546		$	2,473	$	112	$	9,131	$	7,525		$	2,337		$	89	$	9,951
Net income (loss)(b)	$	764		$	907	$	23	$	1,694	$	646		$	603		$	18	$	1,267

	September 30, 2010									December 31, 2009
	FPL		NextEra Energy Resources			Corporate & Other		NextEra Energy Consoli- dated		FPL		NextEra Energy Resources			Corporate & Other			NextEra Energy Consoli- dated
								(millions)
Total assets	$	28,740		$	22,059	$	1,935	$	52,734	$	26,812		$	20,136		$	1,510	$	48,458

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(a)	NextEra Energy Resources' interest expense is based on a deemed capital structure of 70% debt.  For this purpose, the deferred credit associated with differential membership interests sold by NextEra Energy Resources subsidiaries is included with debt.  Residual non-utility interest expense is included in Corporate and Other.
(b)	See Note 5 for a discussion of NextEra Energy Resources' tax benefits related to PTCs.
(c)	Segment information restated for the changes listed above.

12.  Summarized Financial Information of FPL Group Capital

FPL Group Capital, a 100% owned subsidiary of NextEra Energy, provides funding for, and holds ownership interests in, NextEra Energy's operating subsidiaries other than FPL.  Most of FPL Group Capital's debt, including its debentures, and payment guarantees are fully and unconditionally guaranteed by NextEra Energy.  Condensed consolidating financial information is as follows:

Condensed Consolidating Statements of Income

	Three Months Ended September 30,
	2010												2009
	NextEra Energy (Guarantor)			FPL Group Capital			Other(a)			NextEra Energy Consoli- dated			NextEra Energy (Guarantor)			FPL Group Capital			Other(a)			NextEra Energy Consoli- dated
										(millions)
Operating revenues	$	-		$	1,578		$	3,113		$	4,691		$	-		$	1,174		$	3,299		$	4,473
Operating expenses		(1	)		(1,036	)		(2,529	)		(3,566	)		-			(879	)		(2,745	)		(3,624	)
Interest expense		(4	)		(156	)		(87	)		(247	)		(4	)		(126	)		(74	)		(204	)
Other income (deductions) - net		699			74			(691	)		82			526			64			(520	)		70
Income (loss) before income taxes		694			460			(194	)		960			522			233			(40	)		715
Income tax expense (benefit)		(26	)		72			194			240			(11	)		13			180			182
Net income (loss)	$	720		$	388		$	(388	)	$	720		$	533		$	220		$	(220	)	$	533

__________________________________

(a)   Represents FPL and consolidating adjustments.

	Nine Months Ended September 30,
	2010												2009
	NextEra Energy (Guarantor)			FPL Group Capital			Other(a)			NextEra Energy Consoli- dated			NextEra Energy (Guarantor)			FPL Group Capital			Other(a)			NextEra Energy Consoli- dated
										(millions)
Operating revenues	$	-		$	3,888		$	8,016		$	11,904		$	-		$	3,258		$	8,730		$	11,988
Operating expenses		(3	)		(2,590	)		(6,538	)		(9,131	)		(1	)		(2,433	)		(7,517	)		(9,951	)
Interest expense		(11	)		(463	)		(258	)		(732	)		(12	)		(396	)		(223	)		(631	)
Other income (deductions) - net		1,689			159			(1,663	)		185			1,282			96			(1,245	)		133
Income (loss) before income taxes		1,675			994			(443	)		2,226			1,269			525			(255	)		1,539
Income tax expense (benefit)		(19	)		83			468			532			2			(98	)		368			272
Net income (loss)	$	1,694		$	911		$	(911	)	$	1,694		$	1,267		$	623		$	(623	)	$	1,267

__________________________________

(a)   Represents FPL and consolidating adjustments.

31

Condensed Consolidating Balance Sheets

	September 30, 2010											December 31, 2009
	NextEra Energy (Guaran- tor)		FPL Group Capital			Other(a)			NextEra Energy Consoli- dated			NextEra Energy (Guaran- tor)		FPL Group Capital			Other(a)			NextEra Energy Consoli- dated
									(millions)
PROPERTY, PLANT AND EQUIPMENT
Electric utility plant in service and other property	$	19	$	21,015		$	32,325		$	53,359		$	2	$	19,185		$	30,982		$	50,169
Less accumulated depreciation and amortization		-		(4,066	)		(10,992	)		(15,058	)		-		(3,513	)		(10,578	)		(14,091	)
Total property, plant and equipment - net		19		16,949			21,333			38,301			2		15,672			20,404			36,078
CURRENT ASSETS
Cash and cash equivalents		-		755			36			791			-		156			82			238
Receivables		822		876			422			2,120			453		1,247			547			2,247
Other		6		1,727			1,132			2,865			4		1,258			590			1,852
Total current assets		828		3,358			1,590			5,776			457		2,661			1,219			4,337
OTHER ASSETS
Investment in subsidiaries		13,879		-			(13,879	)		-			12,785		-			(12,785	)		-
Other		323		3,895			4,439			8,657			557		3,257			4,229			8,043
Total other assets		14,202		3,895			(9,440	)		8,657			13,342		3,257			(8,556	)		8,043
TOTAL ASSETS	$	15,049	$	24,202		$	13,483		$	52,734		$	13,801	$	21,590		$	13,067		$	48,458
CAPITALIZATION
Common shareholders' equity	$	14,151	$	4,269		$	(4,269	)	$	14,151		$	12,967	$	4,349		$	(4,349	)	$	12,967
Long-term debt		-		11,402			6,278			17,680			-		10,506			5,794			16,300
Total capitalization		14,151		15,671			2,009			31,831			12,967		14,855			1,445			29,267
CURRENT LIABILITIES
Debt due within one year		-		2,503			285			2,788			-		1,729			860			2,589
Accounts payable		1		461			637			1,099			-		453			539			992
Other		493		1,554			1,253			3,300			417		1,170			1,281			2,868
Total current liabilities		494		4,518			2,175			7,187			417		3,352			2,680			6,449
OTHER LIABILITIES AND DEFERRED CREDITS
Asset retirement obligations		-		575			1,907			2,482			-		585			1,833			2,418
Accumulated deferred income taxes		79		1,477			3,593			5,149			94		1,318			3,448			4,860
Regulatory liabilities		14		-			3,257			3,271			16		-			3,166			3,182
Other		311		1,961			542			2,814			307		1,480			495			2,282
Total other liabilities and deferred credits		404		4,013			9,299			13,716			417		3,383			8,942			12,742
COMMITMENTS AND CONTINGENCIES
TOTAL CAPITALIZATION AND LIABILITIES	$	15,049	$	24,202		$	13,483		$	52,734		$	13,801	$	21,590		$	13,067		$	48,458

__________________________________

(a)   Represents FPL and consolidating adjustments.

32

Condensed Consolidating Statements of Cash Flows

	Nine Months Ended September 30,
	2010												2009
	NextEra Energy (Guaran- tor)			FPL Group Capital			Other(a)			NextEra Energy Consoli- dated			NextEra Energy (Guaran- tor)			FPL Group Capital			Other(a)			NextEra Energy Consoli- dated
										(millions)
NET CASH PROVIDED BY OPERATING ACTIVITIES	$	1,079		$	1,198		$	492		$	2,769		$	532		$	1,250		$	1,544		$	3,326
CASH FLOWS FROM INVESTING ACTIVITIES
Capital expenditures, independent power and other investments and nuclear fuel purchases		-			(1,983	)		(2,106	)		(4,089	)		-			(2,067	)		(1,973	)		(4,040	)
Capital contribution to FPL		(660	)		-			660			-			-			-			-			-
Cash grants under the Recovery Act		-			426			130			556			-			-			-			-
Other - net		-			(13	)		(10	)		(23	)		(131	)		13			140			22
Net cash used in investing activities		(660	)		(1,570	)		(1,326	)		(3,556	)		(131	)		(2,054	)		(1,833	)		(4,018	)
CASH FLOWS FROM FINANCING ACTIVITIES
Issuances of long-term debt		-			2,495			523			3,018			-			1,884			505			2,389
Retirements of long-term debt		-			(530	)		(41	)		(571	)		-			(1,149	)		(263	)		(1,412	)
Proceeds from sale of differential membership interests		-			261			-			261			-			-			-			-
Net change in short-term debt		-			(357	)		(578	)		(935	)		-			(338	)		54			(284	)
Issuances of common stock - net		184			-			-			184			186			-			-			186
Dividends on common stock		(616	)		-			-			(616	)		(574	)		-			-			(574	)
Other -net		13			(898	)		884			(1	)		(13	)		123			(94	)		16
Net cash provided by (used in) financing activities		(419	)		971			788			1,340			(401	)		520			202			321
Net increase (decrease) in cash and cash equivalents		-			599			(46	)		553			-			(284	)		(87	)		(371	)
Cash and cash equivalents at beginning of period		-			156			82			238			-			414			121			535
Cash and cash equivalents at end of period	$	-		$	755		$	36		$	791		$	-		$	130		$	34		$	164

__________________________________

(a)   Represents FPL and consolidating adjustments.

33

Item 2.  Management's Discussion and Analysis of Financial Condition and Results of Operations

This discussion should be read in conjunction with the Notes contained herein and Management's Discussion and Analysis of Financial Condition and Results of Operations (Management's Discussion) appearing in the 2009 Form 10-K for NextEra Energy and FPL.  The results of operations for an interim period generally will not give a true indication of results for the year.  In the following discussion, all comparisons are with the corresponding items in the prior year period.

Results of Operations

NextEra Energy and NextEra Energy Resources segregate into two categories unrealized mark-to-market gains and losses on energy derivative transactions which are used to manage commodity price risk.  The first category, referred to as trading activities, represents the net unrealized effect of actively traded positions entered into to optimize the value of generation assets and related contracts and to take advantage of market price movements.  The second category, referred to as non-qualifying hedges, represents the net unrealized effect of derivative transactions entered into as economic hedges but which do not qualify for hedge accounting or for which hedge accounting has not been elected, and the ineffective portion of transactions accounted for as cash flow hedges.  At FPL, subst antially all changes in the fair value of energy derivative transactions are deferred as a regulatory asset or liability until the contracts are settled, and, upon settlement, any gains or losses are passed through the fuel clause or the capacity clause.  See Note 2.

NextEra Energy's management uses earnings excluding certain items (adjusted earnings) internally for financial planning, for analysis of performance, for reporting of results to the Board of Directors and as input in determining whether performance targets are met for performance-based compensation under NextEra Energy's employee incentive compensation plans.  NextEra Energy also uses adjusted earnings when communicating its earnings outlook to investors.  Adjusted earnings exclude the unrealized mark-to-market effect of non-qualifying hedges and other than temporary impairment (OTTI) losses on securities held in NextEra Energy Resources' nuclear decommissioning funds, net of the reversal of previously recognized OTTI losses on securities sold and losses on securities where price recovery was deemed unlikely (collectively, OTTI reversals).  NextEra Energy's management believes adjusted earnings provide a more meaningful representation of the company's fundamental earnings power.  Although the excluded amounts are properly included in the determination of net income in accordance with generally accepted accounting principles, management believes that the amount and/or nature of such items make period to period comparisons of operations difficult and potentially confusing.  Adjusted earnings do not represent a substitute for net income, as prepared in accordance with generally accepted accounting principles.

Summary - Presented below is a summary of net income by reportable segment (see Note 11).  Beginning in 2010, NextEra Energy Resources' results include non-utility interest expense on a deemed capital structure of 70% debt and allocated shared service costs.  NextEra Energy's other reportable segment, FPL, a rate-regulated utility, was not affected by these changes.  Prior year segment data of NextEra Energy Resources and Corporate and Other has been restated to include the effect of these changes.  Corporate and Other represents other business activities, other segments that are not separately reportable and eliminating entries.

	Three Months Ended September 30,						Nine Months Ended September 30,
	2010		2009		Increase		2010		2009		Increase
	(millions)
FPL	$	308	$	306	$	2	$	764	$	646	$	118
NextEra Energy Resources		386		212		174		907		603		304
Corporate and Other		26		15		11		23		18		5
NextEra Energy Consolidated	$	720	$	533	$	187	$	1,694	$	1,267	$	427

The increase in FPL's results for the three months ended September 30, 2010 reflects higher retail customer usage, a retail base rate increase resulting from the placement in service of WCEC Units Nos. 1 and 2 and the impact of the FPSC rate order, partly offset by higher depreciation and amortization expense.  The increase in retail customer usage compared to the prior year period is primarily due to warmer weather and other factors.  The increase in depreciation and amortization expense is primarily due to a reversal, in accordance with the 2010 rate agreement, of previously recorded depreciation reserve surplus amortization.  The increase in FPL's results for the nine months ended September 30, 2010 reflects higher retail customer usage, a retail base rate increase resul ting from the placement in service of WCEC Units Nos. 1 and 2, the impact of the FPSC rate order and higher cost recovery clause results, partly offset by higher depreciation and amortization expense recovered through base rates, higher operations and maintenance (O&M), property tax and interest expenses and a lower equity component of AFUDC (AFUDC - equity).  The increase compared to the prior year period in retail customer usage reflects colder weather in the first quarter and warmer weather in the second and third quarters, and other factors.

On March 17, 2010, the FPSC rate order was issued with regard to FPL's 2009 rate case requesting, among other things, a permanent base rate increase.  The FPSC rate order, which established new retail base rates for FPL effective March 1, 2010, included an increase in retail base revenues of approximately $75 million on an annualized basis, established a regulatory ROE of 10.0% with a range of plus or minus 100 basis points and an adjusted regulatory equity ratio of 59.1%, and shifted certain costs from retail base rates to the capacity clause.  The FPSC rate order also directed FPL to reduce depreciation expense related to a depreciation reserve surplus of approximately $895 million over the 2010 to 2013 period.

34

On April 1, 2010, FPL filed a motion asking the FPSC to correct the reconsideration errors and to clarify the depreciation inconsistency.  Regardless of whether the FPSC ultimately concludes that revenue requirements should be higher or lower than the retail base rates implemented on March 1, 2010, the FPL motion requested that the FPSC resolve the reconsideration errors and depreciation inconsistency through an adjustment to depreciation expense which would keep retail base rates and revenues the same as set forth in the FPSC rate order and currently in effect.  The FPSC's ruling on the FPL motion is pending.  However, on August 20, 2010, FPL and all the principal parties in FPL's 2009 rate case signed a 2010 rate agreement which is subject to, and will not become effective until, approval by the FPSC, and action by the FPSC is pending.  If approved, the 2010 rate agreement wi ll be effective through December 31, 2012, and will resolve all matters in FPL’s 2009 rate case.  See Note 10 - Regulatory Proceedings.  NextEra Energy’s and FPL’s 2010 condensed consolidated financial statements contained herein reflect the effects of the 2010 rate agreement because management believes it is probable that the 2010 rate agreement will ultimately be approved by the FPSC.  However, if the 2010 rate agreement is not approved by the FPSC, based on the terms of the FPSC rate order NextEra Energy’s and FPL’s depreciation and amortization expense as reflected in the 2010 condensed consolidated statements of income herein would have been reduced by approximately $168 million ($200 million assuming FPL’s motion is granted) and NextEra Energy’s and FPL’s net income would have increased by approximately $103 million ($123 million assuming FPL’s motion is granted) for the three and nine months ended September&# 160;30, 2010.  FPL cannot predict with certainty whether or when the 2010 rate agreement will be approved by the FPSC, or if not approved, the outcome of the FPL motion proceedings, which could be different from that requested.

FPL suspended activity on the modernization of its Cape Canaveral and Riviera Beach power plants in January 2010 in order to appropriately evaluate the impact of the FPSC's 2009 rate case decision, including its effect on FPL’s credit quality and implications for the cost of capital.  Following an in-depth analysis, FPL subsequently determined that it is appropriate to move ahead with the modernizations of its Cape Canaveral and Riviera Beach power plants.  The units are expected to go into service in 2013 and 2014, respectively, as originally planned, and are expected to provide customers with substantial savings over the life of the plants.  FPL had also suspended activity on its proposed natural gas pipeline.  FPL believes Florida needs a third natural gas pipeline to enhance fuel security and give customers access to additional markets.  However, given a revised load forecast, new natural gas transport capacity is not projected to be needed any sooner than 2015.  As a result, FPL expects to evaluate options in 2011 for developing a third pipeline in the future.  FPL expects to continue a stepwise approach to development activities regarding the two additional nuclear units at FPL’s Turkey Point site with the focus on obtaining the combined operating license.  The plan is not to proceed with construction of the two additional nuclear units until at least the combined operating license is obtained.  If constructed, FPL expects the in-service dates of the two additional nuclear units to be 2022 and 2023.  FPL is currently monitoring the federal government's loan guarantee program for the construction of new nuclear units to determine whether FPL might be able to pursue such a guarantee for the two additio nal nuclear units.  The effect of the decisions discussed above and those regarding other infrastructure projects are reflected in FPL’s estimated planned capital expenditures.  See Note 10 - Commitments.

NextEra Energy Resources’ results for the three and nine months ended September 30, 2010 increased primarily due to net unrealized after-tax gains from non-qualifying hedges in the current year compared to losses on such hedges in the prior year.  See table below for details of NextEra Energy Resources’ net unrealized after-tax gains and losses from non-qualifying hedges, after-tax OTTI losses on securities held in its nuclear decommissioning funds and after-tax OTTI reversals, all of which are included in NextEra Energy's and NextEra Energy Resources’ net income.

	Three Months Ended September 30,					Nine Months Ended September 30,
	2010		2009			2010			2009
	(millions)
Net unrealized mark-to-market after-tax gains (losses) from non-qualifying hedge activity	$	114	$	(32	)	$	245		$	(33	)
OTTI after-tax losses on securities held in nuclear decommissioning funds	$	-	$	-		$	(9	)	$	(33	)
OTTI after-tax reversals	$	5	$	3		$	13		$	7

The change in unrealized mark-to-market activity from non-qualifying hedges is primarily attributable to changes in forward power and natural gas prices, as well as the reversal of previously recognized unrealized mark-to-market gains or losses as the underlying transactions were realized.  As a general rule, a gain (loss) in the non-qualifying hedge category is offset by decreases (increases) in the fair value of related physical asset positions in the portfolio or contracts, which are not marked to market under generally accepted accounting principles.

35

NextEra Energy Resources’ results for the three months ended September 30, 2010 also reflect earnings from new investments, higher wind resource, higher gas infrastructure results and higher-priced hedges at Seabrook, partly offset by lower results at NextEra Energy Power Marketing, LLC (PMI), a subsidiary of NextEra Energy Resources that buys and sells wholesale energy commodities, and higher expenses to support the growth of the business.  NextEra Energy Resources’ results for the nine months ended September 30, 2010 also reflect lower earnings from the existing assets portfolio, the absence of a tax benefit recorded in 2009 reflecting the reduction of previously deferred income taxes resulting from an additional equity investment in Canadian operations (foreign tax benefit), the absence of a tax benefit recorded in 2009 related to a change in st ate tax law that extended the carry forward period of ITCs on certain wind projects (state tax benefit) and higher expenses to support the growth of the business, partly offset by earnings from new investments, higher gas infrastructure results and gains from the sale of waste-to-energy and coal-fired projects.  See footnote (a) to the table under NextEra Energy Resources below for a description of projects included in new investments and the existing assets portfolio.

Corporate and Other's results for the three and nine months ended September 30, 2010 include a one-time income tax benefit related to employee benefits and higher interest income, partly offset by higher interest expense.  Results for Corporate and Other for the nine months ended September 30, 2010 also reflect a write-down to fair value in the residual value of assets held under leveraged leases.

NextEra Energy's effective income tax rate for the three and nine months ended September 30, 2010 was approximately 25% and 24%, respectively; NextEra Energy's effective income tax rate for the corresponding periods in 2009 was 25% and 18%.  These rates reflect PTCs for wind projects at NextEra Energy Resources and deferred tax benefits associated with convertible ITCs under the Recovery Act.  PTCs and deferred tax benefits associated with convertible ITCs can significantly affect NextEra Energy's effective income tax rate depending on the amount of pretax income.  PTCs can be significantly affected by wind generation.  PTCs for the three and nine months ended September 30, 2010 were approximately $66 million and $229 million, respectively, and $50 million and $19 0 million for the comparable periods in 2009 and reflect higher wind production eligible for PTCs and an increase in the per kwh federal rate.  See Note 5.  The increase in the effective income tax rate for the nine months ended September 30, 2010 reflects the effect of higher pretax income, due in part to higher net unrealized mark-to-market gains from non-qualifying hedge activity.

FPL - FPL's net income for the three months ended September 30, 2010 and 2009 was $308 million and $306 million, respectively, an increase of $2 million.  FPL's net income for the nine months ended September 30, 2010 and 2009 was $764 million and $646 million, respectively, an increase of $118 million.  See Summary above for a discussion of the major drivers of these increases.

