UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549





FORM 8-K




CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934



Date of earliest event reported:  
May 22, 2007


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

2-27612


FPL GROUP, INC.
FLORIDA POWER & LIGHT COMPANY
700 Universe Boulevard
Juno Beach, Florida 33408
(561) 694-4000


59-2449419

59-0247775


State or other jurisdiction of incorporation or organization:  Florida



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrants under any of the following provisions:


[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

SECTION 7 - REGULATION FD

Item 7.01 Regulation FD Disclosure


On May 25, 2007, at FPL Group Inc.'s (FPL Group) 2007 annual meeting of shareholders in Juno Beach, Florida, FPL Group reaffirmed its previously announced adjusted earnings expectations for 2007 and 2008.  The following ranges of adjusted earnings per share expectations assume normal weather and exclude the effect of adopting new accounting standards as well as the mark-to-market effect of non-qualifying hedges, neither of which can be determined at this time:

 

2007

 

2008

     

                                           

Florida Power & Light Company

$

2.10

 

-

$

2.15

 

$

2.15

 

-

$

2.25

               
                                           

FPL Energy, LLC

$

1.45

 

-

$

1.55

 

$

1.65

 

-

$

1.85

               
                                           

Corporate and Other

$

(0.20

)

-

$

(0.25

)

$

(0.20

)

-

$

(0.25

)

             
                                           

FPL Group, Inc.

$

3.35

 

-

$

3.45

 

$

3.60

 

-

$

3.80

               


SECTION 8 - OTHER EVENTS


Item 8.01  Other Events


On May 22, 2007, pursuant to the securitization provisions of Section 366.8260 of the Florida Statutes, FPL Recovery Funding LLC (the issuer), a consolidated financing subsidiary of Florida Power & Light Company (FPL), issued $652 million aggregate principal amount of senior secured bonds in four tranches pursuant to an effective registration statement of FPL and the issuer as follows:

 


Tranche


Principal Amount


Interest Rate

Scheduled Final
Payment Date

Final Maturing
Date*

(millions)

A-1

$124

5.0530%

February 1, 2011

February 1, 2013

A-2

$140

5.0440%

August 1, 2013

August 1, 2015

A-3

$100

5.1273%

August 1, 2015

August 1, 2017

A-4

$288

5.2555%

August 1, 2019

August 1, 2021


* The final maturity date is the date by which the principal must be repaid to prevent a default.


Interest on the bonds is due semiannually beginning February 1, 2008. Principal on the bonds is due on the final maturity date for each tranche, but is expected to be paid semiannually and sequentially beginning February 1, 2008. The bonds do not constitute a debt, liability or other legal obligation of, or interest in, FPL or any of its affiliates other than the issuer. The bonds are payable only from and secured by (i) 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 Florida Public Service Commission (FPSC) or under special contracts, (ii) the right to implement a true-up mechanism in respect of the charges, (iii) the right to receive all revenues and collections resulting from the storm-recovery charges (excluding the right to recover taxes, which is retained by FPL), (iv) certain other rights and interests that arise under the financing order issued by FPSC and (v) certain other collateral pledged by the issuer under the indenture pursuant to which the bonds were issued, including certain capital contributed by FPL to the issuer. FPL, as initial servicer, will collect storm recovery charges on behalf of the issuer and will remit them to the trustee for payment of fees and expenses and payment of principal and interest on the bonds.


In connection with this financing, net proceeds to the issuer were used to acquire the storm-recovery property from FPL, and the net proceeds to FPL from the sale of the storm-recovery property were used primarily to reimburse FPL for storm restoration costs and provide for a storm and property insurance reserve
.



SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS


Item 9.01  Financial Statements and Exhibits


(d) Exhibits.


The following exhibit is being filed to provide FPL Group's computation of ratio of earnings to fixed charges and ratio of earnings to combined fixed charges and preferred stock dividends for the first three, six and nine months of 2006 as adjusted to reflect the retrospective application of FASB Staff Position AUG AIR-1, "Accounting for Planned Major Maintenance Activities," effective December 31, 2006.

