Obligation Duval Energy Florida 0.65% ( US341099CQ08 ) en USD

Duval Energy Florida

100 % ⇌

Etas-Unis

US341099CQ08 ( en USD )

0.65% par an ( paiement semestriel )

15/11/2015 - Obligation échue

Prospectus brochure de l'obligation Duke Energy Florida US341099CQ08 en USD 0.65%, échue

2 000 USD

250 000 000 USD

341099CQ0

A ( Qualité moyenne supérieure )

A1 ( Qualité moyenne supérieure )

Duke Energy Florida est une filiale de Duke Energy qui fournit de l'électricité à environ 2 millions de clients dans une zone couvrant la majeure partie de la Floride centrale et du sud-ouest de la Floride.

L'Obligation émise par Duval Energy Florida ( Etas-Unis ) , en USD, avec le code ISIN US341099CQ08, paye un coupon de 0.65% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 15/11/2015

L'Obligation émise par Duval Energy Florida ( Etas-Unis ) , en USD, avec le code ISIN US341099CQ08, a été notée A1 ( Qualité moyenne supérieure ) par l'agence de notation Moody's.

L'Obligation émise par Duval Energy Florida ( Etas-Unis ) , en USD, avec le code ISIN US341099CQ08, a été notée A ( Qualité moyenne supérieure ) par l'agence de notation Standard & Poor's ( S&P ).

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Filed pursuant to Rule 424(b)(5)
Registration No. 333-179835-01
CALCULATION OF REGISTRATION FEE

Proposed
Proposed
Amount
maximum
maximum
Title of each class of
to be
offering price
aggregate
Amount of
securities to be registered

registered

per unit

offering price
registration fee (1)
First Mortgage Bonds, 0.65% Series due 2015

$250,000,000
99.911%

$249,777,500
$34,069.65
First Mortgage Bonds, 3.85% Series due 2042

$400,000,000
99.683%

$398,732,000
$54,387.04
Total First Mortgage Bonds

$650,000,000

$648,509,500
$88,456.70

(1) The filing fee, calculated in accordance with Rule 457(r), has been transmitted to the Securities and Exchange Commission in
connection with the securities offered by means of this prospectus supplement.
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PROSPECTUS SUPPLEMENT
(To Prospectus dated March 1, 2012)

Florida Power Corporation d/b/a
$250,000,000 First Mortgage Bonds, 0.65% Series due 2015
$400,000,000 First Mortgage Bonds, 3.85% Series due 2042
Florida Power Corporation d/b/a/ Progress Energy Florida, Inc. is offering $650,000,000 aggregate principal amount of First
Mortgage Bonds in two series. We are offering $250,000,000 First Mortgage Bonds, 0.65% Series due 2015 (the "2015 Mortgage
Bonds") and $400,000,000 First Mortgage Bonds, 3.85% Series due 2042 (the "2042 Mortgage Bonds", and together with the 2015
Mortgage Bonds, the "Mortgage Bonds"). We will pay interest on the 2015 Mortgage Bonds at a rate of 0.65% per year, payable
semi-annually in arrears on May 15 and November 15 of each year, beginning on May 15, 2013. The 2015 Mortgage Bonds will
mature as to principal on November 15, 2015. We will pay interest on the 2042 Mortgage Bonds at a rate of 3.85% per year, payable
semi-annually in arrears on May 15 and November 15 of each year, beginning on May 15, 2013. The 2042 Mortgage Bonds will
mature as to principal on November 15, 2042. The Mortgage Bonds are secured by a continuing lien of our mortgage and rank equally
with all of our other first mortgage bonds from time to time outstanding. The lien of our mortgage is discussed under "Description of
First Mortgage Bonds -- Ranking and Security" on page 6 of the accompanying prospectus.
We may redeem the Mortgage Bonds of either series at our option at any time and from time to time, in whole or in part, as
described in this prospectus supplement under the caption "Description of the Mortgage Bonds -- Redemption -- Optional
Redemption." There is no sinking fund for the Mortgage Bonds of either series.
The Mortgage Bonds will not be listed on any securities exchange or included in any automated quotation system. Currently,
there is no public market for the Mortgage Bonds. Please read the information provided under the caption "Description of the
Mortgage Bonds" in this prospectus supplement and "Description of First Mortgage Bonds" in the accompanying prospectus for a
more detailed description of the Mortgage Bonds.
Investing in the Mortgage Bonds involves risks. See "Risk Factors" on page S-5 of this prospectus supplement.

Underwriting
Proceeds to Us

Price to Public (1)

Discount (2)

Before Expenses (1)
Per 2015 Mortgage Bond

99.911%

0.350%

99.561%
Total 2015 Mortgage Bonds

$ 249,777,500
$ 875,000
$
248,902,500
Per 2042 Mortgage Bond

99.683%

0.875%

98.808%
Total 2042 Mortgage Bonds

$ 398,732,000
$3,500,000
$
395,232,000
(1) Plus accrued interest, if any, from November 20, 2012, if settlement occurs after that date.