FPL's operating revenues consisted of the following:

	Three Months Ended September 30,					Nine Months Ended September 30,
	2010		2009			2010		2009
	(millions)
Retail base	$	1,232	$	1,123		$	3,243	$	2,882
Fuel cost recovery		1,346		1,734			3,038		4,505
Net repayment of previously deferred retail fuel revenues		-		-			356		-
Net deferral of retail fuel revenues		-		(122	)		-		(146	)
Other cost recovery clauses and pass-through costs		480		514			1,236		1,348
Other, primarily pole attachment rentals, transmission and wholesale sales and customer-related fees		58		52			151		149
Total	$	3,116	$	3,301		$	8,024	$	8,738

For the three months ended September 30, 2010, a 0.6% increase in the average number of customer accounts increased retail base revenues by approximately $7 million, while a 2.3% increase in usage per retail customer, reflecting warmer weather compared to the prior year period and other factors, increased retail base revenues by approximately $21 million.  For the nine months ended September 30, 2010, a 0.4% increase in the average number of customer accounts increased retail base revenues by approximately $13 million, while a 3.5% increase in usage per retail customer, reflecting cold weather experienced in the first quarter and warmer weather in the second and third quarters and other factors, increased retail base revenues by approximately $112 million.  Base rate increases result ing from WCEC Units Nos. 1 and 2 commencing commercial operation in August and November 2009, respectively, and the base rate increase pursuant to the FPSC rate order, increased retail base revenues for the three months ended September 30, 2010 by approximately $59 million and $22 million, respectively; the corresponding amounts for the nine months ended September 30, 2010 were $185 million and $51 million.

36

Revenues from fuel and other cost recovery clauses and pass-through costs, such as franchise fees, revenue taxes and storm-related surcharges, are largely a pass-through of costs.  Such revenues also include a return allowed to be recovered through the cost recovery clauses on certain assets, primarily solar, environmental and nuclear capacity additions.  For the three months ended September 30, 2010 and 2009, cost recovery clauses contributed $19 million and $11 million, respectively, to FPL's net income; the corresponding amounts for the nine months ended September 30, 2010 and 2009, were $54 million and $28 million.  In 2010, it is expected that an additional portion of FPL's earnings will be realized through cost recovery clauses as a result of the allowed rate of return on incremental solar, environmental and nuclear capacity expenditures primarily related to the addition of baseload cap acity at FPL's existing nuclear units at St. Lucie and Turkey Point, partly offset by a lower allowed rate of return applied to solar and environmental expenditures as a result of the FPSC rate order.  Underrecovery or overrecovery of cost recovery clause and pass-through costs can significantly affect NextEra Energy's and FPL's operating cash flows.  Fluctuations in fuel cost recovery revenues are primarily driven by changes in fuel and energy charges which are included in fuel, purchased power and interchange expense in the condensed consolidated statements of income, as well as by changes in energy sales.  Fluctuations in revenues from other cost recovery clauses and pass-through costs are primarily driven by changes in storm-related surcharges, capacity charges, franchise fee costs, the impact of changes in O&M and depreciation expenses on the underlying cost recovery clause, investment in solar and environmental projects, investment in nuclear capacity additions until s uch capacity goes into service, pre-construction costs associated with the development of two additional units at the Turkey Point site and changes in energy sales.  Capacity charges and franchise fee costs are included in fuel, purchased power and interchange and taxes other than income taxes and other, respectively, in the condensed consolidated statements of income.

FPL uses a risk management fuel procurement program which was approved by the FPSC at the program's inception.  The FPSC reviews the program activities and results for prudence on an annual basis as part of its annual review of fuel costs.  The program is intended to manage fuel price volatility by locking in fuel prices for a portion of FPL's fuel requirements.  The current regulatory asset for the change in fair value of derivative instruments used in the fuel procurement program amounted to approximately $391 million and $68 million at September 30, 2010 and December 31, 2009, respectively.  Pursuant to an FPSC order, FPL was required to refund in the form of a one-time credit to retail customers' bills the 2009 year-end estimated fuel overrecovery; during the first quarter of 2010, approximately $404 million was refunded to retail customers.  At December 31, 2009, approximately $356 million of retail fuel revenues were overrecovered, the reversal of which is reflected in the net repayment of previously deferred retail fuel revenues caption included in the table above.  The difference between the refund and the December 31, 2009 overrecovery will be collected from retail customers in a subsequent period.  The decrease in fuel revenues for the three months ended September 30, 2010 reflects approximately $445 million related to a lower average fuel factor, partly offset by $57 million attributable to higher energy sales.  The decrease in fuel revenues for the nine months ended September 30, 2010 reflects the $404 million refund and approximately $1,198 million related to a lower average fuel factor, partly offset by $135 million attributable to higher energy sales.  The decrease from December  ;31, 2009 to September 30, 2010 in deferred clause and franchise revenues and the increase in deferred clause and franchise expenses totaled approximately $679 million and negatively affected NextEra Energy's and FPL's cash flows from operating activities for the nine months ended September 30, 2010.

The decrease in revenues from other cost recovery clauses and pass-through costs for the three and nine months ended September 30, 2010 is primarily due to lower revenues associated with the FPSC's nuclear cost recovery rule, reflecting lower expenditures primarily related to two proposed nuclear units at FPL's Turkey Point site.  FPL recovers, under the FPSC's nuclear cost recovery rule through levelized charges under the capacity clause, pre-construction costs associated with the development of two additional units at the Turkey Point site and carrying charges (equal to a pretax AFUDC rate) on construction costs associated with the addition of baseload capacity at its existing nuclear units.  The same rule provides for the recovery of construction costs, once the new capacity goes into service, through a base rate increase.

The major components of FPL's fuel, purchased power and interchange expense are as follows:

	Three Months Ended September 30,					Nine Months Ended September 30,
	2010			2009		2010			2009
	(millions)
Fuel and energy charges during the period	$	1,458		$	1,626	$	3,732		$	4,143
Net collection of previously deferred retail fuel costs		-			-		-			256
Net deferral of retail fuel costs		(120	)		-		(339	)		-
Other, primarily capacity charges, net of any capacity deferral		166			160		423			411
Total	$	1,504		$	1,786	$	3,816		$	4,810

The decrease in fuel and energy charges for the three months ended September 30, 2010 reflects lower fuel and energy prices of approximately $217 million, partly offset by approximately $49 million attributable to higher energy sales.  The decrease in fuel and energy charges for the nine months ended September 30, 2010 reflects lower fuel and energy prices of approximately $555 million, partly offset by approximately $144 million attributable to higher energy sales.

37

FPL's O&M expenses increased $7 million for the three months ended September 30, 2010 primarily due to higher nuclear maintenance costs.  FPL's O&M expenses increased $88 million for the nine months ended September 30, 2010 reflecting an approximately $20 million charge for workforce reductions and higher nuclear and fossil generation, distribution and insurance costs of approximately $28 million, $22 million, $11 million and $9 million, respectively, partly offset by lower customer service costs, primarily due to lower uncollectible accounts, of $7 million.  The increase in nuclear generation costs for the nine-month period is primarily due to higher maintenance costs and reflects a reimbursement in 2009 of prior years’ costs of approximately $10 million related to a spent nuclear fuel litigation settlement agreement with the U.S. Government.  The increase in fossil generation costs is primarily due to costs related to WCEC Units Nos. 1 and 2, which units were placed in service in the second half of 2009, and higher plant overhaul costs.  The increase in distribution costs reflects higher restoration costs incurred primarily during cold weather experienced in January 2010 and additional tree trimming costs.  Insurance costs reflect higher nuclear insurance costs.  Other changes in O&M expenses were primarily driven by pass-through costs which did not significantly affect net income.  Management expects O&M expenses, excluding pass-through O&M costs, in 2010 to exceed the 2009 level primarily due to higher nuclear and fossil generation, transmission and distribution costs, higher nuclear insurance and employee benefit costs and the charge for workforce reductions.

Depreciation and amortization expense for the three months ended September 30, 2010 increased approximately $70 million primarily due to the reversal of approximately $79 million of previously recorded depreciation reserve surplus amortization.  In accordance with the 2010 rate agreement, FPL recorded this reversal to remain within its authorized regulatory ROE range.  In addition, the increase in depreciation and amortization expense for the three-month period reflects the cessation in 2010 of a $125 million annual reduction in depreciation and amortization expense, which FPL had been recording since 2002, and higher plant in service balances.  These items were partly offset by lower depreciation rates as a result of the FPSC rate order.  Depreciation and amortization expense for the nine months ended September 30, 2010 decreased $32 million primarily due to lower cost recovery clause and pass-through costs and lower rates as a result of the FPSC rate order, partly offset by the cessation of the $125 million annual reduction in depreciation and amortization expense and higher plant in service balances.  For the three and nine months ended September 30, 2010, FPL's depreciation and amortization expense reflects lower cost recovery clause and other pass-through costs of approximately $27 million and $99 million, respectively, which did not significantly affect net income.  See Note 10 – Regulatory Proceedings regarding depreciation reserve surplus which may be amortized over the term of the 2010 rate agreement.

Taxes other than income taxes and other decreased $10 million and $41 million for the three and nine months ended September 30, 2010, respectively, primarily due to lower franchise fees and revenue taxes, which are pass-through costs, partly offset by higher property taxes of $6 million and $25 million, respectively, reflecting growth in plant in service balances.  The decline in franchise fees and revenue taxes reflects the decline in fuel revenues.

Interest expense for the three and nine months ended September 30, 2010 reflects higher average debt balances, as well as lower allowance for borrowed funds used during construction.  The decrease in AFUDC - equity for the three and nine months ended September 30, 2010 is primarily attributable to lower AFUDC - equity on WCEC Units Nos. 1 and 2, which units commenced commercial operation in August and November 2009, respectively, partly offset by additional AFUDC - equity on WCEC Unit No. 3.  The decrease in AFUDC - equity also reflects a decline, effective April 1, 2010, in the AFUDC rate from 7.41% to 6.41%, as approved by the FPSC.

FPL is currently constructing WCEC Unit No. 3, a natural gas-fired combined-cycle unit of approximately 1,220 mw, which is expected to be placed in service by mid-2011.  In addition, FPL is in the process of adding approximately 400 mw to 460 mw of baseload capacity at its existing nuclear units at St. Lucie and Turkey Point, which additional capacity is projected to be placed in service from 2011 to 2013.  FPL is also constructing a 75 mw solar thermal facility in Martin County, Florida, which facility is expected to be in service by the end of 2010.  FPL is in the process of modernizing its Cape Canaveral and Riviera Beach power plants to high-efficiency natural gas-fired units and expects the units to be placed in service by 2013 and 2014, respectively.  Each modernized plant is expected to provide approximately 1,200 mw of capacity.  A 10 mw solar photovoltaic facility in Brevard County, Florida was placed in service in April 2010.

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NextEra Energy Resources - NextEra Energy Resources’ 2009 segment results have been restated to reflect a change in the method of allocating non-utility interest expense and the allocation of shared service costs.  See Summary above and Note 11 for additional discussion.  NextEra Energy Resources’ net income for the three months ended September 30, 2010 and 2009 was $386 million and $212 million, respectively, an increase of $174 million.  NextEra Energy Resources’ net income for the nine months ended September 30, 2010 and 2009 was $907 million and $603 million, respectively, an increase of $304 million.  The primary drivers, on an after-tax basis, of these changes were as follows:

	Increase (Decrease) From Prior Period
	Three Months Ended September 30, 2010				Nine Months Ended September 30, 2010
	(millions)
New investments(a)		$	20			$	43
Existing assets(a)			21				(10	)
Gas infrastructure			17				21
Customer supply and proprietary power and gas trading businesses			(15	)			(1	)
Asset sales			(6	)			9
Interest expense, differential membership costs and other			(11	)			(66	)
Change in unrealized mark-to-market non-qualifying hedge activity(b)(c)			146				278
Change in OTTI losses on securities held in nuclear decommissioning funds, net of OTTI reversals(c)			2				30
Net income increase		$	174			$	304

__________________________________

(a)	Includes PTCs and ITCs on wind projects and ITCs on solar projects and, for new investments, deferred tax benefits associated with convertible ITCs (see Note 5) but does not include allocation of interest expense or corporate general and administrative expenses.  Results from new projects are included in new investments during the first twelve months of operation.  A project's results are included in existing assets beginning with the thirteenth month of operation.
(b)	See Note 2 and discussion above related to derivative instruments.
(c)	See table in Summary above for additional detail.

The increase in NextEra Energy Resources’ results from new investments reflects the addition of approximately 1,260 mw of wind generation during or after the three months ended September 30, 2009 and 1,460 mw of wind generation during or after the nine months ended September 30, 2009 and a benefit related to state ITCs.  Results for the three-month period from NextEra Energy Resources' existing asset portfolio increased primarily due to higher results of $16 million associated with existing wind projects primarily due to a higher wind resource across the portfolio and lower curtailments in Texas and favorable results of $8 million at Seabrook primarily resulting from higher-priced hedges.  Results for the nine-month period from NextEra Energy Resources' existing asset portfolio decreased primarily due to lower results of $25 million associated with existing wind projects primarily due to the absence of the state tax benefit of $17 million and unfavorable prices, partially offset by higher generation resulting from lower curtailments in Texas.  The results for the nine-month period also decreased due to unfavorable results in the Electric Reliability Council of Texas region of $17 million resulting primarily from unfavorable market conditions.  These items were partially offset by favorable results in the New England Power Pool (NEPOOL) region of $25 million due principally to favorable results at Seabrook resulting from higher-priced hedges and higher results from the contracted portfolio.  Substantially all of the expected 2010 results from NextEra Energy Resources' existing assets are hedged against fluctuations in commodity prices.  The increase in gas infrastructure results for the three and nine months ended September 30, 2010 is p rimarily due to exiting the hedged positions on a small number of future drilling opportunities.

The decrease in NextEra Energy Resources' results from customer supply and proprietary power and gas trading businesses in the three- and nine-month periods is primarily due to lower gas and power trading results.  The decrease in the nine-month period was partly offset by a gain from the sale of a power supply contract that NextEra Energy Resources entered into in 2009.  The customer supply business includes retail energy operations and load-following services, which require the supplier of energy to vary the quantity delivered based on the load demand needs of the customer, as well as various ancillary services.

For the three-month period, asset sales reflect the absence of a gain recorded in 2009 on the sale of a 50 mw wind project.  For the nine-month period, asset sales include an after-tax gain of approximately $5 million on the sale of a coal-fired project and an after-tax gain of approximately $11 million recorded in 2010 on a waste-to-energy project sold in 2009, partly offset by the absence of the gains from the sale of wind development rights and the sale of the 50 mw wind project in 2009.

The increase in interest expense, differential membership costs and other for the three- and nine-month periods reflects increased costs due to growth of the business.  For the nine-month period, the increase also reflects the absence of the foreign tax benefit of $18 million which was recorded in 2009.

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Operating revenues for the three months ended September 30, 2010 increased $392 million primarily due to higher revenues at PMI and NextEra Energy Resources' retail energy provider (collectively, approximately $199 million).  In addition, operating revenues reflect primarily higher-priced hedges in the NEPOOL region ($46 million), project additions ($32 million), a higher wind resource and gains of $26 million on unrealized mark-to-market non-qualifying hedge activity in 2010 compared to $54 million of losses on such hedges in 2009.  Operating revenues for the nine months ended September 30, 2010 increased $603 million primarily due to higher revenues at PMI and NextEra Energy Resources' retail energy provider (collectively, approximately $311 million), project additions ($110 millio n), higher revenues in the NEPOOL region ($126 million) primarily due to higher-priced hedges and gains of $65 million on unrealized mark-to-market non-qualifying hedge activity compared to $22 million of losses on such hedges in 2009.

Operating expenses for the three months ended September 30, 2010 increased $147 million, primarily reflecting higher fuel costs of approximately $261 million, principally at PMI, and higher costs for project additions of approximately $24 million.  This was partially offset by $160 million of unrealized mark-to-market gains from non-qualifying hedges compared to $2 million of such gains in 2009.  Operating expenses for the nine months ended September 30, 2010 increased $136 million reflecting higher fuel costs of approximately $372 million, principally at PMI, higher costs for project additions of approximately $72 million and higher corporate and other operating expenses of $15 million to support the growth of the business.  This was partially offset by $338 million of unr ealized mark-to-market gains from non-qualifying hedges compared to $30 million of losses on such hedges in 2009.

NextEra Energy Resources' interest expense for the three and nine months ended September 30, 2010 increased $18 million and $42 million, respectively, primarily due to increased borrowings to support the growth of the business, partly offset by lower average interest rates of approximately 38 basis points and 49 basis points for the three and nine months ended September 30, 2010, respectively.  Gains on disposal of assets - net in NextEra Energy's condensed consolidated statements of income for the three and nine months ended September 30, 2010 reflect $13 million and $41 million, respectively, of gains on sales of securities held in NextEra Energy Resources' nuclear decommissioning funds; corresponding gains for the three and nine months ended September 30, 2009 were $10 m illion and $19 million.  In addition, gains on disposal of assets - net for the nine months ended September 30, 2010 reflect a pretax gain of $18 million on the sale of the waste-to-energy project.

See Summary above and Note 5 for a discussion of PTCs, deferred tax benefits associated with convertible ITCs and NextEra Energy's effective income tax rates for the three and nine months ended September 30, 2010 and 2009.

NextEra Energy Resources expects its future portfolio capacity growth to come primarily from wind and solar development and from asset acquisitions.  NextEra Energy Resources expects to add a total of approximately 680 mw of new wind generation in 2010 or early 2011, of which 99 mw have been placed in service and approximately 580 mw are under construction, and a total of 700 mw to 1,000 mw in 2011.  NextEra Energy Resources plans to add approximately 3,500 mw to 5,000 mw of new wind generation and approximately 400 mw to 600 mw of new solar generation in 2010 through 2014.  Currently, in the United States, 31 states and the District of Columbia have renewable portfolio standards requiring electricity providers in the state or district to meet a certain percentage of their retail sal es with energy from renewable sources.  These standards vary, but the majority include requirements to meet 10% to 25% of the electricity providers' retail sales with energy from renewable sources by 2025.  NextEra Energy Resources believes that these standards will create incremental demand for renewable energy in the future.

Corporate and Other - Corporate and Other is primarily comprised of interest expense, the operating results of FPL FiberNet and other business activities, as well as corporate interest income and expenses.  Corporate and Other allocates non-utility interest expense and shared service costs to NextEra Energy Resources.  See Summary above and Note 11 for a discussion regarding a change, beginning in 2010, in the method of allocating non-utility interest expense, the allocation of shared service costs and the restatement of the prior year segment results of Corporate and Other.  For purposes of allocating non-utility interest expense, the deferred credit associated with differential membership interests sold by NextEra Energy Resources subsidiaries is included with debt.  Each subsidiary's income taxes are calculated based on the "separate return method," except that tax benefits that could not be used on a separate return basis, but are used on the consolidated tax return, are recorded by the subsidiary that generated the tax benefits.  Any remaining consolidated income tax benefits or expenses are recorded at Corporate and Other.  The major components of Corporate and Other's results, on an after-tax basis, are as follows:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2010			2009			2010			2009
	(millions)
Interest expense, net of allocations to NextEra Energy Resources	$	(17	)	$	(9	)	$	(46	)	$	(31	)
Interest income		10			6			32			26
Federal and state income tax benefits (expenses)		26			11			26			(2	)
Other		7			7			11			25
Net income	$	26		$	15		$	23		$	18

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The increase in interest expense for the three and nine months ended September 30, 2010 reflects additional debt outstanding, partly offset by lower average interest rates of approximately 44 basis points and 45 basis points, respectively, and a higher allocation of interest costs to NextEra Energy Resources, reflecting growth in its business.  Interest income for the three and nine months ended September 30, 2010 reflects higher interest earned on an energy-related loan made to a third party by an FPL Group Capital subsidiary and higher interest income on unrecognized tax benefits.  Federal and state income tax benefits and expenses reflect a one-time income tax benefit of $24 million related to employee benefits and consolidating income tax adjustments.  Other includes al l other corporate income and expenses, as well as other business activities.  The decline in other for the nine months ended September 30, 2010 is primarily due to a $12 million after-tax write-down to fair value in the residual value of assets held under leveraged leases; the pretax amount of the write-down of $18 million is reflected in Other - net in NextEra Energy's condensed consolidated statements of income.

Liquidity and Capital Resources

NextEra Energy and its subsidiaries, including FPL, require funds to support and grow their businesses.  These funds are used for, among other things, working capital, capital expenditures, investments in or acquisitions of assets and businesses, to pay maturing debt obligations and, from time to time, to redeem or repurchase outstanding debt or equity securities.  It is anticipated that these requirements will be satisfied through a combination of internally generated funds, short- and long-term borrowings, and the issuance, from time to time, of short- and long-term debt, and equity securities, consistent with NextEra Energy's and FPL's objective of maintaining, on a long-term basis, a capital structure that will support a strong investment grade credit rating.  NextEra Energy, FPL and FPL Group Capital rely on access to credit and capital markets as significant sources of liquidity for capital requirements and other operations that are not satisfied by operating cash flows.  The inability of NextEra Energy, FPL and FPL Group Capital to maintain their current credit ratings could affect their ability to raise short- and long-term capital, their cost of capital and the execution of their respective financing strategies, and could require the posting of additional collateral under certain agreements.

The global and domestic credit and capital markets experienced unprecedented levels of volatility and disruption in the recent past.  This significantly affected the cost and available sources of liquidity in the financial markets.  FPL and FPL Group Capital have continued to have access to commercial paper and short- and long-term credit and capital markets.  If capital and credit market conditions change, this could alter spending plans and affect working capital at FPL and NextEra Energy Resources.