             

Exhibit
Number


Description

             


12


FPL Group, Inc. Computation of Ratios



Cautionary Statements And Risk Factors That May Affect Future Results

In connection with the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 (Reform Act), FPL Group and FPL are hereby providing cautionary statements identifying important factors that could cause FPL Group's or FPL's actual results to differ materially from those projected in forward-looking statements (as such term is defined in the Reform Act) made by or on behalf of FPL Group and FPL in this Form 8-K, on their respective websites, in response to questions or otherwise. Any statements that express, or involve discussions as to, expectations, beliefs, plans, objectives, assumptions or future events or performance (often, but not always, through the use of words or phrases such as will likely result, are expected to, will continue, is anticipated, believe, could, estimated, may, plan, potential, projection, target, outlook) 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 cause FPL Group's or FPL's actual results to differ materially from those contained in forward-looking statements made by or on behalf of FPL Group and FPL.

Any forward-looking statement speaks only as of the date on which such statement is made, and FPL Group 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. 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 business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statement.

The following are some important factors that could have a significant impact on FPL Group's and FPL's operations and financial results, and could cause FPL Group's and FPL's actual results or outcomes to differ materially from those discussed in the forward-looking statements:

FPL Group and FPL are subject to complex laws and regulations and to changes in laws and regulations as well as changing governmental policies and regulatory actions, including initiatives regarding deregulation and restructuring of the energy industry and environmental matters.  FPL holds franchise agreements with local municipalities and counties, and must renegotiate expiring agreements.  These factors may have a negative impact on the business and results of operations of FPL Group and FPL.

The operation and maintenance of power generation facilities, including nuclear facilities, involve significant risks that could adversely affect the results of operations and financial condition of FPL Group and FPL.

The construction of, and capital improvements to, power generation facilities involve substantial risks.  Should construction or capital improvement efforts be unsuccessful, the results of operations and financial condition of FPL Group and FPL could be adversely affected.

The use of derivative contracts by FPL Group and FPL in the normal course of business could result in financial losses that negatively impact the results of operations of FPL Group and FPL.

FPL Group's competitive energy business is subject to risks, many of which are beyond the control of FPL Group, that may reduce the revenues and adversely impact the results of operations and financial condition of FPL Group.

FPL Group's ability to successfully identify, complete and integrate acquisitions is subject to significant risks, including the effect of increased competition for acquisitions resulting from the consolidation of the power industry.

Because FPL Group and FPL rely on access to capital markets, the inability to maintain current credit ratings and access capital markets on favorable terms may limit the ability of FPL Group and FPL to grow their businesses and would likely increase interest costs.

Customer growth in FPL's service area affects FPL Group's and FPL's results of operations.

Weather affects FPL Group's and FPL's results of operations.

FPL Group and FPL are subject to costs and other effects of legal proceedings as well as changes in or additions to applicable tax laws, rates or policies, rates of inflation, accounting standards, securities laws and corporate governance requirements.

Threats of terrorism and catastrophic events that could result from terrorism may impact the operations of FPL Group and FPL in unpredictable ways.

The ability of FPL Group and FPL to obtain insurance and the terms of any available insurance coverage could be affected by national, state or local events and company-specific events.

FPL Group and FPL are subject to employee workforce factors that could affect the businesses and financial condition of FPL Group and FPL.


The risks described herein are not the only risks facing FPL Group and FPL.  Additional risks and uncertainties not currently known to FPL Group or FPL, or that are currently deemed to be immaterial, also may materially adversely affect FPL Group's or FPL's business, financial condition and/or future operating results.

 






SIGNATURES


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


FPL GROUP, INC.
FLORIDA POWER & LIGHT COMPANY

(Registrants)


Date:  May 25, 2007


K. MICHAEL DAVIS

K. Michael Davis
Controller and Chief Accounting Officer of FPL Group, Inc.
Vice President, Accounting, Controller and
Chief Accounting Officer of Florida Power & Light Company
(Principal Accounting Officer of the Registrants)