Available Liquidity - At September 30, 2010, NextEra Energy's total net available liquidity was approximately $5.9 billion, of which FPL's portion was approximately $3.0 billion.  The components of each company's net available liquidity at September 30, 2010 were as follows:

										Maturity Date
	FPL			FPL Group Capital			NextEra Energy Consoli- dated			FPL	FPL Group Capital
				(millions)
Bank revolving line of credit facilities(a)	$	2,973		$	3,917		$	6,890		(b)	(b)
Less letters of credit		(21	)		(886	)		(907	)
		2,952			3,031			5,983
Revolving term loan facility		250			-			250		2014
Less borrowings		-			-			-
		250			-			250
Subtotal		3,202			3,031			6,233
Cash and cash equivalents		37			754			791
Less commercial paper		(240	)		(845	)		(1,085	)
Net available liquidity	$	2,999		$	2,940		$	5,939

__________________________________

(a)

Provide for the issuance of letters of credit up to $6,390 million ($2,473 million for FPL).  The entire amount of the facilities is available to support FPL's and FPL Group Capital's commercial paper programs and short-term borrowings and to provide additional liquidity in the event of a loss to the companies' or their subsidiaries' operating facilities (including, in the case of FPL, a transmission and distribution property loss), as well as for general corporate purposes.  FPL's bank revolving line of credit facilities are also available to support the purchase of $633 million of pollution control, solid waste disposal and industrial development revenue bonds (tax exempt bonds) in the event they are tendered by individual bond holders and not remarketed prior to maturity.

(b)

$17 million of FPL's and $40 million of FPL Group Capital's bank revolving line of credit facilities expire in 2012.  The remaining portion of bank revolving line of credit facilities for FPL and FPL Group Capital expires in 2013.

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As of October 29, 2010, 49 banks participate in FPL's and FPL Group Capital's bank revolving line of credit facilities and FPL's revolving term loan facility, with no one bank providing more than 8% of the combined bank revolving line of credit facilities and FPL's revolving term loan facility.  In order for FPL Group Capital to borrow under the terms of its bank revolving line of credit facility, NextEra Energy (which guarantees the payment of FPL Group Capital's bank revolving line of credit facility pursuant to a 1998 guarantee agreement) is required to maintain a ratio of funded debt to total capitalization that does not exceed a stated ratio.  The FPL Group Capital bank revolving line of credit facility also contains default and related acceleration provisions relating to, among othe r things, failure of NextEra Energy to maintain a ratio of funded debt to total capitalization at or below the specified ratio.  Similarly, in order for FPL to borrow under the terms of its bank revolving line of credit facilities and revolving term loan facility, FPL is required to maintain a ratio of funded debt to total capitalization that does not exceed a stated ratio.  The FPL bank revolving line of credit facilities and revolving term loan facility also contain default and related acceleration provisions relating to, among other things, failure of FPL to maintain a ratio of funded debt to total capitalization at or below the specified ratio.  At September 30, 2010, each of NextEra Energy and FPL was in compliance with its required ratio.

In January 2009, NextEra Energy entered into an agreement under which NextEra Energy may offer and sell, from time to time, NextEra Energy common stock having a gross sales price of up to $400 million.  During the three and nine months ended September 30, 2010, NextEra Energy received gross proceeds through the sale and issuance of common stock under this agreement of approximately $80 million and $125 million, respectively.  Since inception of the agreement through September 30, 2010, NextEra Energy has received gross proceeds through the sale and issuance of common stock under this agreement of approximately $286 million.

At September 30, 2010, FPL had the capacity to absorb up to approximately $205 million in future prudently incurred storm restoration costs without seeking recovery through a rate adjustment from the FPSC.  See Note 10 - Regulatory Proceedings.  Also, an indirect wholly-owned subsidiary of NextEra Energy Resources has established an $80 million letter of credit facility which expires in 2017 and serves as security for certain obligations under commodity hedge agreements entered into by the subsidiary.

The Dodd-Frank Wall Street Reform and Consumer Protection Act (Financial Reform Act) was enacted into law on July 21, 2010.  The Financial Reform Act includes, among other things, provisions that require certain over-the-counter derivative transactions to be executed by certain types of entities through an exchange or centrally cleared.  In addition, the Financial Reform Act provides an exemption from mandatory clearing requirements for transactions entered into by non-swap dealers or non-major swap participants and other non-financial entities, as defined in the Financial Reform Act, that are used to hedge commercial risk.  The Financial Reform Act also includes provisions under which the U.S. Commodity Futures Trading Commission (CFTC) may impose capital and margin requirement s on certain entities for transactions, including those that are used to hedge commercial risk.  However, key legislators indicated that it was not their intention to impose capital and margin requirements on counterparties that are eligible to utilize transactions to hedge commercial risk.  Final rules on over-the-counter derivative-related provisions of the Financial Reform Act will be established through CFTC and SEC rulemakings within 360 days after the date of enactment.  If, as a result of the rulemaking associated with the Financial Reform Act, FPL and NextEra Energy Resources do not qualify for the exemption related to clearing and margining requirements, FPL and NextEra Energy Resources would be subject to higher margin requirements.  NextEra Energy and FPL are currently unable to assess the impact of the provisions of the Financial Reform Act on their businesses pending issuance of the final regulations implementing the provisions of the Financial Reform Act.

Letters of Credit, Surety Bonds and Guarantees - NextEra Energy and FPL obtain letters of credit and surety bonds, and issue guarantees to facilitate commercial transactions with third parties and financings.  At September 30, 2010, NextEra Energy had approximately $1.1 billion of standby letters of credit ($30 million for FPL), approximately $78 million of surety bonds ($46 million for FPL) and approximately $9.2 billion notional amount of guarantees ($44 million for FPL), of which approximately $6.9 billion ($50 million for FPL) letters of credit and guarantees have expiration dates within the next five years.  An aggregate of approximately $907 million ($21 million for FPL) of the standby letters of credit at September 30, 2 010 were issued under FPL's and FPL Group Capital's credit facilities.  See Available Liquidity above.  Letters of credit, surety bonds and guarantees support, among other things, the buying and selling of wholesale energy commodities, debt and related reserves, capital expenditures for wind development, nuclear activities and other contractual agreements.  Each of NextEra Energy and FPL believe it is unlikely that it would incur any liabilities associated with these letters of credit, surety bonds and guarantees.  Accordingly, at September 30, 2010, NextEra Energy and FPL did not have any liabilities recorded for these letters of credit, surety bonds and guarantees.  In addition, NextEra Energy has guaranteed certain payment obligations of FPL Group Capital, including most of its debt and all of its debentures and commercial paper issuances, as well as most of its payment guarantees, and FPL Group Capital has guaranteed certain debt and other obligation s of NextEra Energy Resources and its subsidiaries.  See Note 10 -Commitments.

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Shelf Registration - In August 2009, NextEra Energy, FPL Group Capital, FPL and certain affiliated trusts filed a shelf registration statement with the SEC for an unspecified amount of securities.  The amount of securities issuable by the companies is established from time to time by their respective boards of directors.  As of October 29, 2010, securities that may be issued under the registration statement, which became effective upon filing, include, depending on the registrant, senior debt securities, subordinated debt securities, junior subordinated debentures, first mortgage bonds, preferred trust securities, common stock, preferred stock, stock purchase contracts, stock purchase units, warrants and guarantees related to certai n of those securities.  As of October 29, 2010, NextEra Energy and FPL Group Capital had approximately $2.7 billion (issuable by either or both of them up to such aggregate amount) of board-authorized available capacity, and FPL had $2.0 billion of board-authorized available capacity.

Credit Ratings - At October 29, 2010, Moody's Investors Service, Inc. (Moody's), Standard & Poor's Ratings Services (S&P) and Fitch Ratings (Fitch) had assigned the following credit ratings to NextEra Energy, FPL and FPL Group Capital:

	Moody's(a)	S&P(a)	Fitch(a)
NextEra Energy:(b)
Corporate credit rating	Baa1	A-	A-
FPL:(b)
Corporate credit rating	A2	A-	A
First mortgage bonds	Aa3	A	AA-
Pollution control, solid waste disposal and industrial development revenue bonds	VMIG-1	A	A+
Commercial paper	P-1	A-2	F1
FPL Group Capital:(b)
Corporate credit rating	Baa1	A-	A-
Debentures	Baa1	BBB+	A-
Junior subordinated debentures	Baa2	BBB	BBB
Commercial paper	P-2	A-2	F1

__________________________________

(a)	A security rating is not a recommendation to buy, sell or hold securities and should be evaluated independently of any other rating.  The rating is subject to revision or withdrawal at any time by the assigning rating organization.
(b)	The outlook indicated by Moody's, S&P and Fitch is stable, stable and negative, respectively.

NextEra Energy and its subsidiaries, including FPL, have no credit rating downgrade triggers that would accelerate the maturity dates of outstanding debt.  A change in ratings is not an event of default under applicable debt instruments, and while there are conditions to drawing on the line of credit facilities maintained by FPL and FPL Group Capital, the maintenance of a specific minimum credit rating is not a condition to drawing on those credit facilities.  Commitment fees and interest rates on loans under the line of credit facilities' agreements are tied to credit ratings.  A ratings downgrade also could reduce the accessibility and increase the cost of commercial paper and other short-term debt issuances and additional or replacement credit facilities.  In addition, a ratings downgrade could result in the requirement that NextEra Energy subsidiaries, including FPL, post collateral under certain agreements, including those related to fuel procurement, power sales and purchases, nuclear decommissioning funding, debt-related reserves and trading activities.  FPL's and FPL Group Capital's bank revolving line of credit facilities are available to support these potential requirements.  See Available Liquidity above.

Cash Flow - The changes in cash and cash equivalents are summarized as follows:

	NextEra Energy								FPL
	Nine Months Ended September 30,
	2010				2009				2010				2009
	(millions)
Net cash provided by operating activities		$	2,769			$	3,326			$	1,612			$	2,031
Net cash used in investing activities			(3,556	)			(4,018	)			(1,975	)			(1,945	)
Net cash provided by (used in) financing activities			1,340				321				317				(172	)
Net increase (decrease) in cash and cash equivalents		$	553			$	(371	)		$	(46	)		$	(86	)

NextEra Energy's cash and cash equivalents increased for the nine months ended September 30, 2010 reflecting cash generated by operating activities, net issuances of long-term debt, proceeds from the sale of differential membership interests and cash grants received under the Recovery Act.  These inflows were partially offset by capital investments by FPL and NextEra Energy Resources, a net decrease in short-term debt and the payment of common stock dividends to NextEra Energy shareholders.

NextEra Energy's cash flows from operating activities for the nine months ended September 30, 2010 reflect cash generated by net income, margin cash collateral provided from NextEra Energy Resources' derivative instrument counterparties as a result of changing energy prices and an increase in other taxes at FPL primarily due to property taxes, which are payable in the fourth quarter.  These inflows were partially offset by cash outflows related to FPL's cost recovery clause, primarily the fuel clause.

43

NextEra Energy's cash flows from investing activities for the nine months ended September 30, 2010 reflect capital investments, including nuclear fuel purchases, of approximately $2.1 billion by FPL to expand and enhance its electric system and generating facilities to continue to provide reliable service to meet the power needs of present and future customers and investments in independent power projects, including nuclear fuel, of approximately $1.9 billion by NextEra Energy Resources.  NextEra Energy's cash flows from investing activities also include approximately $556 million (comprised of $425 million and $131 million at NextEra Energy Resources and FPL, respectively) of cash grants under the Recovery Act, the purchase and sale of restricted securities held in th e special use funds, including the reinvestment of fund earnings and new contributions by NextEra Energy Resources, as well as other investment activity, primarily at FPL Group Capital.  NextEra Energy expects to receive additional cash grants under the Recovery Act during 2011.

During the nine months ended September 30, 2010, NextEra Energy generated proceeds from financing activities, net of related issuance costs, of approximately $3.5 billion, including $261 million in proceeds from the sale of differential membership interests, $184 million in proceeds from the issuance of common stock, primarily under NextEra Energy’s continuous offering agreement (see Available Liquidity above) and the following long-term debt issuances and borrowings:

Date Issued	Company	Debt Issuances/Borrowings	Interest Rate		Principal Amount				Maturity Date
					(millions)
February 2010	FPL	First mortgage bonds	5.69%			$	500		2040
March 2010	NextEra Energy Resources subsidiary	Senior secured limited recourse notes	6.56%				305		2030
April 2010	FPL Group Capital	Term loan	Variable	(a)			100		2013
April 2010	FPL Group Capital	Term loan	Variable	(a)			100		2013
April 2010	NextEra Energy Resources subsidiary	Senior secured limited recourse notes	Variable	(a)(b)			255		2027
May 2010	FPL Group Capital	Debentures	2.55%	(b)			250		2013
June 2010	NextEra Energy Resources subsidiary	Limited recourse term loan	Variable	(a)			78		2015
August 2010	FPL Group Capital	Debentures	2.60%	(b)			400		2015
September 2010	FPL Group Capital	Term loan	Variable	(a)			50		2013
September 2010	FPL Group Capital	Debentures related to NextEra Energy's equity units	1.90%				403		2015
September 2010	FPL Group Capital	Japanese yen denominated senior notes	5.1325%	(c)			120	(c)	2030
September 2010	NextEra Energy Resources subsidiary	Senior secured limited recourse term loan	Variable	(a)(b)			297		2028
September 2010	FPL Group Capital	Term loan	Variable	(a)			50		2013
September 2010	FPL Group Capital	Term loan	Variable	(a)			110		2014
						$	3,018

__________________________________

(a)	Variable rate is based on an underlying index plus a margin.
(b)	Interest rate swap agreements were entered into with respect to these issuances.
(c)	Reflects a currency swap agreement entered into with respect to both interest and principal payments on this issuance.

On April 30, 2010, Peace Garden Wind Funding, LLC, an indirect wholly-owned subsidiary of NextEra Energy Resources, sold its Class B membership interests in Peace Garden Wind, LLC, an indirect wholly-owned subsidiary of NextEra Energy Resources with ownership interests in two wind generation facilities with generating capability totaling approximately 170 mw located in North Dakota, to certain third-party investors for approximately $190 million.

On September 30, 2010, Heartland Wind Funding, LLC (Heartland Wind Funding), an indirect wholly-owned subsidiary of NextEra Energy Resources, issued Class B membership interests in Heartland Wind, LLC (Heartland Wind), an indirect wholly-owned subsidiary of NextEra Energy Resources, with ownership interests in three wind generation facilities with generating capability totaling approximately 309 mw located in North Dakota and Iowa, to a third-party investor.  At closing, Heartland Wind Funding received approximately $71 million and will receive future capital contributions from the third-party investor on a semi-annual basis through December 31, 2018 based on the amount of PTCs generated by Heartland Wind.  The future capital contributions are expected to total approximately $195 million based on projected wind generation.

During the nine months ended September 30, 2010, NextEra Energy paid approximately $2.1 billion in connection with financing activities, including $280 million in principal payments on NextEra Energy Resources' debt, $250 million in principal payments on FPL Group Capital’s debt, $42 million in principal payments on storm-recovery bonds, a net decrease in short-term debt of $935 million (comprised of $357 million and $578 million at FPL Group Capital and FPL, respectively) and $616 million for the payment of dividends on NextEra Energy's common stock.

NextEra Energy's cash and cash equivalents decreased for the nine months ended September 30, 2009, reflecting capital investments by FPL and NextEra Energy Resources, a net decrease in short-term debt, the payment of common stock dividends to NextEra Energy shareholders and the payment of margin cash collateral to NextEra Energy Resources' derivative instrument counterparties.  These outflows were partially offset by the receipt of cash from the net issuance of long-term debt and the recovery of fuel costs.

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Accumulated Other Comprehensive Income (Loss)

NextEra Energy's total other comprehensive income (loss) activity is as follows:

	Accumulated Other Comprehensive Income (Loss)
	Nine Months Ended September 30,
	2010									2009
	(millions)
	Net Unrealized Gains (Losses) On Cash Flow Hedges			Other			Total			Net Unrealized Gains (Losses) On Cash Flow Hedges			Other			Total
Balances at December 31 of prior year	$	67		$	102		$	169		$	5		$	(18	)	$	(13	)
Net unrealized gains (losses) on cash flow hedges:
Effective portion of net unrealized gains (losses) (net of $55 tax benefit and $80 tax expense, respectively)		(98	)		-			(98	)		118			-			118
Reclassification from AOCI to net income (net of $27 and $50 tax benefit, respectively)		(30	)		-			(30	)		(71	)		-			(71	)
Net unrealized gains (losses) on available for sale securities:
Net unrealized gains on securities still held (net of $45 and $71 tax expense, respectively)		-			26			26			-			104			104
Reclassification from AOCI to net income (net of $9 and $5 tax benefit, respectively)		-			(17	)		(17	)		-			(7	)		(7	)
Adjustments between AOCI and retained earnings		-			-			-			-			(5	)		(5	)
Defined benefit pension and other benefits plans (net of $2 tax benefit)		-			-			-			-			(3	)		(3	)
Net unrealized gains (losses) on foreign currency translation (net of $1 tax benefit and $4 tax expense, respectively)		-			(3	)		(3	)		-			9			9
Balances at September 30	$	(61	)	$	108		$	47		$	52		$	80		$	132

Energy Marketing and Trading and Market Risk Sensitivity

Energy Marketing and Trading - Certain of NextEra Energy's subsidiaries, including FPL and NextEra Energy Resources, use derivative instruments (primarily swaps, options, futures and forwards) to manage the commodity price risk inherent in the purchase and sale of fuel and electricity.  In addition, NextEra Energy, through NextEra Energy Resources, uses derivatives to optimize the value of power generation assets.  NextEra Energy Resources provides full energy and capacity requirements services primarily to distribution utilities, which include load-following services and various ancillary services, in certain markets and engages in energy trading activities to take advantage of expected future favorable price movements.

Derivative instruments, when required to be marked to market, are recorded on NextEra Energy's and FPL's condensed consolidated balance sheets as either an asset or liability measured at fair value.  At FPL, substantially all changes in the derivatives' fair value are deferred as a regulatory asset or liability until the contracts are settled, and, upon settlement, any gains or losses are passed through the fuel clause or the capacity clause.  For NextEra Energy's non-rate regulated operations, predominantly NextEra Energy Resources, unless hedge accounting is applied, essentially all changes in the derivatives' fair value for power purchases and sales and trading activities are recognized on a net basis in operating revenues; fuel purchases and sales are recognized on a net basis in fuel, pur chased power and interchange expense; and the equity method investees' related activity is recognized in equity in earnings of equity method investees in NextEra Energy's condensed consolidated statements of income.  See Note 2.

The changes in the fair value of NextEra Energy's consolidated subsidiaries' energy contract derivative instruments for the three and nine months ended September 30, 2010 were as follows:

				Hedges on Owned Assets
	Trading			Non- Qualifying			OCI			FPL Cost Recovery Clauses			NextEra Energy Total
	(millions)
Three months ended September 30, 2010
Fair value of contracts outstanding at June 30, 2010	$	83			313			98			(272	)		222
Reclassification to realized at settlement of contracts		15			(14	)		(25	)		140			116
Inception value of new contracts		114			-			-			-			114
Changes in fair value excluding reclassification to realized		38			211			-			(306	)		(57	)
Fair value of contracts outstanding at September 30, 2010		250			510			73			(438	)		395
Net option premium payments (receipts)		(140	)		10			-			-			(130	)
Net margin cash collateral paid														(5	)
Total mark-to-market energy contract net assets (liabilities) at September 30, 2010	$	110		$	520		$	73		$	(438	)	$	260

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				Hedges on Owned Assets
	Trading			Non- Qualifying			OCI			FPL Cost Recovery Clauses			NextEra Energy Total
	(millions)
Nine months ended September 30, 2010
Fair value of contracts outstanding at December 31, 2009	$	39		$	126		$	131		$	(64	)	$	232
Reclassification to realized at settlement of contracts		17			(92	)		(77	)		323			171
Inception value of new contracts		108			(45	)		-			-			63
Effective portion of changes in fair value recorded in OCI		-			-			19			-			19
Ineffective portion of changes in fair value recorded in earnings		-			1			-			-			1
Changes in fair value excluding reclassification to realized		86			520			-			(697	)		(91	)
Fair value of contracts outstanding at September 30, 2010		250			510			73			(438	)		395
Net option premium payments (receipts)		(140	)		10			-			-			(130	)
Net margin cash collateral paid														(5	)
Total mark-to-market energy contract net assets (liabilities) at September 30, 2010	$	110		$	520		$	73		$	(438	)	$	260

NextEra Energy's total mark-to-market energy contract net assets (liabilities) at September 30, 2010 shown above are included in the condensed consolidated balance sheet as follows:

	September 30, 2010
	(millions)
Current derivative assets		$	707
Noncurrent other assets			648
Current derivative liabilities			(754	)
Noncurrent derivative liabilities			(341	)
NextEra Energy's total mark-to-market energy contract net assets (liabilities)		$	260

The sources of fair value estimates and maturity of energy contract derivative instruments at September 30, 2010 were as follows:

	Maturity
	2010			2011			2012			2013			2014		Thereafter		Total
	(millions)
Trading:
Quoted prices in active markets for identical assets	$	(47	)	$	53		$	(41	)	$	(44	)	$	-	$	-	$	(79	)
Significant other observable inputs		(33	)		(208	)		(45	)		22			2		7		(255	)
Significant unobservable inputs		116			222			69			36			1		-		444
Total		36			67			(17	)		14			3		7		110
Owned Assets - Non-Qualifying:
Quoted prices in active markets for identical assets		21			(10	)		(10	)		-			-		-		1
Significant other observable inputs		2			163			120			32			24		68		409
Significant unobservable inputs		28			35			28			9			3		7		110
Total		51			188			138			41			27		75		520
Owned Assets - OCI:
Quoted prices in active markets for identical assets		6			30			14			-			-		-		50
Significant other observable inputs		19			11			(7	)		-			-		-		23
Significant unobservable inputs		-			-			-			-			-		-		-
Total		25			41			7			-			-		-		73
Owned Assets - FPL Cost Recovery Clauses:
Quoted prices in active markets for identical assets		-			-			-			-			-		-		-
Significant other observable inputs		(161	)		(285	)		-			-			-		-		(446	)
Significant unobservable inputs		1			6			1			-			-		-		8
Total		(160	)		(279	)		1			-			-		-		(438	)
Total sources of fair value	$	(48	)	$	17		$	129		$	55		$	30	$	82	$	265

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The changes in the fair value of NextEra Energy's consolidated subsidiaries' energy contract derivative instruments for the three and nine months ended September 30, 2009 were as follows:

				Hedges on Owned Assets
	Trading			Non- Qualifying			OCI			FPL Cost Recovery Clauses			NextEra Energy Total
	(millions)
Three months ended September 30, 2009
Fair value of contracts outstanding at June 30, 2009	$	73		$	141		$	187		$	(856	)	$	(455	)
Reclassification to realized at settlement of contracts		(121	)		(44	)		(62	)		550			323
Effective portion of changes in fair value recorded in OCI		-			-			22			-			22
Ineffective portion of changes in fair value recorded in earnings		-			4			-			-			4
Changes in fair value excluding reclassification to realized		30			(9	)		-			3			24
Fair value of contracts outstanding at September 30, 2009		(18	)		92			147			(303	)		(82	)
Net option premium payments (receipts)		(25	)		17			-			-			(8	)
Net margin cash collateral paid														167
Total mark-to-market energy contract net assets (liabilities) at September 30, 2009	$	(43	)	$	109		$	147		$	(303	)	$	77

				Hedges on Owned Assets
	Trading			Non- Qualifying			OCI			FPL Cost Recovery Clauses			NextEra Energy Total
	(millions)
Nine months ended September 30, 2009
Fair value of contracts outstanding at December 31, 2008	$	56		$	143		$	114		$	(1,108	)	$	(795	)
Reclassification to realized at settlement of contracts		(169	)		(151	)		(146	)		1,350			884
Effective portion of changes in fair value recorded in OCI		-			-			179			-			179
Ineffective portion of changes in fair value recorded in earnings		-			13			-			-			13
Changes in fair value excluding reclassification to realized		95			87			-			(545	)		(363	)
Fair value of contracts outstanding at September 30, 2009		(18	)		92			147			(303	)		(82	)
Net option premium payments (receipts)		(25	)		17			-			-			(8	)
Net margin cash collateral paid														167
Total mark-to-market energy contract net assets (liabilities) at September 30, 2009	$	(43	)	$	109		$	147		$	(303	)	$	77

Market Risk Sensitivity - Financial instruments and positions affecting the financial statements of NextEra Energy and FPL described below are held primarily for purposes other than trading.  Market risk is measured as the potential loss in fair value resulting from hypothetical reasonably possible changes in commodity prices, interest rates, equity prices or currency exchange rates over the next year.  With respect to certain debt issuances and borrowings, FPL Group Capital has entered into three cross currency swaps, two to hedge against currency movements with respect to both interest and principal payments and one to hedge against currency and interest rate movements with respect to both interest and principal payments.  At both September 30, 2010 and December 31, 2009, the fair value of these cross currency swaps was not material.  Management has established risk management policies to monitor and manage market risks.  With respect to commodities, NextEra Energy's Exposure Management Committee (EMC), which is comprised of certain members of senior management, is responsible for the overall approval of market risk management policies and the delegation of approval and authorization levels.  The EMC receives periodic updates on market positions and related exposures, credit exposures and overall risk management activities.

NextEra Energy and its subsidiaries are also exposed to credit risk through their energy marketing and trading operations.  Credit risk is the risk that a financial loss will be incurred if a counterparty to a transaction does not fulfill its financial obligation.  NextEra Energy manages counterparty credit risk for its subsidiaries with energy marketing and trading operations through established policies, including counterparty credit limits, and in some cases credit enhancements, such as cash prepayments, letters of credit, cash and other collateral and guarantees.  Credit risk is also managed through the use of master netting agreements.  NextEra Energy's credit department monitors current and forward credit exposure to counterparties and their affiliates, both on an ind ividual and an aggregate basis.

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Commodity price risk- NextEra Energy uses a value-at-risk (VaR) model to measure market risk in its trading and mark-to-market portfolios.  The VaR is the estimated nominal loss of market value based on a one-day holding period at a 95% confidence level using historical simulation methodology.  As of September 30, 2010 and December 31, 2009, the VaR figures were as follows:

	Trading						Non-Qualifying Hedges and Hedges in OCI and FPL Cost Recovery Clauses(a)						Total
	FPL		NextEra Energy Resources		NextEra Energy		FPL		NextEra Energy Resources		NextEra Energy		FPL		NextEra Energy Resources		NextEra Energy
							(millions)
December 31, 2009	$	-	$	5	$	5	$	68	$	59	$	40	$	68	$	57	$	37
September 30, 2010	$	-	$	3	$	3	$	34	$	20	$	27	$	34	$	32	$	27
Average for the nine months ended September 30, 2010	$	-	$	4	$	4	$	49	$	36	$	28	$	49	$	39	$	27

__________________________________

(a) Non-qualifying hedges are employed to reduce the market risk exposure to physical assets or contracts which are not marked to market.  The VaR figures for the non-qualifying hedges and hedges in OCI and FPL cost recovery clauses category do not represent the economic exposure to commodity price movements.

Interest rate risk - NextEra Energy and FPL are exposed to risk resulting from changes in interest rates as a result of their respective issuances of debt, investments in special use funds and other investments.  NextEra Energy and FPL manage their respective interest rate exposure by monitoring current interest rates, entering into interest rate swaps and adjusting their variable rate debt in relation to total capitalization.

The following are estimates of the fair value of NextEra Energy's and FPL's financial instruments:

	September 30, 2010						December 31, 2009
	Carrying Amount			Estimated Fair Value			Carrying Amount			Estimated Fair Value
				(millions)
NextEra Energy:
Fixed income securities:
Special use funds	$	1,831		$	1,831	(a)	$	1,685		$	1,685	(a)
Other investments	$	116		$	116	(a)	$	104		$	104	(a)
Long-term debt, including current maturities	$	19,379		$	20,769	(b)	$	16,869		$	17,256	(b)
Interest rate swaps - net unrealized losses	$	(143	)	$	(143	)(c)	$	(17	)	$	(17	)(c)
FPL:
Fixed income securities - special use funds	$	1,463		$	1,463	(a)	$	1,384		$	1,384	(a)
Long-term debt, including current maturities	$	6,323		$	7,177	(b)	$	5,836		$	6,055	(b)

__________________________________

(a)	Based on quoted market prices for these or similar issues.
(b)	Provided by external sources based on market prices indicative of market conditions.
(c)	Modeled internally based on market values using discounted cash flow analysis and credit valuation adjustment.

The special use funds of NextEra Energy and FPL consist of restricted funds set aside to cover the cost of storm damage for FPL and for the decommissioning of NextEra Energy's and FPL's nuclear power plants.  A portion of these funds is invested in fixed income debt securities carried at their market value.  At FPL, adjustments to market value result in a corresponding adjustment to the related liability accounts based on current regulatory treatment.  The market value adjustments of NextEra Energy's non-rate regulated operations result in a corresponding adjustment to OCI, except for impairments deemed to be other than temporary which are reported in current period earnings.  Because the funds set aside by FPL for storm damage could be needed at any time, the related inves tments are generally more liquid and, therefore, are less sensitive to changes in interest rates.  The nuclear decommissioning funds, in contrast, are generally invested in longer-term securities, as decommissioning activities are not scheduled to begin until at least 2014 (2032 at FPL).

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NextEra Energy and its subsidiaries use a combination of fixed rate and variable rate debt to manage interest rate exposure.  Interest rate swaps are used to mitigate and adjust interest rate exposure when deemed appropriate based upon market conditions or when required by financing agreements.  At September 30, 2010, the estimated fair values for NextEra Energy's interest rate swaps were as follows:

Notional Amount		Effective Date	Maturity Date	Rate Paid		Rate Received		Estimated Fair Value
(millions)								(millions)
Fair value hedges - FPL Group Capital:
$	300	June 2008	September 2011	Variable	(a)	5.625	%		$	11
$	250	May 2010	November 2013	Variable	(b)	2.55	%			8
$	400	August 2010	September 2015	Variable	(c)	2.60	%			3
Total fair value hedges										22
Cash flow hedges - NextEra Energy Resources:
$	43	December 2003	December 2017	4.245	%	Variable	(d)			(4	)
$	14	April 2004	December 2017	3.845	%	Variable	(d)			(1	)
$	157	December 2005	November 2019	4.905	%	Variable	(d)			(19	)
$	384	January 2007	January 2022	5.390	%	Variable	(e)			(54	)
$	94	January 2008	September 2011	3.2050	%	Variable	(d)			(2	)
$	333	January 2009	December 2016	2.680	%	Variable	(d)			(16	)
$	124	January 2009(f)	December 2023	3.725	%	Variable	(d)			-
$	84	January 2009	December 2023	2.578	%	Variable	(g)			-
$	20	March 2009	December 2016	2.655	%	Variable	(d)			(1	)
$	7	March 2009(f)	December 2023	3.960	%	Variable	(d)			-
$	318	May 2009	May 2017	3.015	%	Variable	(d)			(20	)
$	106	May 2009(f)	May 2024	4.663	%	Variable	(d)			(2	)
$	128	December 2009	December 2019	3.830	%	Variable	(d)			(15	)
$	52	December 2009(f)	September 2021	5.500	%	Variable	(d)			(1	)
$	255	April 2010	January 2027	4.040	%	Variable	(e)			(30	)
Total cash flow hedges										(165	)
Total interest rate swaps									$	(143	)

__________________________________

(a)	Three-month London InterBank Offered Rate (LIBOR) plus 1.18896%.
(b)	Three-month LIBOR plus 0.4726%.
(c)	Three-month LIBOR plus 0.7980%.
(d)	Three-month LIBOR.
(e)	Six-month LIBOR.
(f)	Exchange of payments does not begin until December 2016, December 2016, May 2017 and December 2019, respectively.
(g)	Three-month Banker's Acceptance Rate.

Based upon a hypothetical 10% decrease in interest rates, which is a reasonable near-term market change, the net fair value of NextEra Energy's net liabilities would increase by approximately $899 million ($352 million for FPL) at September 30, 2010.

Equity price risk - Included in the nuclear decommissioning reserve funds of NextEra Energy are marketable equity securities carried at their market value of approximately $1,759 million and $1,705 million ($1,085 million and $1,024 million for FPL) at September 30, 2010 and December 31, 2009, respectively.  A hypothetical 10% decrease in the prices quoted by stock exchanges, which is a reasonable near-term market change, would result in a $167 million ($104 million for FPL) reduction in fair value and corresponding adjustments to the related liability accounts based on current regulatory treatment for FPL, or adjustments to OCI for NextEra Energy's non-rate regulated operations, at September 30, 2010.

Credit risk - For all derivative and contractual transactions, NextEra Energy's energy marketing and trading operations, which includes FPL's energy marketing and trading division, are exposed to losses in the event of nonperformance by counterparties to these transactions.  Relevant considerations when assessing NextEra Energy's energy marketing and trading operations' credit risk exposure include:

· Operations are primarily concentrated in the energy industry.

· Trade receivables and other financial instruments are predominately with energy, utility and financial services related companies, as well as municipalities, cooperatives and other trading companies in the United States.

· Overall credit risk is managed through established credit policies.

· Prospective and existing customers are reviewed for creditworthiness based upon established standards, with customers not meeting minimum standards providing various credit enhancements or secured payment terms, such as letters of credit or the posting of margin cash collateral.

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· The use of master netting agreements to offset cash and non-cash gains and losses arising from derivative instruments with the same counterparty.  NextEra Energy's policy is to have master netting agreements in place with significant counterparties.

Based on NextEra Energy's policies and risk exposures related to credit, NextEra Energy and FPL do not anticipate a material adverse effect on their financial positions as a result of counterparty nonperformance.  As of September 30, 2010, approximately 99% of NextEra Energy's and 100% of FPL's energy marketing and trading counterparty credit risk exposure is associated with companies that have investment grade credit ratings.

Item 3.  Quantitative and Qualitative Disclosures About Market Risk

See Management's Discussion - Energy Marketing and Trading and Market Risk Sensitivity - Market Risk Sensitivity.

Item 4.  Controls and Procedures

(a)	Evaluation of Disclosure Controls and Procedures
	As of September 30, 2010, each of NextEra Energy and FPL had performed an evaluation, under the supervision and with the participation of its management, including NextEra Energy's and FPL's chief executive officers and chief financial officer, of the effectiveness of the design and operation of each company's disclosure controls and procedures (as defined in the Securities Exchange Act of 1934 Rule 13a-15(e) or 15d-15(e)).  Based upon that evaluation, the chief executive officer and chief financial officer of each of NextEra Energy and FPL concluded that the company's disclosure controls and procedures were effective as of September 30, 2010.
(b)	Changes in Internal Control over Financial Reporting
	NextEra Energy and FPL are continuously seeking to improve the efficiency and effectiveness of their operations and of their internal controls.  This results in refinements to processes throughout NextEra Energy and FPL.  However, there has been no change in NextEra Energy's or FPL's internal control over financial reporting that occurred during NextEra Energy's and FPL's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, NextEra Energy's or FPL's internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1.  Legal Proceedings

NextEra Energy and FPL are parties to various legal and regulatory proceedings in the ordinary course of their respective businesses.  For information regarding legal and regulatory proceedings that could have a material effect on NextEra Energy or FPL, see Item 3. Legal Proceedings and Note 14 - Legal Proceedings to Consolidated Financial Statements in the 2009 Form 10-K for NextEra Energy and FPL and Note 10 - Legal Proceedings and Regulatory Proceedings herein.  Such descriptions are incorporated herein by reference.

Item 1A.  Risk Factors

There have been no material changes from the risk factors disclosed in NextEra Energy’s and FPL’s March 2010 Form 10-Q.  The factors discussed in Part II, Item 1A. Risk Factors in NextEra Energy's and FPL's March 2010 Form 10-Q, as well as other information set forth in this report, which could materially adversely affect NextEra Energy's and FPL's businesses, financial condition and/or future operating results should be carefully considered.  The risks described in NextEra Energy's and FPL's March 2010 Form 10-Q are not the only risks facing NextEra Energy and FPL.  Additional risks and uncertainties also may materially adversely affect NextEra Energy's or FPL's business, financial condition and/or future operating results.

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Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds

(c) Information regarding purchases made by NextEra Energy of its common stock is as follows:

Period	Total Number of Shares Purchased(a)		Average Price Paid Per Share			Total Number of Shares Purchased as Part of a Publicly Announced Program		Maximum Number of Shares that May Yet be Purchased Under the Program(b)
7/01/10 - 7/31/10		-		$	-		-	20,000,000
8/01/10 - 8/31/10		12,455		$	52.02		-	20,000,000
9/01/10 - 9/30/10		1,191		$	54.08		-	20,000,000
Total		13,646		$	52.20		-

__________________________________

(a)

Includes: (1) in both August 2010 and September 2010, shares of common stock withheld from employees to pay certain withholding taxes upon the vesting of stock awards granted to such employees under NextEra Energy's Amended and Restated Long Term Incentive Plan (LTIP); and (2) in September 2010, shares of common stock purchased as a reinvestment of dividends by the trustee of a grantor trust in connection with NextEra Energy's obligation under a February 2006 grant under the LTIP of deferred retirement share awards to an executive officer.

(b)

In February 2005, NextEra Energy's Board of Directors authorized a common stock repurchase plan of up to 20 million shares of common stock over an unspecified period, which authorization was ratified and confirmed by the Board of Directors in December 2005.

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Item 6.  Exhibits

Exhibit Number	Description	NextEra Energy	FPL
*4(a)	Officer's Certificate of FPL Group Capital, dated August 31, 2010, creating the Debentures, 2.60% Series due September 1, 2015 (filed as Exhibit 4 to Form 8-K dated August 31, 2010, File No. 1-8841)	x
*4(b)	Purchase Contract Agreement, dated as of September 1, 2010, between NextEra Energy and The Bank of New York Mellon, as Purchase Contract Agent (filed as Exhibit 4(a) to Form 8-K dated September 15, 2010, File No. 1-8841)	x
*4(c)	Pledge Agreement, dated as of September 1, 2010, among NextEra Energy, Deutsche Bank Trust Company Americas, as Collateral Agent, Custodial Agent and Securities Intermediary, and The Bank of New York Mellon, as Purchase Contract Agent (filed as Exhibit 4(b) to Form 8-K dated September 15, 2010, File No. 1-8841)	x
*4(d)	Officer's Certificate of FPL Group Capital, dated September 21, 2010, creating the Series D Debentures due September 1, 2015 (filed as Exhibit 4(c) to Form 8-K dated September 15, 2010, File No. 1-8841)	x
10(a)	Appendix A2 (revised as of August 16, 2010) to NextEra Energy's Supplemental Executive Retirement Plan, amended and restated effective January 1, 2005	x	x
10(b)	Executive Retention Employment Agreement between NextEra Energy and Shaun J. Francis dated as of August 16, 2010	x	x
12(a)	Computation of Ratios	x
12(b)	Computation of Ratios		x
31(a)	Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer of NextEra Energy	x
31(b)	Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer of NextEra Energy	x
31(c)	Rule 13a-14(a)/15d-14(a) Certification of Chief Executive Officer of FPL		x
31(d)	Rule 13a-14(a)/15d-14(a) Certification of Chief Financial Officer of FPL		x
32(a)	Section 1350 Certification of NextEra Energy	x
32(b)	Section 1350 Certification of FPL		x
101.INS	XBRL Instance Document	x
101.SCH	XBRL Schema Document	x
101.PRE	XBRL Presentation Linkbase Document	x
101.CAL	XBRL Calculation Linkbase Document	x
101.LAB	XBRL Label Linkbase Document	x
101.DEF	XBRL Definition Linkbase Document	x

__________________________________

*Incorporated herein by reference

NextEra Energy and FPL agree to furnish to the SEC upon request any instrument with respect to long-term debt that NextEra Energy and FPL have not filed as an exhibit pursuant to the exemption provided by Item 601(b)(4)(iii)(A) of Regulation S-K.

52

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned thereunto duly authorized.

NEXTERA ENERGY, INC.

FLORIDA POWER & LIGHT COMPANY

(Registrants)

Date:  November 3, 2010

CHRIS N. FROGGATT

Chris N. Froggatt

Vice President, Controller and Chief Accounting Officer of NextEra Energy, Inc.

(Principal Accounting Officer of NextEra Energy, Inc.)

KIMBERLY OUSDAHL

Kimberly Ousdahl

Vice President, Controller and Chief Accounting Officer of

Florida Power & Light Company

(Principal Accounting Officer of

Florida Power & Light Company)

53

EX-10.A

Exhibit 10(a)

Appendix A2 Last Revised On: August 16, 2010
Name	Company	Pre-4/1/1997 Participant	Class A “Bonus SERP” Status	Double Basic Credits	Double Transition Credits
BENNETT, CHRISTOPHER A. *	NextEra Energy, Inc		X1	X1
FRANCIS, SHAUN J. *	NextEra Energy, Inc		X1	X1
KELLIHER, JOSEPH T. *	Florida Power & Light Company		X1	X1
MCGRATH, ROBERT L. 2*	NextEra Energy, Inc		X1	X1	X1
RODRIGUEZ, ANTONIO *	NextEra Energy, Inc	X
SIEVING, CHARLES E. *	NextEra Energy, Inc		X1	X1
CUTLER, PAUL I. *	NextEra Energy, Inc		X1
FROGGATT, CHRIS N. *	NextEra Energy, Inc		X1

1	The Compensation Committee has expressly identified these items and acknowledged that they are subject to Internal Revenue Code Section 409A.  In particular, these items include: (i) the additional deferred compensation provided by the designation of certain officers as Class A Executives, effective on or after January 1, 2006; and (ii) the additional deferred compensation set forth in SERP Amendment #4 to the Prior Plan (meaning amounts deferred by certain senior officers specified by the Compensation Committee who became participants in the SERP on or after April 1, 1997 at the rate of two times the basic credit and, to the extent applicable, the transition credit under the cash balance formula in the SERP for their pensionable earnings on or after January 1, 2006).  Importantly, nothing in Amendment #4 to the Prior Plan, the SERP, Compensation Committee resolutions, or any other document shall be construed as subjecting to Code Section 409A any deferrals made under the SERP prior to January 1, 2005, except as expressly noted herein.
2	Due to material modification of the SERP benefit pursuant to Executive Retention Employment Agreements entered into after December 31, 2004, no amount of the SERP benefit for Mr. McGrath is eligible for grandfathered treatment under Code Section 409A.
*	Executive Officer of NextEra Energy, Inc.

EX-10.B

Exhibit 10(b)

EXECUTIVE RETENTION EMPLOYMENT AGREEMENT

Executive Retention Employment Agreement between NextEra Energy, Inc., a Florida corporation (the "Company"), and Shaun J. Francis (the "Executive"), dated as of August 16, 2010.  The Board of Directors of the Company (the "Board") has determined that it is in the best interests of the Company and its shareholders to assure that the Company and its Affiliated Companies will have the continued dedication of the Executive, notwithstanding the possibility, threat or occurrence of a Potential Change of Control or a Change of Control (each as defined below) of the Company.  The Board believes it is imperative to diminish the inevitable distraction of the Executive by virtue of the personal uncertainties and risks created by the circumstances surrounding a Potential Change of Control or a Change of Control and to encourage the Executive's full attention and dedication to the Company and its Affiliated Companies currently and in the event of any Potential Change of Control or Change of Control (and, under certain circumstances, in the event of the termination or abandonment of a Change of Control transaction), and to provide the Executive with compensation and benefits arrangements which ensure that the compensation and benefits expectations of the Executive will be satisfied and which are competitive with those of other corporations which may compete with the Company for the services of the Executive. Therefore, in order to accomplish these objectives, the Board has caused the Company to enter into this Executive Retention Employment Agreement (this "Agreement").

Therefore, the Company and the Executive agree as follows:

1.Effective Date.

The effective date of this Agreement (the "Effective Date") shall be the date on which (i) a Potential Change of Control occurs, (ii) the Board approves a plan of complete liquidation or dissolution of the Company, (iii) a Change of Control occurs pursuant to Section 2(a)(1) or (2) below or (iv) a definitive agreement is signed by the Company which provides for a transaction that, if approved by shareholders or consummated, as applicable, would result in a Change of Control pursuant to Section 2(a)(3) or (4) below; provided, however, that any of the foregoing which may have occurred prior to the date hereof shall be disregarded.  Anything in this Agreement to the contrary notwithstanding, if, prior to the Effective Date, the Executive's employment wit h the Company or its Affiliated Companies was terminated by the Company or its Affiliated Companies, or both, as applicable, other than for Cause or Disability (each as defined below) or by the Executive for Good Reason (as defined below) and the Executive can reasonably demonstrate that such termination (or the event constituting Good Reason) took place (a) at the request or direction of a third party who took action that caused a Potential Change of Control or (b) in contemplation of an event that would give rise to an Effective Date, an Effective Date will be deemed to have occurred (“Deemed Effective Date”) immediately prior to the Date of Termination (as defined in Section 7(e) below), provided that a Change of Control occurs within a two-year period following such Date of Termination. As used in this Agreement, the term "Affiliated Companies" shall include any corporation or other entity controlled by, controlling or under common control with the Company and th e term “Subsidiary” shall mean (x) any corporation or other entity (other than the Company) with respect to which the Company owns, directly or indirectly, 50% or more of the total combined voting power of all classes of stock or other ownership interests or (y) any other related entity which may be designated by the Board as a Subsidiary, provided such entity could be considered a subsidiary according to generally accepted accounting principles.

2.Change of Control; Potential Change of Control.  For the purposes of this Agreement:

(a)A "Change of Control" shall mean the first (and only the first) to occur of the following:

(1)The acquisition by any individual, entity or group (within the meaning of Section 13(d)(3) or 14(d)(2) of the Securities Exchange Act of 1934, as amended (the "Exchange Act")) of beneficial ownership (within the meaning of Rule 13d-3 promulgated under the Exchange Act) of 20% or more of either (x) the then outstanding shares of common stock of the Company (the "Outstanding Company Common Stock") or (y) the combined voting power of the then outstanding voting securities of the Company entitled to vote generally in the election of directors (the "Outstanding Company Voting Securities"); provided, however, that the following acquisitions (collectively, the "Excluded Acquisitions") shall not constitute a Change of Control (it being understood that shares acquired in an Excluded Acquisition may nevertheless be considered in determining whether any subsequent acquisition by such individual, entity or group (other than an Excluded Acquisition) constitutes a Change of Control): (i) any acquisition directly from the Company or any Subsidiary; (ii) any acquisition by the Company or any Subsidiary; (iii) any acquisition by any employee benefit plan (or related trust) sponsored or maintained by the Company or any Subsidiary; (iv) any acquisition by an underwriter temporarily holding Company securities pursuant to an offering of such securities; (v) any acquisition in connection with which, pursuant to Rule 13d-1 promulgated pursuant to the Exchange Act, the individual, entity or group is permitted to, and actually does, report its beneficial ownership on Schedule 13G (or any successor Schedule); provided that, if any such individual, entity or group subsequently becomes required to or does report its beneficial ownership on S chedule 13D (or any successor Schedule), then, for purposes of this paragraph, such individual, entity or group shall be deemed to have first acquired, on the first date on which such individual, entity or group becomes required to or does so report, beneficial ownership of all of the Outstanding Company Common Stock and/or Outstanding Company Voting Securities beneficially owned by it on such date; or (vi) any acquisition in connection with a Business Combination (as hereinafter defined) which, pursuant to subparagraph (3) below, does not constitute a Change of Control; or

(2)Individuals who, as of the date hereof, constitute the Board (the "Incumbent Board") cease for any reason to constitute at least a majority of the Board; provided, however, that any individual becoming a director subsequent to the date hereof whose election, or nomination for election by the Company's shareholders, was approved by a vote of at least a majority of the directors then comprising the Incumbent Board shall be considered as though such individual were a member of the Incumbent Board, but excluding, for this purpose, any such individual whose initial assumption of office occurs as a result of either an actual or threatened election contest with respect to the election or removal of directors or other actua l or threatened solicitation of proxies or consents by or on behalf of an individual, entity or group other than the Board; or

(3)Consummation by the Company of a reorganization, merger, consolidation or other business combination (any of the foregoing, a "Business Combination") of the Company or any Subsidiary of the Company with any other corporation, in any case with respect to which:

(i)the Outstanding Company Voting Securities outstanding immediately prior to such Business Combination do not, immediately following such Business Combination, continue to represent (either by remaining outstanding or being converted into voting securities of the resulting or surviving entity or any ultimate parent thereof) more than 55% of the outstanding common stock and of the then outstanding voting securities entitled to vote generally in the election of directors of the resulting or surviving entity (or any ultimate parent thereof); or

(ii)less than a majority of the members of the board of directors of the resulting or surviving entity (or any ultimate parent thereof) in such Business Combination (the "New Board") consists of individuals ("Continuing Directors") who were members of the Incumbent Board (as defined in subparagraph (2) above) immediately prior to consummation of such Business Combination (excluding from Continuing Directors for this purpose, however, any individual whose election or appointment to the Board was at the request, directly or indirectly, of the entity which entered into the definitive agreement with the Company or any Subsidiary providing for such Business Combination); or

(4) (i) Consummation of a sale or other disposition of all or substantially all of the assets of the Company, other than to a corporation with respect to which, following such sale or other disposition, more than 55% of, respectively, the then outstanding shares of common stock of such corporation and the combined voting power of the then outstanding voting securities of such corporation entitled to vote generally in the election of directors is then beneficially owned, directly or indirectly,by all or substantially all of the individuals and entities who were the beneficial owners, respectively, of the Outstanding Company Common Stock and Outstanding Company Voting Securities immediately prior to such sale or other disposition in substantially the same proportion as their ownership, immediately prior to such sale or other disposition, of the Outstanding Company Common Stock and Outstanding Company Voting Securities as the case may be; or (ii) shareholder approval of a complete liquidation or dissolution of the Company.

The term "the sale or disposition by the Company of all or substantially all of the assets of the Company" shall mean a sale or other disposition transaction or series of related transactions involving assets of the Company or of any Subsidiary (including the stock of any Subsidiary) in which the value of the assets or stock being sold or otherwise disposed of (as measured by the purchase price being paid therefor or by such other method as the Board determines is appropriate in a case where there is no readily ascertainable purchase price) constitutes more than two-thirds of the fair market value of the Company (as hereinafter defined).  The "fair market value of the Company" shall be the aggregate market value of the then Outstanding Company Common Stock (on a fully diluted basis) plus the aggregat e market value of the Company's other outstanding equity securities.  The aggregate market value of the shares of Outstanding Company Common Stock shall be determined by multiplying the number of shares of Outstanding Company Common Stock (on a fully diluted basis) outstanding on the date of the execution and delivery of a definitive agreement with respect to the transaction or series of related transactions (the "Transaction Date") by the average closing price of the shares of Outstanding Company Common Stock for the ten trading days immediately preceding the Transaction Date.  The aggregate market value of any other equity securities of the Company shall be determined in a manner similar to that prescribed in the immediately preceding sentence for determining the aggregate market value of the shares of Outstanding Company Common Stock or by such other method as the Board shall determine is appropriate.

(b)A "Potential Change of Control" shall be deemed to have occurred if an event set forth in either of the following subparagraphs shall have occurred:

(1)the Company or any individual, entity or group (within the meaning of Section 13(d)(3) or 14(d)(2) of the Exchange Act) pub­licly an­nounces or otherwise communicates to the Board in writing an inten­tion to take or to consider taking actions (e.g., a "bear hug" letter, an unsolicited offer or the commencement of a proxy contest) which, if con­summated or approved by shareholders, as applicable, would constitute a Change of Control; or

(2)any individual, entity or group (within the meaning of Section 13(d)(3) or 14(d)(2) of the Exchange Act) di­rectly or indi­rectly, acquires beneficial ownership of 15% or more of the Outstanding Company Common Stock or Outstanding Company Voting Securities; provided, however, that Excluded Acquisitions shall not constitute a Potential Change of Control.

3.Employment Period.

(a)The Company hereby agrees to continue the Executive in its or its Affiliated Companies' employ, or both, as the case may be, and the Executive hereby agrees to remain in the employ of the Company, or its Affiliated Companies, or both, as the case may be, subject to the terms of this Agreement, for a period commencing on the Effective Date and ending on the third anniversary of such date (such period or, if shorter, the period from the Effective Date to the Date of Termination, is hereinafter referred to as the "Employment Period").

(b)Anything in this Agreement to the contrary notwithstanding, (x) if an Effective Date occurs (other than as a result of a Change of Control under Section 2(a)(1) or (2) above) and the Board adopts a resolution to the effect that the event or circumstance giving rise to the Effective Date no longer exists (including by reason of the termination or abandonment of the transaction contemplated by the definitive agreement referred to in clause (iv) of Section 1 hereof), the Employment Period shall terminate on the date the Board adopts such resolution, but this Agreement shall otherwise remain in effect, and (y) if a Change of Control occurs pursuant to Section 2(a)(3) or (4) above during the Employment Period, the Employ ment Period shall immediately extend to and end on the thirdanniversary of the date of such Change of Control (or, if earlier, to the Date of Termination) and a new Effective Date will be deemed to have occurred on the date of such Change of Control.

4.Position and Duties.

During the Employment Period, the Executive's status, offices, titles, and reporting requirements with the Company or its Affiliated Companies or both, as the case may be, shall be commensurate with those in effect during the 90-day period immediately preceding the Effective Date. The duties and responsibilities assigned to the Executive may be increased, decreased or otherwise changed during the Employment Period, provided that the duties and responsibilities assigned to the Executive at any given time are not materially inconsistent with the Executive's status, offices, titles, and reporting requirements as in effect during the 90-day period immediately preceding the Effective Date. The Executive's services shall be performed at the location where the Executive was employed immediately preceding the Effectiv e Date or any location less than 20 miles from such location, although the Executive understands and agrees that he may be required to travel from time to time for business purposes.

During the Employment Period, and excluding any periods of vacation and sick leave to which the Executive is entitled, the Executive agrees to devote substantially all of his time and attention during normal business hours to the business and affairs of the Company and its Affiliated Companies and to use his reasonable best efforts to perform faithfully and efficiently the duties and responsibilities assigned to him hereunder.  During the Employment Period it shall not be a violation of this Agreement for the Executive to serve on corporate, civic or charitable boards or committees, deliver lectures, fulfill speaking engagements or teach at educational institutions and devote reasonable amounts of time to the management of his and his family's personal investments and affairs, so long as such activit ies do not significantly interfere with the performance of the Executive's responsibilities as an employee of the Company or its Affiliated Companies in accordance with this Agreement.  It is expressly understood and agreed that to the extent that any such activities have been conducted by the Executive prior to the Effective Date, the reinstatement or continued conduct of such activities (or the reinstatement or conduct of activities similar in nature and scope thereto) subsequent to the Effective Date shall not thereafter be deemed to interfere with the performance of the Executive's responsibilities to the Company and its Affiliated Companies.

5.Compensation.

During the Employment Period, the Executive shall be compensated as follows:

(a)Annual Base Salary.  The Executive shall be paid an annual base salary ("Annual Base Salary"), in equal biweekly installments or otherwise in accordance with the Company’s then-current payroll practice, at least equal to the annual rate of base salary being paid to the Executive by the Company and its Affiliated Companies as of the Effective Date.  The Annual Base Salary shall be reviewed at least annually and shall be increased substantially consistent with increases in base salary generally awarded to other peer executives of the Company and its Affiliated Companies.  Such increases shall in no event be less than t he increases in the U.S. Department of Labor Consumer Price Index - U.S. City Average Index.  Any increase in Annual Base Salary shall not serve to limit or reduce any other obligation to the Executive under this Agreement.  Annual Base Salary shall not be reduced after any such increase and the term "Annual Base Salary" as utilized in this Agreement shall refer to Annual Base Salary as so increased.

(b)Annual Bonus.  In addition to Annual Base Salary, upon the terms and subject to the conditions of this paragraph (b), the Executive shall be awarded, for each fiscal year ending during the Employment Period an annual cash bonus (the "Annual Bonus") equal to a percentage of his Annual Base Salary.  Such percentage shall be substantially consistent with the targeted percentages generally awarded to other peer executives of the Company and its Affiliated Companies, but at least equal to the higher of (i) the percentage obtained by dividing his targeted annual bonus for the then current fiscal year by his then Annual Base Salary or (ii)  the average percentage of his annual base salary  (as in effect for the applicable years) that was paid or payable, including by reason of any deferral, to the Executive by the Company and its Affiliated Companies as an annual bonus (however described, including as annual incentive compensation)  for each of the three fiscal years immediately preceding the fiscal year in which the Effective Date occurs (or, if higher, for each of the three fiscal years immediately preceding the fiscal year in which a Change of Control occurs, if a Change of Control occurs following the Effective Date).  For the purposes of any calculation required to be made under clause (ii) of the preceding sentence, an annual bonus shall be annualized for any fiscal year consisting of less than twelve full months or with respect to which the Executive was employed for, and received pro-rated annual incentive compensation with respect to, less than the full twelve months, and, if the Executive has not be en employed for the full duration of the three fiscal years immediately preceding the year in which the Effective Date occurs, the average shall be calculated over the duration of the Executive's employment in such period.  Each such Annual Bonus shall be paid no later than the end of the second month of the fiscal year next following the fiscal year for which the Annual Bonus is awarded, unless the Executive otherwise elects to defer the receipt of such Annual Bonus in accordance with a deferred compensation plan of the Company or its Affiliated Companies that complies with Section 409A of the Internal Revenue Code (the “Code”).  The foregoing provisions of this paragraph (b) shall be qualified by the following terms and conditions.  If (A) as of the end of any fiscal year during the Employment Period the Executive is a “Covered Employee” as defined in Code Section 162(m), (B) Code Section 162(m) remains in effect as of the end of such fiscal y ear and as of such date is applicable to the payment of an Annual Bonus for such fiscal year and (C) the Executive participated for such fiscal year in an Annual Incentive Plan (as hereinafter defined), the Annual Bonus for such fiscal year shall be paid to the Executive pursuant to the Annual Incentive Plan, rather than in accordance with the first four sentences of this paragraph (b), in the amount, at the time and upon the other terms and conditions specified in such Annual Incentive Plan; provided, however, that if a Change of Control occurs before such payment is made, the Executive shall be paid, in lieu of such amount and on the date on which such Change of Control occurs, as follows: (A) as the Annual Bonus for such fiscal year, an amount equal to the greater of (x) the maximum amount payable to the Executive under the Annual Incentive Plan for such fiscal year assuming achievement thereunder of the Corporate Performance Objective (as hereinafter defined) for such fiscal year and (y) the maximum amou nt payable in accordance with the first four sentences of this paragraph (b) and (B) as Annual Bonuses for all prior fiscal years ended during the Employment Period, an amount equal to the aggregate amount, if any, by which the maximum amount otherwise payable in accordance with the first four sentences of this paragraph (b) for all such prior fiscal years exceeds the aggregate amount of all Annual Bonuses previously paid to the Executive for such prior fiscal years pursuant to the Annual Incentive Plan or otherwise under this paragraph (b).  If, as of the end of any fiscal year for which an Annual Bonus is payable pursuant to this paragraph (b), the Executive is not, and at any time during the three full fiscal years preceding such date was not, a “Covered Employee” as defined in Section 162(m), the Executive shall be paid the Annual Bonus for such fiscal year in accordance with the first four sentences of this paragraph (b); provided, however, that the amount of the Annual Bonus so pa id to the Executive shall be reduced by the amount, if any, of the annual cash bonus paid to the Executive for such fiscal year pursuant to an Annual Incentive Plan.  For purposes of this paragraph (b), “Annual Incentive Plan” means an annual cash incentive compensation plan of the Company that (x) is intended to result in, and, in the opinion of a nationally reputable law firm having significant experience with Code Section 162(m), does result in, the payment of qualified performance-based compensation for purposes of Code Section 162(m) (assuming solely for this purpose achievement of the Corporate Performance Objective to which the payment of such compensation is subject), (y) conditions the payment of all compensation pursuant thereto on the achievement of a Corporate Performance Objective that is generally applicable to all participants in such plan, and (z) is administered, and includes a Corporate Performance Objective that is selected, in a manner that is consistent in all mater ial respects with past practice as applied to the most recent annual cash incentive compensation plan of the Company that was in effect prior to the date of this Agreement (December 31, 2009) for which the applicable Corporate Performance Objective was achieved.  For purposes of this Agreement, the “Corporate Performance Objective” to which any payment of compensation is subject shall mean the objective performance objective which is selected and established by the Compensation Committee of the Board for purposes of making such payment fully deductible for federal income tax purposes pursuant to Code Section 162(m).

(c)Long Term Incentive Compensation.  During the Employment Period, the Executive shall be entitled to participate in all incentive compensation plans, practices, policies, and programs applicable generally to other peer executives of the Company and its Affiliated Companies, but in no event shall such plans, practices, policies, and programs provide the Executive with incentive opportunities and potential benefits, both as to amount and percentage of compensation, less favorable, in the aggregate, than those provided by the Company and its Affiliated Companies for the Executive under the NextEra Energy, Inc. Amended and Restated Long Term Incen tive Plan (including, without limitation, performance share awards, stock option grants and restricted stock awards), or other plan providing for the grant of equity compensation for executive officers, as in effect at any time during the 90-day period immediately preceding the Effective Date or, if more favorable to the Executive, those provided generally at any time after the Effective Date to other peer executives of the Company and its Affiliated Companies.

(d)Savings and Retirement Plans.  During the Employment Period, the Executive shall be entitled to participate in all savings and retirement plans, practices, policies, and programs applicable generally to other peer executives of the Company and its Affiliated Companies, but in no event shall such plans, practices, policies, and programs provide the Executive with savings opportunities and retirement benefit opportunities, in each case, less favorable, in the aggregate, than the most favorable of those provided by the Company and its Affiliated Companies for the Executive under such plans, practices, policies, and programs as in effect at any t ime during the 90-day period immediately preceding the Effective Date or, if more favorable to the Executive, those provided generally at any time after the Effective Date to other peer executives of the Company and its Affiliated Companies.

In addition, during the Employment Period the Executive shall be entitled under this Agreement to the Payment in Lieu of Lost Future Benefits described in Annex A attached hereto and made a part hereof by this reference (“Payment in Lieu of Lost Future Benefits”).  The vesting of such Payment in Lieu of Lost Future Benefits shall be determined in accordance with Section 8 of this Agreement.  The payment of such amount shall be determined in accordance with Section 8 of this Agreement, to the extent the ability to make such payment under Section 8 is consistent with the limitations of Code Section 409A and the terms of the Company’s Supplemental Executive Retirement Plan.

To the extent that the payment of this amount pursuant to Section 8 would be inconsistent with the limitations of Code Section 409A or the terms of the Company’s Supplemental Executive Retirement Plan, the payment of this amount described in Annex A shall be made under the terms of the Company’s Supplemental Executive Retirement Plan, pursuant to the provisions therein relating to post-2005 accrued benefits that are subject to Code Section 409A.

(e)Benefit Plans.  During the Employment Period, the Executive and/or the Executive's family, as the case may be, shall be eligible for participation in and shall receive all benefits under welfare benefit plans, practices, policies, and programs provided by the Company and its Affiliated Companies (including, without limitation, medical, executive medical, annual executive physical, prescription, dental, vision, short-term disability, long-term disability, executive long-term disability, salary continuance, employee life, group life, accidental death and dismemberment, and travel accident insurance plans and programs) to the extent applicable g enerally to other peer executives of the Company and its Affiliated Companies, but in no event shall such plans, practices, policies, and programs provide the Executive with benefits which are less favorable, in the aggregate, than the most favorable of such plans, practices, policies, and programs in effect for the Executive at any time during the 90-day period immediately preceding the Effective Date or, if more favorable to the Executive, those provided generally at any time after the Effective Date to other peer executives of the Company and its Affiliated Companies.

(f)Expenses.  During the Employment Period, the Executive shall be entitled to receive prompt reimbursement for all reasonable expenses incurred by the Executive in accordance with the most favorable policies, practices, and procedures of the Company and its Affiliated Companies in effect for the Executive at any time during the 90-day period immediately preceding the Effective Date or, if more favorable to the Executive, as in effect generally at any time thereafter with respect to other peer executives of the Company and its Affiliated Companies.  The payment of such reimbursements shall be made within thirty (30) days after submissi on of requests for reimbursement in accordance with applicable policies and procedures of the Company.  Notwithstanding anything to the contrary in this Section 5(f) or elsewhere, reimbursement of expenses will be made consistent with the Company’s Expense Reimbursement Policy, which is intended to comply with the requirements of Code Section 409A and Treasury Regulation Section 1.409A-3(i)(1)(iv).

(g)Fringe Benefits.  During the Employment Period, the Executive shall be entitled to fringe benefits, including but not limited to those described in Section 8(a)(5), in accordance with the most favorable plans, practices, programs, and policies of the Company and its Affiliated Companies in effect for the Executive at any time during the 90-day period immediately preceding the Effective Date or, if more favorable to the Executive, as in effect generally at any time thereafter with respect to other peer executives of the Company and its Affiliated Companies.

(h)Office and Support Staff.  During the Employment Period, the Executive shall be entitled to an office or offices of a size and with furnishings and other appointments, and to exclusive personal secretarial and other assistance, at least equal to the most favorable of the foregoing provided to the Executive by the Company and its Affiliated Companies at any time during the 90-day period immediately preceding the Effective Date or, if more favorable to the Executive, as provided generally at any time thereafter with respect to other peer executives of the Company and its Affiliated Companies.

(i)Vacation.  During the Employment Period, the Executive shall be entitled to paid vacation in accordance with the most favorable plans, policies, programs, and practices of the Company and its Affiliated Companies as in effect for the Executive at any time during the 90-day period immediately preceding the Effective Date or, if more favorable to the Executive, as in effect generally at any time thereafter with respect to other peer executives of the Company and its Affiliated Companies.  In addition to, and notwithstanding anything to the contrary in, the preceding sentence, any unused vacation days shall be carried over from year to year.

6.Change of Control.

(a)Benefits Upon Change of Control.  If, as of the date of a Change of Control which occurs during the Employment Period (including on the Effective Date), the Executive is employed by the Company or one of its Affiliated Companies, then as of such date:

(1)50% of each outstanding performance stock-based award granted to the Executive shall become fully vested and earned at a deemed achievement level equal to the higher of (x) the targeted level of performance for such award or (y) the average level (expressed as a percentage of target) of achievement in respect of similar performance stock-based awards which matured over the three fiscal years immediately preceding the year in which the Change of Control occurred; payment of each such vested award shall be made to the Executive, in the form described below, as soon as practicable following such Change of Control consistent with Code Section 409A; and the remainder of each such award shall remain outstanding (on a converted basis, if applicable) and shall remain subject to the terms and conditions of the plan under which such award was granted, as well as the terms and conditions of this Agreement; and

(2)all other outstanding stock-based awards granted to the Executive shall be fully vested and earned; and

(3)any outstanding option, stock appreciation right, and other outstanding award in the nature of a right that may be exercised that was granted to the Executive and which was not previously exercisable and vested shall become fully exercisable and vested; and

(4)the restrictions and forfeiture conditions applicable to any outstanding award granted to the Executive under an incentive compensation plan, practice, policy or program shall lapse and such award shall be deemed fully vested.

If as a result of the Change of Control, the Outstanding Company Common Stock is exchanged for or converted into a different form of equity security and/or the right to receive other property (including cash), payment in respect of the underlying awards described in subparagraphs (1), (2) and, with respect to stock-based awards, (4) hereof shall, to the maximum extent practicable, be made in the same form.  If a Change of Control occurs and Company shareholders do not, as a group, receive consideration in connection with such Change of Control, then payment in respect of awards described in subparagraphs (1),(2) and, with respect to stock-based awards, (4) hereof shall be made in cash based on the average closing price of the shares of Outstanding Company Common Stock for the 20 trading days immediat ely preceding the date of the Change of Control.

(b)           Benefits Upon First Anniversary of Change of Control.  If the Executive has remained employed by the Company or one of its Affiliated Companies from the date of a Change of Control which occurs during the Employment Period (including on the Effective Date) to the date of the first anniversary of such Change of Control, the performance stock-based awards outstanding immediately prior to such Change of Control that did not become vested and earned at the time of such Change of Control pursuant to Section 6(a)(1) shall become vested and earned as of such first anniversary date and payment in respect of such awards shall be made as soon as practicable following such date, but in no event later than the 15th day of the third month following the end of the first taxable year in which the right to such payment arises.  The deemed level of achievement with respect to such awards, as well as the form of payment thereof, shall be as described in paragraph (a) above.

7.Termination of Employment.

(a)Death or Disability.  The Executive’s employment shall terminate automatically upon the Executive’s death during the Employment Period.  If the Company determines in good faith that the Disability of the Executive has occurred during the Employment Period (pursuant to the definition of Disability set forth below), it may give to the Executive written notice in accordance with Section 15(b) of this Agreement of its intention to terminate the Executive's employment.  In such event, the Executive's employment with the Company shall terminate effective on the 30th day after receipt of such notice by the Executive ( the "Disability Effective Date"), provided that, within the 30 days after such receipt, the Executive shall not have returned to full-time performance of the Executive’s duties.  For purposes of this Agreement, "Disability" shall mean the absence of the Executive from the Executive's duties with the Company on a full-time basis for 180 consecutive business days as a result of incapacity due to mental or physical illness which is determined to be total and permanent by a physician selected by the Company or its insurers and acceptable to the Executive or the Executive's legal representative (such agreement as to acceptability not to be withheld unreasonably).

(b)Cause.  The Company may terminate the Executive's employment during the Employment Period for Cause.  For purposes of this Agreement, "Cause" shall mean (i) repeated violations by the Executive of the Executive's obligations under Section 4 of this Agreement (other than as a result of incapacity due to physical or mental illness) which are demonstrably willful and deliberate on the Executive's part, which are committed in bad faith or without reasonable belief that such violations are in the best interests of the Company and which are not remedied in a reasonable period of time after receipt of written notice from the Company specif ying such violations or (ii) the conviction of the Executive of a felony involving an act of dishonesty intended to result in substantial personal enrichment at the expense of the Company or its Affiliated Companies.

(c)Good Reason.  The Executive's employment may be terminated during the Employment Period by the Executive for Good Reason.  For purposes of this Agreement, "Good Reason" shall mean:

(1)any failure by the Company to comply with the provisions of Section 4 of this Agreement, including without limitation, the assignment to the Executive of any duties and responsibilities that are materially inconsistent with the Executive's status, offices, titles, and reporting requirements as in effect during the 90-day period immediately preceding the Effective Date, but excluding for this purpose an isolated, insubstantial and inadvertent action not taken in bad faith and which is remedied by the Company promptly after receipt of written notice thereof given by the Executive;

(2)any failure by the Company to comply with any of the provisions of Sections 5 or 6 of this Agreement, other than an isolated, insubstantial and inadvertent failure not occurring in bad faith and which is remedied by the Company promptly after receipt of notice thereof given by the Executive;

(3)the Company's requiring the Executive to be based at any office or location other than that described in Section 4 hereof;

(4)any purported termination by the Company of the Executive's  employment other than as expressly permitted by this Agreement; or

(5)any failure by the Company to comply with and satisfy Section 14(c) of this Agreement, provided that such successor has received at least ten days prior written notice from the Company or the Executive of the requirements of Section 14(c) of the Agreement.

For purposes of this Section 7(c), any good faith determination of "Good Reason" made by the Executive shall be conclusive.

(d)Notice of Termination.  Any termination by the Company for Cause, or by the Executive for Good Reason, shall be communicated by Notice of Termination to the other party hereto given in accordance with Section 15(b) of this Agreement.  For purposes of this Agreement, a "Notice of Termination" means a written notice which (i) indicates the specific termination provision in this Agreement relied upon, (ii) to the extent applicable, sets forth in reasonable detail the facts and circumstances claimed to provide a basis for termination of the Executive's employment under the provision so indicated, and (iii) if the Date of Termination (as defined below) is other than the date of receipt of such notice, specifies the termination date (which date shall be not more than fifteen calendar days after the giving of such notice).  The failure by the Executive or the Company to set forth in the Notice of Termination any facts or circumstances which contribute to a showing of Good Reason or Cause shall not waive any right of the Executive or the Company, respectively, hereunder or preclude the Executive or the Company, respectively, from asserting such facts or circumstances in enforcing the Executive's or the Company's rights hereunder.

(e)Date of Termination.  "Date of Termination" means (i) if the Executive's employment is terminated by the Company for Cause, or by the Executive for Good Reason, the date of receipt of the Notice of Termination or any later date specified therein, as the case may be, (ii) if the Executive's employment is terminated by the Company other than for Cause or Disability, the date on which the Company notifies the Executive of such termination, and (iii) if the Executive's employment is terminated by reason of death or Disability, the date of death of the Executive or the Disability Effective Date, as the case may be.

8.Obligations of the Company upon Termination.

(a)Following a Change of Control: Good Reason; Other Than for Cause or Disability.  If following a Change of Control and during the Employment Period, the Company terminates the Executive's employment other than for Cause or Disability or death or the Executive terminates employment for Good Reason, then:

(1)the Company shall pay to the Executive in a lump sum in cash within 45 days after the Date of Termination the aggregate of the following amounts (such aggregate being hereinafter referred to as the "Special Termination Amount"):

(i)the sum of (1) the Executive's Annual Base Salary through the Date of Termination to the extent not theretofore paid, (2) the product of (x) the Annual Bonus in effect at such date and (y) a fraction, the numerator of which is the number of days in the current fiscal year through the Date of Termination, and the denominator of which is 365 (such amount to be paid in addition to and not in lieu of any Annual Bonus earned for such year), and (3) any accrued vacation pay at the Annual Base Salary rate in effect as of the termination of employment, in each case to the extent not theretofore paid (the sum of the amounts described in subclauses (1), (2), and (3) herein shall be called the "Accrued Obligations"); and

(ii)the amount equal to the product of (1) three, and (2) the sum of (x) the Executive's Annual Base Salary and (y) the Executive's Annual Bonus in effect at such date; provided, however, that such amount shall be paid in lieu of, and the Executive hereby waives the right to receive, any other amount of severance relating to salary or bonus continuation to be received by the Executive upon termination of employment of the Executive under any severance plan, policy or arrangement of the Company; and

(iii)a separate lump-sum equal to the greater of (1) the supplemental pension benefit described in Paragraph 1(b) of Annex A that the Executive would have been entitled to had his employment continued at the compensation level provided for in Sections 5(a) and 5(b) of this Agreement for three years and based upon his Projected Years of Service (as defined in Paragraph 2(a) of Annex A) and his Projected Age (as defined in Paragraph 2(b) of Annex A), or (2) the difference between (x) the actuarial equivalent (utilizing for this purpose the actuarial assumptions utilized with respect to the NextEra Energy Employee Pension Plan (or any successor plan thereto) (the "Pension Plan") during the 90-day period immediately prec eding the Effective Date) of the benefit payable under the Pension Plan and all supplemental and/or excess retirement plans providing benefits for the Executive (“Supplemental Retirement Plans”) (other than the Payment in Lieu of Lost Future Benefits described in Annex A) including, but not limited to the Supplemental Pension Benefit as defined in the NextEra Energy, Inc. Supplemental Executive Retirement Plan (the “SERP”) which the Executive would receive if the Executive's employment continued at the compensation level provided for in Sections 5(a) and 5(b) of this Agreement for, and his age increased by, three years, assuming for this purpose that all accrued benefits are fully vested and that benefit accrual formulas are no less advantageous to the Executive than those in effect during the 90-day period immediately preceding the Effective Date, or, if more favorable to the Executive, as in effect generally at any time thereafter during the Employment Period with respect to other p eer executives of the Company and its Affiliated Companies, and (y) the actuarial equivalent (utilizing for this purpose the actuarial assumptions utilized with respect to the Pension Plan during the 90-day period immediately preceding the Effective Date) of the Executive's actual benefits (paid or payable), if any, under the Pension Plan and the Supplemental Retirement Plans;

(iv)a separate lump-sum equal to the greater of (1) the supplemental matching contribution account described in Paragraph 1(c) of Annex A that the Executive would have been entitled to had his employment continued at the compensation level provided for in Sections 5(a) and 5(b) of this Agreement for three years and assuming that the Executive made After Tax Contributions (within the meaning of the NextEra Energy Employee Retirement Savings Plan or any successor plan thereto (the "Retirement Savings Plan")) and Pretax Contributions (within the meaning of the Retirement Savings Plan) to the Retirement Savings Plan at the highest permissible rate (disregarding any limitations imposed by the Code) following the Date of T ermination, or (2) the difference between (x) the value of the Company Account (as defined in the Retirement Savings Plan) and any other matching contribution accounts (including, but not limited to the Supplemental Matching Contribution Account (as defined in the SERP)) under the Supplemental Retirement Plans (other than the Payment in Lieu of Lost Future Benefits described in Annex A) which the Executive would receive if (A) the Executive's employment continued at the compensation level provided for in Sections 5(a) and 5(b) of this Agreement for three years, (B) the Executive made pre- and after-tax contributions at the highest permissible rate (disregarding any limitations imposed by the Code, which may or may not be set forth in the Retirement Savings Plan) for three years, (C) the Company Account and the matching contribution accounts are fully vested, and (D) the matching contribution formulas are no less advantageous to the Executive than those in effect during the 90-day period immediately preceding the Effective Date or, if more favorable to the Executive, as in effect generally at any time during the remainder of the Employment Period with respect to other peer executives of the Company and its Affiliated Companies, and (y) the actual value of the Executive's Company Account and matching contribution accounts (paid or payable), if any, under the Retirement Savings Plan and the Supplemental Retirement Plans; and

(v)if the Change of Control hereunder is also a “change in ownership,” a “change in effective control” or a “change in the ownership of a substantial portion of the assets” of the Company within the meaning of Code Section 409A, any compensation previously deferred by the Executive (together with any accrued interest or earnings thereon) including, without limitation, compensation, bonus, incentive compensation or awards deferred under the NextEra Energy, Inc. Deferred Compensation Plan or incentive compensation or awards deferred under the FPL Group, Inc. Long-Term Incentive Plan of 1985, the FPL Group, Inc. Long-Term Incentive Plan of 1994, or pursuant to any individual deferral agreement; provided that, for the avoidance of doubt, if the Change of Control hereunder is not any such event within the meaning of Code Section 409A, payment of the foregoing amounts shall be made as soon practicable consistent with Code Section 409A;

(2)the Company shall provide the Executive, if such termination occurs prior to the first anniversary of the Change of Control, with the vested and earned awards that the Executive would have received pursuant to Section 6(b) hereof had the Executive remained employed to the first anniversary of the Change of Control;

(3)Subject to the provisions of this paragraph (3):

(A)a pro rata portion of each outstanding performance stock-based award granted to the Executive on or after the date of the Change of Control shall be fully vested and earned at a deemed achievement level equal to the higher of (x) the targeted level of performance for such award or (y) the average level (expressed as a percentage of target) of achievement in respect of similar performance stock-based awards which matured over the three fiscal years immediately preceding the year in which the Change of Control occurred; and

(B)a pro rata portion of each other outstanding stock-based award granted to the Executive on or after the date of the Change of Control shall be fully vested and earned;

(C)a pro rata portion of each outstanding option, stock appreciation right, and other award in the nature of a right that may be exercised that was granted to the Executive on or after the date of the Change of Control and which was not previously exercisable and vested shall become fully exercisable and vested; and

(D)the restrictions and forfeiture conditions applicable to any outstanding award granted to the Executive on or after the date of the Change of Control under an incentive compensation plan, practice, policy or program shall lapse and a pro rata portion of such award shall be deemed fully vested and earned.

In determining the pro rata portion of an award that shall become fully vested and earned or fully vested and exercisable pursuant to this paragraph (3), an Executive shall be deemed to have remained employed to the end of the Employment Period (determined without regard to his earlier termination of employment).  Anything to the contrary notwithstanding, an award shall not become vested and earned or vested and exercisable hereunder (and instead shall be cancelled) to the extent that pursuant to Section 6 or Section 8(a)(2) hereof, a similar predecessor award in respect of the same performance or vesting period shall have become vested and earned, shall have become vested and exercisable or shall have been paid.  Payment in respect of the un derlying awards described in subparagraphs (A), (B) and (D) hereof shall be made in the shares to which such awards relate if such shares are then admitted for trading on a national securities exchange or are then admitted for quotation on a national quotation system as soon as practicable following the Date of Termination, but in no event later than the 15th day of the third month following the end of the first taxable year in which the right to such payment arises.  If such shares are not so admitted, payment in respect of the underlying awards described in subparagraphs (A), (B) and (D) hereof shall be made in cash based on the fair market value of the shares (as determined by the board of directors of the issuer of such shares in good faith) to which such awards relate.  Any portion of an award that does not become vested and earned or vested and exercisable pursuant to this paragraph (3) shall be cancelled as of the Date of Termination.

(4)for a three year period commencing on the Date of Termination (the "Continuation Period"), or such longer period as any plan, program, practice or policy may provide, the Company shall continue benefits to the Executive and/or the Executive's family at least equal to those which would have been provided to them in accordance with the plans, programs, practices and policies described in Sections 5(e) and 5(g) of this Agreement if the Executive's employment had not been terminated, in accordance with the most favorable plans, practices, programs or policies of the Company and its Affiliated Companies applicable generally to other peer executives and their families during the 90-day period immediately preceding the Eff ective Date or, if more favorable to the Executive, as in effect generally at any time thereafter with respect to other peer executives of the Company and its Affiliated Companies and their families, provided, however, that if the Executive becomes reemployed with another employer and is eligible to receive medical or other welfare benefits under another employer provided plan, the medical and other welfare benefits described herein shall be secondary to those provided under such other plan during such applicable period of eligibility.  For purposes of determining eligibility of the Executive for retiree benefits pursuant to such plans, practices, programs and policies, the Executive shall be considered to have remained employed until the end of the Continuation Period and to have retired on the last day of such period.  In addition to, and notwithstanding anything to the contrary in, the foregoing provisions of this paragraph (4), and to the extent that the benefit referred to in this se ntence is more favorable to the Executive than the benefit conferred by the foregoing provisions of this paragraph (4), upon termination of employment, the Executive shall be entitled without limitation as to period to enroll in Access Only Benefits, as defined in the Retiree Benefits Plan for Employees of NextEra Energy, Inc., as amended and restated effective January 1, 2008 (the “Retiree Benefits Plan”), or in a comparable medical benefits arrangement, if the Executive satisfies the eligibility requirements as stated in Appendix B to the Retiree Benefits Plan as in effect as of December 12, 2008, even if Access Only Benefits, or comparable medical benefits, are no longer being provided to other employees of the Company; provided, that such medical benefits shall be provided to the Executive to the extent that such coverage is available under the Company’s health, dental and vision plans or can be obtained on commercially reasonable terms;

(5)for the remainder of the Continuation Period and to the extent previously paid for or provided by the Company or its Affiliated Companies, the Company shall continue to provide the following, consistent with the Company’s Expense Reimbursement Policy, which is intended to comply with the requirements of Code Section 409A and Treasury Regulation Section 1.409A-3(i)(1)(iv):

(A)social and business club memberships to the Executive (as in effect immediately prior to the Date of Termination);

(B)use, maintenance, insurance, and repair of the company car that is in the possession of the Executive, until the earlier of the end of the lease term or the end of the Continuation Period, at which time the Executive may purchase such car (in accordance with the Company’s then-existing executive car program).  The Company shall replace the company car in the Executive's possession on the Effective Date with a new company car at such time(s) as provided under the Company car policy applicable to other peer executives, but in no case less frequently than the Company car policy in effect during the 90-day period immediately preceding the Effective Date;

(C)up to $15,000 annually for personal financial planning, accounting and legal advice;

(D)communication equipment such as a car and/or cellular phone, and home or laptop computer until the end of the Continuation Period, at which time the Executive may purchase such equipment;

(E)security system at the Executive's residence, and the related monitoring and maintenance fees; and

(F)up to $800 annually for personal excess liability insurance coverage;

To the extent that any of these benefits is determined to be deferred compensation subject to Code Section 409A (and ineligible for any exception from the application of Code Section 409A), payment shall not be made prior to, and shall, if necessary, be deferred to and paid (with interest using 120% of the applicable federal long-term rate, with compounding, as prescribed under Code Section 1274(d)) on the first day of the seventh month following the date on which the Executive experiences a separation from service (within the meaning of Treasury Regulation Section 1.409A-1(h)).

(6)to the extent not theretofore paid or provided, the Company shall timely pay or provide to the Executive any other amounts or benefits required to be paid or provided or which the Executive is eligible to receive pursuant to this Agreement or otherwise under any plan, program, policy or practice or contract or agreement of the Company and its Affiliated Companies, but excluding solely for purposes of this Section 8(a)(6) (and subsequent sections hereof which make reference to payments of amounts or benefits described in this Section 8(a)(6)) amounts waived by the Executive pursuant to Section 8(a)(1)(ii); and

(7)the Company shall provide the Executive with the following benefits consistent with the Company’s Expense Reimbursement Policy, which is intended to comply with the requirements of Code Section 409A and Treasury Regulation Section 1.409A-3(i)(1)(iv):

(A)If the Executive is required to move his primary residence in order to pursue other business opportunities during the Continuation Period, the Company shall reimburse the Executive for all such relocation expenses incurred during the Employment Period (not in excess of $10,000) that are not reimbursed by another employer, including, without limitation, assistance in selling the Executive's home and all other assistance and benefits that were customarily provided by the Company to transferred executives prior to the Effective Date;

(B)If the Executive retains counsel or an accounting firm in connection with the taxation of payments made pursuant to Section 11 of this Agreement, the Company shall reimburse the Executive for such reasonable legal and/or accounting fees and disbursements (not in excess of $15,000);

(C)The Company shall continue to pay the Executive's Annual Base Salary during the pendency of a dispute over his termination.  However, such amounts shall not be paid to the Executive prior to, and shall, if necessary, be deferred to and paid (with interest at 120% of the applicable federal long-term rate, with compounding as prescribed under Code Section 1274(d)) on the first day of the seventh month following the date on which the Executive experiences a separation from service (within the meaning of Treasury Regulation Section 1.409A-1(h)). Amounts paid under this subsection are in addition to all other amounts due under this Agreement (other than those due under Section 5(a) hereof) and shall not be of fset against or reduce any other amounts due under this Agreement; and

(D)The Company shall provide the Executive with outplacement services commensurate with those provided to terminated executives of comparable level made available through and at the facilities of a reputable and experienced vendor.

Notwithstanding the foregoing, the benefits described in paragraphs (A),(B) and (D) above are limited to expenses incurred no later than the end of the second calendar year following the Executive’s termination, and the reimbursements will be made timely upon receipt of the Executive’s request for payment (but in no event later than the third year following such termination).

(b)Following An Effective Date and Prior to a Change of Control: Good Reason; Other Than for Cause or Disability.  If, following an actual Effective Date (i.e., not a Deemed Effective Date) and prior to a Change of Control, the Company terminates the Executive's employment during the Employment Period other than for Cause or Disability or death or the Executive terminates employment for Good Reason, then:

(1)the Company shall provide the Executive with the payments and benefits described under Sections 8(a)(1), (4), (5), (6) and (7);

(2)the Company shall provide the Executive with the benefits the Executive would have received under Section 6(a) hereof as if a Change of Control had occurred immediately prior to the Date of Termination, except that, for purposes of Section 6(a)(1), (i) 100% of each outstanding performance stock-based award granted to the Executive which is outstanding immediately prior to the Date of Termination shall become fully vested and earned and (ii) payment shall be made in the form contemplated by the terms of the award.

(c)Deemed Effective Date.  If the Executive's employment terminates under circumstances described in the second sentence of Section 1 hereof, then:

(1)the Company shall provide the Executive with the payments and benefits described under Sections 8(a)(1), (4), (5), (6) and (7); and

(2)a pro rata portion of each outstanding performance stock-based award granted to the Executive shall be fully vested and earned at a deemed achievement level equal to the higher of (x) the targeted level of performance for such award or (y) the average level (expressed as a percentage of target) of achievement in respect of similar performance stock-based awards which matured over the three fiscal years immediately preceding the year in which the Date of Termination occurs; payment in respect of such award shall be made at the time and in the manner provided under the plan pursuant to which such award was granted; and the remainder of the award shall be cancelled, subject, however, to the provision s of this paragraph (c);

(3)a pro rata portion of each other outstanding stock-based award granted to the Executive shall be fully vested and earned; payment in respect of such award shall be made at the time and in the manner provided under the plan pursuant to which such award was granted; and the remainder of the award shall be cancelled, subject, however, to the provisions of this paragraph (c);

(4)a pro rata portion of each outstanding option, stock appreciation right, and each other outstanding award in the nature of a right that may be exercised that was granted to the Executive and which was not previously exercisable and vested shall become fully exercisable and vested; and the remainder of each such award shall be cancelled, subject, however, to the provisions of this paragraph (c); and

(5)the restrictions and forfeiture conditions applicable to a pro rata portion of any outstanding award granted to the Executive under an incentive compensation plan, practice, policy or program shall lapse; such portion shall be deemed fully vested; and the remainder of each such award shall be cancelled, subject, however, to the provisions of this paragraph (c).

For purposes of this Section 8 (c), pro ration of the foregoing awards shall be determined in accordance with the past practice of the Company generally applicable to peer executives whose employment had been involuntarily terminated.

Notwithstanding cancellation of awards hereunder, if a Change of Control occurs following the Date of Termination and the Board determines in good faith prior to the Change of Control that there is a reasonable relationship between the Change of Control and the events or circumstances surrounding the Executive's termination, then the Company shall pay to the Executive, on the 60th day following the Change of Control, a lump sum cash amount (determined by the Board in good faith) which, when added to the value received by the Executive under the provisions of clauses (2)-(5) above, will provide to Executive an aggregate value equal to the aggregate value that would have been provided to the Executive under Section 6(a) and Section 8(a)(2) hereof had the Executive remained employed to the date of the Change of Control and been involuntarily terminated without Cause immediately thereafter.

Notwithstanding anything in Section 8(b) or in this Section 8(c) to the contrary, if (A) the Executive was at any time during a Performance Period which has not ended prior to the Date of Termination, a “Covered Employee” as defined by Code Section 162(m) and (B) Code Section 162(m) remains in effect as of the Date of Termination and as of such date is applicable to the element of compensation (including, without limitation, annual cash bonus, performance shares and restricted stock) contemplated for payment or vesting, in each case, as described in Section 8(b) or in this Section 8(c), no such element of compensation to which the Executive shall otherwise be entitled pursuant to Section 8(b) or this Section 8(c) that is intended to constitute and, in the opinion of a nationally reputable law firm having significant experience with Code Section 162(m), absent the Executive’s termination, would have constituted, qualified performance-based compensation for purposes of Code Section 162(m) (assuming, solely for this purpose, that the Corporate Performance Objective to which the payment or vesting of such element of compensation is subject had been achieved) shall be paid or shall vest unless and until the earlier of (i) the date on which a Change of Control occurs, but only if such delay in payment or vesting of such element of compensation is necessary for prior payments or vesting of compensation to or for the benefit of the Executive to continue to constitute qualified performance-based compensation for purposes of Code Section 162(m), or (ii) the date on which the Compensation Committee of the Board shall have certified achievement of the Corporate Performance Objective to which the payment or vesting of such element of compensation is subject, but only if such delay in payment or vesting of su ch element of compensation is necessary for prior payments or vesting of compensation to or for the benefit of the Executive to continue to constitute qualified performance-based compensation for purposes of Code Section 162(m).  For purposes of this Section 8(c), “Performance Period” means a period of service for which the Compensation Committee of the Board has established a Corporate Performance Objective and for which the Company intends to pay qualified performance-based compensation for purposes of Code Section 162(m) if such Corporate Performance Objective is achieved.

(d)Death.  Upon the Executive's death during the Employment Period, this Agreement shall terminate without further obligations to the Executive's legal representatives under this Agreement, other than for payment of Accrued Obligations, the Payment in Lieu of Lost Future Benefits described in Annex A, and the timely payment or provision of the benefits described in Sections 8(a)(4) and 8(a)(6) (the "Other Benefits").  All Accrued Obligations shall be paid to the Executive's estate or beneficiary, as applicable, in a lump sum in cash within 30 days of the Date of Termination. The Payment in Lieu of Lost Future Benefits shall be paid to the Executive's Beneficiary (within the meaning of the SERP) under the terms set forth in, and pursuant to the elections made under, the SERP. The term "Other Benefits" as utilized in this Section 8(d) shall include, without limitation, and the Executive's family shall be entitled to receive, benefits at least equal to the most favorable benefits provided by the Company and any of its Affiliated Companies to surviving families of peer executives of the Company and such Affiliated Companies under such plans, programs, practices and policies relating to family death benefits, if any, as in effect with respect to other peer executives and their families at any time during the 90-day period immediately preceding the Effective Date or, if more favorable to the Executive and/or the Executive's family, as in effect on the date of the Executive's death with respect to other peer executives of the Company and its Affiliated Companies and their families.

(e)Disability.  If the Executive's employment is terminated by reason of the Executive's Disability during the Employment Period, this Agreement shall terminate without further obligations to the Executive, other than for payment of Accrued Obligations, the Payment in Lieu of Lost Future Benefits described in Annex A, and the timely payment or provision of Other Benefits (as defined in Section 8(d)).  All Accrued Obligations shall be paid to the Executive in a lump sum in cash within 30 days of the Date of Termination.The Payment in Lieu of Lost Future Benefits shall be paid to the Executive or his Beneficiary (within the meaning of the SERP), as the case may be, under the terms set forth in, and pursuant to the elections made under, the SERP. The term "Other Benefits" as utilized in this Section 8(e) shall also include, and the Executive shall be entitled after the Disability Effective Date to receive, disability and other benefits at least equal to the most favorable of those generally provided by the Company and its Affiliated Companies to disabled executives and/or their families in accordance with such plans, programs, practices and policies relating to disability, if any, as in effect generally with respect to other peer executives and their families at any time during the 90-day period immediately preceding the Effective Date or, if more favorable to the Executive and/or the Executive's family, as in effect at any time thereafter generally with respect to other peer executives of the Company and its Affiliated Companies and their families.

(f)Cause; Other Than for Good Reason.  If the Executive's employment shall be terminated for Cause during the Employment Period, this Agreement shall terminate without further obligations to the Executive other than the obligation to pay to the Executive Annual Base Salary through the Date of Termination plus the amount of any compensation previously deferred by the Executive (under the terms set forth in, and pursuant to the elections made under, the applicable deferred compensation plan or arrangement), in each case to the extent theretofore unpaid.  If the Executive terminates employment during the Employment Period, excluding a ter mination for Good Reason, this Agreement shall terminate without further obligations to the Executive, other than for Accrued Obligations, the Payment in Lieu of Lost Future Benefits, if any, described in Annex A to the extent the Executive is vested in his benefits under the Pension Plan, and the timely payment or provision of benefits pursuant to the last sentence of Section 8(a)(4) and Section 8(a)(6).  In such case, all Accrued Obligations shall be paid to the Executive in a lump sum in cash within 30 days of the Date of Termination.  The Payment in Lieu of Lost Future Benefits, if any, shall be paid to the Executive or his Beneficiary (within the meaning of the SERP), as the case may be, under the terms set forth in, and pursuant to the elections made under, the SERP.

(g)Payment Schedule. Notwithstanding anything to the contrary in this Agreement, to the extent required to comply with Code Section 409A(a)(2)(B), (i) if the Executive's termination of employment does not constitute a "separation from service" within the meaning of Code Section 409A, any taxable payment or benefit which becomes due under this Agreement as a result of such termination of employment shall be deferred to the earliest date on which the Executive has a "separation from service” within the meanin g of Code Section 409A; and (ii) if the Executive is deemed to be a “specified employee” for purposes of Code Section 409A(a)(2)(B), payments due to him that would otherwise have been payable at any time during the six-month period immediately following separation from service (as defined for purposes of Code Section 409A) shall not be paid prior to, and shall instead be payable in a lump sum as soon as practicable following, the expiration of such six-month period.  Any amounts deferred under this Section 8(g) shall bear interest from the date originally scheduled to be paid through and including the date of actual payment at 120% of the applicable federal long-term rate (as prescribed under Code Section 1274(d)) per annum, compounded quarterly.  In addition to the foregoing, payments that are or become due on account of a Deemed Effective Date shall be made at the time otherwise provided in this Agreement or, if later, the earlier of the second anniversary of the Date of Termination and the date of occurrence of a “change of control” (within the meaning of Code Section 409A and the regulations thereunder).

9.Non-Exclusivity of Rights.

Except as otherwise expressly provided for in this Agreement, nothing in this Agreement shall prevent or limit the Executive's continuing or future participation in any plan, program, policy or practice provided by the Company or any of its Affiliated Companies and for which the Executive may qualify, nor shall anything herein limit or otherwise affect such rights as the Executive may have under any contract or agreement with the Company or any of its Affiliated Companies.  Amounts which are vested benefits or which the Executive is otherwise entitled to receive under any plan, policy, practice or program of or any contract or agreement with the Company or any of its Affiliated Companies at or subsequent to the Date of Termination shall be payable in accordance with such plan, policy, practice or pro gram or contract or agreement except as explicitly modified by this Agreement and consistent with Code Section 409A.

10. Full Settlement.

  The Company's obligation to make the payments provided for in this Agreement and otherwise to perform its obligations hereunder shall not be affected by any set-off, counterclaim, recoupment, defense or other claim, right or action which the Company may have against the Executive or others. In no event shall the Executive be obligated to seek other employment or take any other action by way of mitigation of the amounts payable to the Executive under any of the provisions of this Agreement and, except as otherwise expressly provided for in this Agreement, such amounts shall not be reduced whether or not the Executive obtains other employment.  The Company agrees to pa y, to the fullest extent permitted by law (but only to the extent consistent with Code Section 409A), all legal fees and expenses which the Executive may reasonably incur at all stages of proceedings, including, without limitation, preparation and appellate review, as a result of any contest (regardless of whether formal legal proceedings are ever commenced and regardless of the outcome thereof) by the Company, the Executive or others of the validity or enforceability of, or liability under, any provision of this Agreement or any guarantee of performance thereof (including as a result of any contest by the Executive about the amount of any payment pursuant to this Agreement), plus in each case interest on any delayed payment at the applicable Federal rate provided for in Code Section 7872(f)(2)(A).

11.             Parachute Payments.

(a)Anything in any section of this Agreement other than this Section 11 to the contrary notwithstanding, in the event it shall be determined that any Payment (as hereinafter defined) would be subject to the Excise Tax (as hereinafter defined), the right to receive any Payment under this Agreement shall be reduced if but only if:

(i)  such right to such Payment, taking into account all other Payments to or for Participant, would cause any Payment to the Participant under this Agreement to be considered a "parachute payment" within the meaning of Section 280G(b)(2) of the Code as then in effect; and

(ii)  as a result of receiving a parachute payment and paying any applicable tax (including Excise Tax) thereon, the aggregate after-tax amounts received by the Participant from the Company under this Agreement and all Payments would be less than the maximum after-tax amount that could be received by Participant without causing any such Payment to be considered a parachute payment.

In the event that the receipt of any such right to Payment under this Agreement, in conjunction with all other Payments, would cause the Participant to be considered to have received a parachute payment under this Agreement that would have the effect of decreasing the after-tax amount received by the Participant as described in clause (ii) of the preceding sentence, then the amounts payable under this Agreement shall be reduced so that the Parachute Value of all Payments, in the aggregate, equals the Safe Harbor Amount.

To the extent that the payment of any compensation or benefits to Executive from the Company is required to be reduced by this Section 11, such reduction shall be implemented by determining the “Parachute Payment Ratio” (as hereinafter defined) for each parachute payment and then reducing the parachute payments in order beginning with the parachute payment with the highest Parachute Payment Ratio.  For parachute payments with the same Parachute Payment Ratio, such parachute payments shall be reduced based on the time of payment of such parachute payments, with amounts having later payment dates being reduced first.  For parachute payments with the same Parachute Payment Ratio and the same time of payment, such parachute payments shall be reduced on a pro rata basis (but not belo w zero) prior to reducing parachute payments with a lower Parachute Payment Ratio.

(b) Definitions. The following terms shall have the following meanings for purposes of this Section 11.

(i) “Excise Tax” shall mean the excise tax imposed by Section 4999 of the Code, together with any interest or penalties imposed with respect to such excise tax.

(ii) “Parachute Payment Ratio” shall mean a fraction the numerator of which is the value of the applicable parachute payment for purposes of Section 280G of the Code and the denominator of which is the intrinsic value of such parachute payment.

(iii)  “Parachute Value” of a Payment shall mean the present value as of the date of the change of control for purposes of Section 280G of the Code of the portion of such Payment that constitutes a “parachute payment” under Section 280G(b)(2), as determined for purposes of determining whether and to what extent the Excise Tax will apply to such Payment.

(iv) A “Payment” shall mean any payment or distribution in the nature of compensation (within the meaning of Section 280G(b)(2) of the Code) to or for the benefit of the Executive, whether paid or payable pursuant to this Agreement or otherwise.

(v) The “Safe Harbor Amount” means 2.99 times the Executive’s “base amount,” within the meaning of Section 280G(b)(3) of the Code.

12.           Confidential Information.   The Executive shall hold in a fiduciary capacity for the benefit of the Company all secret or confidential information, knowledge or data relating to the Company or any of its Affiliated Companies, and their respective businesses, which shall have been obtained by the Executive during the Executive's employment by the Company or any of its Affiliated Companies and which shall not be or become public knowledge (other than by acts of the Executive or representatives of the Executive in violation of this Agreement).  After termi nation of the Executive's employment with the Company, the Executive shall not, without the prior written consent of the Company or as may otherwise be required by law or legal process, communicate or divulge any such information, knowledge or data to anyone other than the Company and those designated by it.  In no event shall an asserted violation of the provisions of this Section 12 constitute a basis for deferring or withholding any amounts otherwise payable to the Executive under this Agreement.

13.           Indemnification. The Company will, to the fullest extent permitted by law, indemnify the Executive in accordance with the terms of Article VI of the Company’s bylaws as in effect on the date hereof, a copy of which Article VI is attached to this Agreement as Annex B and made a part hereof by this reference. This indemnification provision shall survive the expiration or other termination of this Agreement.

14.           Successors.

(a)This Agreement is personal to the Executive and without the prior written consent of the Company shall not be assignable by the Executive other than by will or the laws of descent and distribution.  This Agreement shall inure to the benefit of and be enforceable by the Executive's legal representatives.

(b)This Agreement shall inure to the benefit of and be binding upon the Company and its successors and assigns.

(c)The Company will require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business and/or assets of the Company to assume expressly and agree to perform this Agreement in the same manner and to the same extent that the Company would be required to perform it if no such succession had taken place.  As used in this Agreement, "Company" shall mean the Company as hereinbefore defined and any successor to its business and/or assets as aforesaid which assumes and agrees to perform this Agreement by operation of law, or otherwise.

15.           Miscellaneous.

(a)           This Agreement shall be governed by and construed in accordance with the laws of the State of Florida, without reference to principles of conflict of laws.  The captions of this Agreement are not part of the provisions hereof and shall have no force or effect.  This Agreement may not be amended or modified other than by a written agreement executed by the parties hereto or their respective successors and legal representatives.

(b)           All notices and other communications hereunder shall be in writing and shall be given by hand delivery to the other party or by registered or certified mail, return receipt requested, postage prepaid, addressed as follows:

If to the Executive:
	Shaun J. Francis [address]

If to the Company:
	NextEra Energy, Inc. 700 Universe Boulevard Juno Beach, Florida  33408 Attention:  Chairman & Chief Executive Officer

or such other address as either party shall have furnished to the other in writing in accordance herewith.  Notice and communications shall be effective when actually received by the addressee.

(c)           The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement.

(d)The Company may withhold from any amounts payable under this Agreement such Federal, state or local taxes as shall be required to be withheld pursuant to any applicable law or regulation.

(e)The Executive's or the Company's failure to insist upon strict compliance with any provision hereof or any other provision of this Agreement or the failure to assert any right the Executive or the Company may have hereunder, including, without limitation, the right of the Executive to terminate employment for Good Reason pursuant to Section 7(c)(1)-(5) of this Agreement, shall not be deemed to be a waiver of such provision or right or any other provision or right of this Agreement.

(f)The Executive and the Company acknowledge that, except as may otherwise be provided under this Agreement or any other written agreement between the Executive and the Company, the employment of the Executive by the Company is "at will" and, prior to the Effective Date, the Executive’s employment may be terminated by either the Executive or the Company at any time.  Moreover, except as provided herein in the case of a Deemed Effective Date, if prior to the Effective Date, (i) the Executive's employment with the Company terminates, or (ii) there is a diminution in the Executive's position (including status, offices, titles, and reporting requirements), authority, duties, and responsibilities with the Co mpany or its Affiliated Companies, then the Executive shall have no rights under this Agreement.  From and after the Effective Date, this Agreement shall supersede any other agreement between the parties with respect to the subject matter hereof, and in furtherance but not in limitation of this, the Executive hereby waives the right to receive any amount of severance relating to salary or bonus continuation to be received by the Executive upon termination of employment of the Executive under the circumstances contemplated hereby under any severance plan, policy or arrangement of the Company.

(g)The Executive and the Company acknowledge that this Agreement contains the full and complete expression of the rights and obligations of the parties with respect to the matters contained in the Agreement. This Agreement supersedes any and all other agreements, written or oral, made by the parties with respect to the matters contained in the Agreement.

Notwithstanding anything herein to the contrary, and except in the case of death, it shall be a condition to the Executive receiving any payments or benefits under this Agreement that the Executive shall have (a) executed and delivered to the Company a release of claims against the Company, such release to be in the Company’s then standard form of release; and (b) executed and delivered to the Company resignations of all officer and director positions the Executive holds with the Company or its Affiliated Companies, in each case no later than forty-five (45) days after the Date of Termination unless there is a genuine dispute as to the Executive’s substantive rights under this Agreement wi thin the meaning of Treasury Regulation 1.409A-3(g) (or any successor provision).

The Executive and the Company acknowledge that the benefits and payments provided under this Agreement are intended to comply fully with the requirements of Code Section 409A.  This Agreement shall be construed and administered as necessary to comply with Code Section 409A and shall be subject to amendment in the future, in such a manner as the Company may deem necessary or appropriate to attain compliance; provided, however, that any such amendment shall provide the Executive with benefits and payments that are substantially economically equivalent to the benefits and payments that would have been made to the Executive absent such amendment and the requirements of Code Section 409A.

IN WITNESS WHEREOF, the Executive has hereunto set the Executive's hand and the Company has caused Executive Retention Employment Agreement to be executed in its name on its behalf, all as of August 16, 2010.

EXECUTIVE
By	SHAUN J. FRANCIS
	Shaun J. Francis

NEXTERA ENERGY, INC.
By	LEWIS HAY, III
	Lewis Hay, III Chairman & Chief Executive Officer

ANNEX A

TO THE

EXECUTIVE RETENTION EMPLOYMENT AGREEMENT

PAYMENT IN LIEU OF LOST FUTURE BENEFITS

(1)           Payment in Lieu of Lost Future Benefits.

(a)           In General.  The Payment in Lieu of Lost Future Benefits to which the Executive shall be entitled under this Agreement shall be (i) the supplemental pension benefit described in Paragraph 1(b) of this Annex A, and (ii) the supplemental matching contribution account described in Paragraph 1(c) of this Annex A.

(b)           Supplemental Pension Benefit.  The "supplemental pension benefit" shall be the greater of (i) the supplemental cash balance accrued benefit described in Paragraph 1(b)(1) of this Annex A, or (ii) the supplemental unit credit accrued benefit described in Paragraph 1(b)(2) of this Annex A.

(1)           The "supplemental cash balance accrued benefit" is the difference, if any, between (A) and (B) where:

(A)          is the benefit to which the Executive would be entitled under the Pension Plan as in effect immediately prior to the Change of Control or, if more favorable to the Executive, as in effect generally at any time thereafter during the Employment Period with respect to other peer executives of the Company and its Affiliated Companies, expressed in the normal form of benefit, if such benefit was computed (i) as if benefits under such plan were based upon the Executive's Bonus Compensation (within the meaning of the SERP as in effect immediately prior to the Change of Control), (ii) without the annual compensation limitation imposed by Code Section 401(a)(17), and (iii) without the restrictions or the limitations imposed by Code Section 415(b); and

(B)          is the sum of the benefits payable to the Executive under the Pension Plan and the Supplemental Retirement Plans, expressed in the normal form of benefit.

(2)           The "supplemental unit credit accrued benefit" is the difference, if any, between (A) and (B) where:

(A)           is the benefit to which the Executive would be entitled under the Prior Pension Plan (within the meaning of the Supplemental Retirement Plans as in effect immediately prior to the Change of Control) (provided that the Executive was actually a participant in the Prior Pension Plan), expressed in the normal form of benefit, if such benefit was computed (i) as if benefits under such plan were based upon the Executive's Bonus Compensation, (ii) without the annual compensation limitation imposed by Code Section 401(a)(17), and (iii) without the restrictions or the limitations imposed by Code Section 415(b); and

(B)          is the sum of the benefits payable to the Executive under the Pension Plan and the Supplemental Retirement Plans, expressed in the normal form of benefit.

(c)           Supplemental Matching Contribution Account.  The "supplemental matching contribution account" shall be an account that is credited annually with (i) supplemental matching contributions described in Paragraph 1(c)(1) of this Annex A, and (ii) theoretical earnings described in Paragraph 1(c)(2) of this Annex A.

(1)           "Supplemental matching contributions" shall be for each year ending on or prior to the Effective Date in which the Executive participated in the Supplemental Retirement Plans and for each year ending after the Effective Date in which the Executive performs services for the Company or its Affiliated Companies the difference, if any, between (A) and (B) where:

(A)          is the matching contribution allocation for such year to which the Executive would be entitled under the Retirement Savings Plan as in effect immediately prior to the Change of Control or, if more favorable to the Executive, as in effect generally at any time thereafter during the Employment Period with respect to other peer executives of the Company and its Affiliated Companies if such allocation were computed (i) as if the matching contribution allocation under such plan was based upon the Executive's Bonus Compensation, (ii) without the annual compensation limitation imposed by Code Section 401(a)(17), (iii) without the restrictions or the limitations imposed by Code Section 415(c), and (iv) as if he made After Tax Contributions (within the m eaning of the Retirement Savings Plan) and Pretax Contributions (within the meaning of the Retirement Savings Plan) at the same percentage of Bonus Compensation as he made such contributions to the Retirement Savings Plan for such years; and

(B)          is the sum of the matching contributions allocated or credited to the Executive under the Retirement Savings Plan and the Supplemental Retirement Plans for such year.

(2)           "Theoretical earnings" shall be the income, gains and losses which would have been credited on the Executive's supplemental matching contribution account balance if such account were invested in the Company Stock Fund (within the meaning of the Retirement Savings Plan) offered as a part of the Retirement Savings Plan.

(2)           Construction and Definitions.

Unless defined below or otherwise in this Annex A, all of the capitalized terms used in this Annex A shall have the meanings assigned to them in this Agreement:

(a)           "Projected Years of Service" shall mean the Years of Service (within the meaning of the SERP as in effect immediately prior to the Change of Control).  Notwithstanding the foregoing and except in the event the Executive terminates employment during the Employment Period other than for Good Reason, in determining the Executive's Years of Service, in addition to his actual Years of Service he shall be treated as if his employment terminated on the later of the third anniversary of the Date of Termination or the last day of the Employment Period.

(b)           "Projected Age" shall mean the age that the Executive will have attained on the later of the third anniversary of the Date of Termination or the last day of the Employment Period, except that in the event the Executive terminates employment during the Employment Period other than for Good Reason, "Projected Age" shall mean the age of the Executive on the Date of Termination.

ANNEX B

TO THE

EXECUTIVE RETENTION EMPLOYMENT AGREEMENT

NEXTERA ENERGY, INC. AMENDED AND RESTATED BYLAWS

ARTICLE VI.  INDEMNIFICATION/ADVANCEMENT OF EXPENSES

Section 1.  Right to Indemnification.  Each person who was or is made a party or is threatened to be made a party to or was or is called as a witness or was or is otherwise involved in any Proceeding in connection with his or her status as an Indemnified Person, shall be indemnified and held harmless by the Company to the fullest extent permitted under the Florida Business Corporation Act (the "Act"), as the same now exists or may hereafter be amended (but, in the case of any such amendment, only to the extent that such amendment permits the Company to provide broader indemnification rights than the Act permitted the Company to provide prior to such amendment).  Such indemnification shall cover all expenses incurred by an Indemnified Person (including, but not limited to, attorneys' fees and other expenses of litigation) and all liabilities and losses (including, but not limited to, judgments, fines, ERISA or other excise taxes or penalties and amounts paid or to be paid in settlement) incurred by such person in connection therewith.

Notwithstanding the foregoing, except with respect to indemnification specified in Section 3 of this Article VI, the Company shall indemnify an Indemnified Person in connection with a Proceeding (or part thereof) initiated by such person only if authorization for such Proceeding (or part thereof) was not denied by the board of directors of the Company prior to 60 days after receipt of notice thereof from such person.

For purposes of this Article VI:

(i) a "Proceeding" is an action, suit or proceeding, whether civil, criminal, administrative or investigative, and any appeal therefrom;

(ii) an "Indemnified Person" is a person who is, or who was (whether at the time the facts or circumstances underlying the Proceeding occurred or were alleged to have occurred or at any other time), (A) a director or officer of the Company, (B) a director, officer or other employee of the Company serving as a trustee or fiduciary of an employee benefit plan of the Company, (C) an agent or non-officer employee of the Company as to whom the Company has agreed to grant such indemnity, or (D) serving at the request of the Company in any capacity with any entity or enterprise other than the Company and as to whom the Company has agreed to grant such indemnity.

Section 2.  Expenses.  Expenses, including attorneys' fees, incurred by an Indemnified Person in defending or otherwise being involved in a Proceeding in connection with his or her status as an Indemnified Person shall be paid by the Company in advance of the final disposition of such Proceeding, including any appeal therefrom, (i) in the case of (A) a director or officer, or former director or officer, of the Company or (B) a director, officer or other employee, or former director, officer or other employee, of the Company serving as a trustee or fiduciary of any employee benefit plan of the Company, u pon receipt of an undertaking ("Undertaking") by or on behalf of such person to repay such amount if it shall ultimately be determined that he or she is not entitled to be indemnified by the Company; or (ii) in the case of any other Indemnified Person, upon such terms and as the board of directors, the chairman of the board or the president of the Company deems appropriate.

Notwithstanding the foregoing, in connection with a Proceeding (or part thereof) initiated by such person, except a Proceeding authorized by Section 3 of this Article VI, the Company shall pay said expenses in advance of final disposition only if authorization for such Proceeding (or part thereof) was not denied by the board of directors of the Company prior to 60 days after receipt of a request for such advancement accompanied by an Undertaking.

A person to whom expenses are advanced pursuant to this Section 2 shall not be obligated to repay such expenses pursuant to an Undertaking until the final determination of any pending Proceeding in a court of competent jurisdiction concerning the right of such person to be indemnified or the obligation of such person to repay pursuant to such Undertaking.

Section 3.  Protection of Rights.  If a claim for indemnification under Section 1 of this Article VI is not promptly paid in full by the Company after a written claim has been received by the Company or if expenses pursuant to Section 2 of this Article VI have not been promptly advanced after a written request for such advancement accompanied by an Undertaking has been received by the Company (in each case, except if authorization thereof was denied by the board of directors of the Company as provided in Article VI, Section 1 and Section 2, as applicable), the Indemnified Person may at any time thereaft er bring suit against the Company to recover the unpaid amount of the claim or the advancement of expenses.  If successful, in whole or in part, in such suit, such Indemnified Person shall also be entitled to be paid the reasonable expense thereof.  It shall be a defense to any such action (other than an action brought to enforce a claim for expenses incurred in defending any Proceeding in advance of its final disposition where the required Undertaking has been tendered to the Company) that indemnification of the Indemnified Person is prohibited by law, but the burden of proving such defense shall be on the Company.  Neither the failure of the Company (including its board of directors, independent legal counsel, or its shareholders) to have made a determination, if required, prior to the commencement of such action that indemnification of the Indemnified Person is proper in the circumstances, nor an actual determination by the Company (including its board of directors, independe nt legal counsel, or its shareholders) that indemnification of the Indemnified Person is prohibited, shall be a defense to the action or create a presumption that indemnification of the Indemnified Person is prohibited.

Section 4. Miscellaneous.

(i) Power to Request Service and to Grant Indemnification.  The chairman of the board or the president or the board of directors may request any director, officer, agent or employee of the Company to serve as its representative in the position of a director or officer (or in a substantially similar capacity) of an entity or enterprise other than the Company, and may grant to such person indemnification by the Company as described in Section 1 of this Article VI.

(ii) Non-Exclusivity of Rights.  The rights conferred on any person by this Article VI shall not be exclusive of any other rights which such person may have or hereafter acquire under any statute, provision of the Charter, bylaw, agreement, vote of shareholders or disinterested directors or otherwise.  The board of directors shall have the authority, by resolution, to provide for such indemnification of employees or agents of the Company or others and for such other indemnification of directors, officers, employees or agents as it shall deem appropriate.

(iii) Insurance Contracts and Funding.  The Company may maintain insurance, at its expense, to protect itself and any director, officer, employee or agent of or person serving in any other capacity with, the Company or another corporation, partnership, joint venture, trust or other enterprise (including serving as a trustee or fiduciary of any employee benefit plan) against any expenses, liabilities or losses, whether or not the Company would have the power to indemnify such person against such expenses, liabilities or losses under the Act.  The Company may enter into contracts with any director, office r, agent or employee of the Company in furtherance of the provisions of this Article VI, and may create a trust fund, grant a security interest or use other means (including, without limitation, a letter of credit) to ensure the payment of such amounts as may be necessary to effect the advancing of expenses and indemnification as provided in this Article VI.

(iv) Contractual Nature.  The provisions of this Article VI shall continue in effect as to a person who has ceased to be a director, officer, agent or employee and shall inure to the benefit of the heirs, executors and administrators of such person.  This Article VI shall be deemed to be a contract between the Company and each person who, at any time that this Article VI is in effect, serves or served in any capacity which entitles him or her to indemnification hereunder and any repeal or other modification of this Article VI or any repeal or modification of the Act, or any other applicable law shall no t limit any rights of indemnification with respect to Proceedings in connection with which he or she is an Indemnified Person, or advancement of expenses in connection with such Proceedings, then existing or arising out of events, acts or omissions occurring prior to such repeal or modification, including without limitation, the right to indemnification for Proceedings, and advancement of expenses with respect to such Proceedings, commenced after such repeal or modification to enforce this Article VI with regard to Proceedings arising out of acts, omissions or events arising prior to such repeal or modification.

(v) Savings Clause.  If this Article VI or any portion hereof shall be invalidated or held to be unenforceable on any ground by any court of competent jurisdiction, the decision of which shall not have been reversed on appeal, the Company shall nevertheless (A) indemnify each Indemnified Person as to costs, charges and expenses (including attorneys' fees), judgments, fines and amounts paid in settlement and (B) advance expenses in accordance with Section 2 of this Article VI, in each case with respect to any Proceeding in connection with which he or she is an Indemnified Person, including an action by or in the r ight of the Company, to the fullest extent permitted by any applicable portion of this Article VI that shall not have been invalidated or held to be unenforceable and as permitted by applicable law.

EX-12.A

Exhibit 12(a)

NEXTERA ENERGY, INC. AND SUBSIDIARIES

COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES AND

RATIO OF EARNINGS TO COMBINED FIXED CHARGES AND PREFERRED STOCK DIVIDENDS(a)

	Nine Months Ended September 30, 2010
	(millions of dollars)
Earnings, as defined:
Net income		$	1,694
Income taxes			532
Fixed charges included in the determination of net income, as below			766
Amortization of capitalized interest			15
Distributed income of equity method investees			32
Less:  Equity in earnings of equity method investees			56
Total earnings, as defined		$	2,983
Fixed charges, as defined:
Interest expense		$	732
Rental interest factor			24
Allowance for borrowed funds used during construction			10
Fixed charges included in the determination of net income			766
Capitalized interest			49
Total fixed charges, as defined		$	815
Ratio of earnings to fixed charges and ratio of earnings to combined fixed charges and preferred stock dividends(a)			3.66

¾¾¾¾¾¾¾¾¾¾

(a) NextEra Energy, Inc. has no preference equity securities outstanding; therefore, the ratio of earnings to fixed charges is the same as the ratio of earnings to combined fixed charges and preferred stock dividends.

EX-12.B

Exhibit 12(b)

FLORIDA POWER & LIGHT COMPANY AND SUBSIDIARIES

COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES AND

RATIO OF EARNINGS TO COMBINED FIXED CHARGES AND PREFERRED STOCK DIVIDENDS(a)

	Nine Months Ended September 30, 2010
	(millions of dollars)
Earnings, as defined:
Net income		$	764
Income taxes			468
Fixed charges included in the determination of net income, as below			284
Total earnings, as defined		$	1,516
Fixed charges, as defined:
Interest expense		$	270
Rental interest factor			5
Allowance for borrowed funds used during construction			9
Fixed charges included in the determination of net income			284
Capitalized interest			3
Total fixed charges, as defined		$	287
Ratio of earnings to fixed charges and ratio of earnings to combined fixed charges and preferred stock dividends(a)			5.28

¾¾¾¾¾¾¾¾¾¾

(a) Florida Power & Light Company has no preference equity securities outstanding; therefore, the ratio of earnings to fixed charges is the same as the ratio of earnings to combined fixed charges and preferred stock dividends.

EX-31.A

Exhibit 31(a)

Rule 13a-14(a)/15d-14(a) Certification

I, Lewis Hay, III, certify that:

1.	I have reviewed this Form 10-Q for the quarterly period ended September 30, 2010 of NextEra Energy, Inc. (the registrant);
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.	The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
	a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
	b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
	c)	Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
	d)	Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5.	The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
	a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
	b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date:   November 3, 2010

LEWIS HAY, III

Lewis Hay, III

Chairman and Chief Executive Officer

of NextEra Energy, Inc.

EX-31.B

Exhibit 31(b)

Rule 13a-14(a)/15d-14(a) Certification

I, Armando Pimentel, Jr., certify that:

1.	I have reviewed this Form 10-Q for the quarterly period ended September 30, 2010 of NextEra Energy, Inc. (the registrant);
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.	The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
	a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
	b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
	c)	Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
	d)	Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5.	The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
	a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
	b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date:   November 3, 2010

ARMANDO PIMENTEL, JR.

Armando Pimentel, Jr.

Executive Vice President, Finance

and Chief Financial Officer

of NextEra Energy, Inc.

EX-31.C

Exhibit 31(c)

Rule 13a-14(a)/15d-14(a) Certification

I, Armando J. Olivera, certify that:

1.	I have reviewed this Form 10-Q for the quarterly period ended September 30, 2010 of Florida Power & Light Company (the registrant);
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.	The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
	a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
	b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
	c)	Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
	d)	Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5.	The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
	a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
	b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date:   November 3, 2010

ARMANDO J. OLIVERA

Armando J. Olivera

President and Chief Executive Officer

of Florida Power & Light Company

EX-31.D

Exhibit 31(d)

Rule 13a-14(a)/15d-14(a) Certification

I, Armando Pimentel, Jr., certify that:

1.	I have reviewed this Form 10-Q for the quarterly period ended September 30, 2010 of Florida Power & Light Company (the registrant);
2.	Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.	Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.	The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
	a)	Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
	b)	Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
	c)	Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
	d)	Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
5.	The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
	a)	All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
	b)	Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date:   November 3, 2010

ARMANDO PIMENTEL, JR.

Armando Pimentel, Jr.

Executive Vice President, Finance

and Chief Financial Officer of

Florida Power & Light Company

EX-32.A

Exhibit 32(a)

Section 1350 Certification

We, Lewis Hay, III and Armando Pimentel, Jr., certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)	The Quarterly Report on Form 10-Q of NextEra Energy, Inc. (NextEra Energy) for the quarterly period ended September 30, 2010 (Report) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2)	The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of NextEra Energy.

Dated:   November 3, 2010

LEWIS HAY, III

Lewis Hay, III

Chairman and Chief Executive Officer

of NextEra Energy, Inc.

ARMANDO PIMENTEL, JR.

Armando Pimentel, Jr.

Executive Vice President, Finance and

Chief Financial Officer of NextEra Energy, Inc.

A signed original of this written statement required by Section 906 has been provided to NextEra Energy and will be retained by NextEra Energy and furnished to the Securities and Exchange Commission or its staff upon request.

The foregoing certification is being furnished as an exhibit to the Report pursuant to Item 601(b)(32) of Regulation S-K and Section 906 of the Sarbanes-Oxley Act of 2002 and, accordingly, is not being filed with the Securities and Exchange Commission as part of the Report and is not to be incorporated by reference into any filing of NextEra Energy under the Securities Act of 1933 or the Securities Exchange Act of 1934 (whether made before or after the date of the Report, irrespective of any general incorporation language contained in such filing).

EX-32.B

Exhibit 32(b)

Section 1350 Certification

We, Armando J. Olivera and Armando Pimentel, Jr., certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)	The Quarterly Report on Form 10-Q of Florida Power & Light Company (FPL) for the quarterly period ended September 30, 2010 (Report) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
(2)	The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of FPL.

Dated:   November 3, 2010

ARMANDO J. OLIVERA

Armando J. Olivera

President and Chief Executive Officer of

Florida Power & Light Company

ARMANDO PIMENTEL, JR.

Armando Pimentel, Jr.

Executive Vice President, Finance

and Chief Financial Officer of

Florida Power & Light Company

A signed original of this written statement required by Section 906 has been provided to FPL and will be retained by FPL and furnished to the Securities and Exchange Commission or its staff upon request.

The foregoing certification is being furnished as an exhibit to the Report pursuant to Item 601(b)(32) of Regulation S-K and Section 906 of the Sarbanes-Oxley Act of 2002 and, accordingly, is not being filed with the Securities and Exchange Commission as part of the Report and is not to be incorporated by reference into any filing of FPL under the Securities Act of 1933 or the Securities Exchange Act of 1934 (whether made before or after the date of the Report, irrespective of any general incorporation language contained in such filing).