(2) The underwriters have agreed to make a payment to us in an amount equal to $687,500, including in respect of expenses incurred
by us in connection with the offerings. See "Underwriting."
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these
securities or passed upon the adequacy or accuracy of this prospectus supplement or the accompanying prospectus. Any
representation to the contrary is a criminal offense.
We expect the Mortgage Bonds to be ready for delivery only in book-entry form through the facilities of The Depository Trust
Company for the accounts of its participants, including Clearstream Banking, société anonyme, Luxembourg and Euroclear Bank
S.A./N.V., on or about November 20, 2012.

Joint Book-Running Managers

Goldman, Sachs & Co.
J.P. Morgan

Morgan Stanley

RBC Capital Markets
Co-Managers
BNY Mellon Capital Markets, LLC Fifth Third Securities, Inc. PNC Capital Markets LLC
Santander SunTrust Robinson Humphrey

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The date of this prospectus supplement is November 15, 2012.
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You should rely only on the information contained in or incorporated by reference in this prospectus supplement, the
accompanying prospectus and any free writing prospectus authorized by us. We have not, and the underwriters have not,
authorized anyone to provide you with information that is different. If anyone provides you with different or inconsistent
information, you should not rely on it. We are not, and the underwriters are not, making an offer to sell these securities in any
jurisdiction where the offer is not permitted. You should not assume that the information contained in or incorporated by
reference in this prospectus supplement, the accompanying prospectus or any free writing prospectus authorized by us is
accurate as of any date other than the date of the document containing the information or such other date as may be specified
therein.
TABLE OF CONTENTS
Prospectus Supplement

Page
About This Prospectus Supplement
ii

Prospectus Supplement Summary
S-1

Risk Factors
S-5

Cautionary Statement Regarding Forward-Looking Information
S-5

Ratios of Earnings to Fixed Charges
S-7

Use of Proceeds
S-7

Description of the Mortgage Bonds
S-8

U.S. Federal Income Tax Considerations for Non-U.S. Holders
S-13
Book-Entry System
S-15
Underwriting
S-19
Experts
S-21
Legal Matters
S-21
Where You Can Find More Information
S-22
Prospectus

Page
About This Prospectus

i

Our Company

i

Use of Proceeds

i

Ratio of Earnings to Fixed Charges and Preferred Stock Dividends

i

Where You Can Find More Information

ii

Documents Incorporated by Reference

ii

Risk Factors

1

Safe Harbor for Forward-Looking Statements

2

Description of First Mortgage Bonds

4

Description of Debt Securities

9

Description of Preferred Stock

20
Global Securities

24
Plan of Distribution

25
Experts

26
Legal Matters

26

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ABOUT THIS PROSPECTUS SUPPLEMENT
This document is in two parts. The first part is this prospectus supplement, which describes the specific terms of these offerings.
The second part, the accompanying prospectus, gives more general information, some of which does not apply to these offerings.
If the description of these offerings varies between this prospectus supplement and the accompanying prospectus, you should
rely on the information contained in or incorporated by reference in this prospectus supplement.
It is important for you to read and consider all information contained in or incorporated by reference in this prospectus
supplement and the accompanying prospectus in making your investment decision. You should also read and consider the information
contained in the documents to which we have referred you in "Where You Can Find More Information" in this prospectus supplement
and the accompanying prospectus.
Unless we have indicated otherwise, or the context otherwise requires, references in this prospectus supplement and the
accompanying prospectus to "Florida Power," "Progress Energy Florida," "we," "us" and "our" or similar terms are to Florida
Power Corporation d/b/a Progress Energy Florida, Inc. References in this prospectus supplement to "Mortgage Bonds" are to the
2015 Mortgage Bonds and the 2042 Mortgage Bonds, and references to "First Mortgage Bonds" are to first mortgage bonds issued
under the Mortgage (as defined below) and from time to time outstanding.

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PROSPECTUS SUPPLEMENT SUMMARY
The following summary is qualified in its entirety by, and should be read together with, the more detailed information
that is included elsewhere in this prospectus supplement and the accompanying prospectus, as well as the information that is
incorporated or deemed to be incorporated by reference in this prospectus supplement and the accompanying prospectus. See
"Where You Can Find More Information" in this prospectus supplement for information about how you can obtain the
information that is incorporated or deemed to be incorporated by reference in this prospectus supplement and the
accompanying prospectus. Investing in the Mortgage Bonds involves risks. See "Risk Factors" in this prospectus supplement.
Progress Energy Florida
We are a regulated public utility engaged in the generation, transmission, distribution and sale of electricity. Our service
territory covers approximately 20,000 square miles. Our service area includes the cities of St. Petersburg and Clearwater, as
well as the central Florida area surrounding Orlando. At December 31, 2011, we were providing electric services, retail and
wholesale, to approximately 1.6 million customers.
At December 31, 2011, we had a system of 14 power plants with summer generating capacity of 10,019 megawatts, which
includes approximately 120 megawatts of jointly-owned generating capacity and approximately 860 megawatts of our nuclear
generating unit, Crystal River Unit No. 3 Nuclear Plant, which has been out of service since September 2009. For the year ended
December 31, 2011, our energy supply was comprised of approximately 56% gas and oil, 25% coal and 19% purchased power.
We are a Florida corporation. The address of our principal executive offices is 299 First Avenue North, St. Petersburg,
Florida 33701. Our telephone number is (727) 820-5151.
As a result of a merger completed on July 2, 2012, we became an indirect subsidiary of Duke Energy Corporation.
The foregoing information about Progress Energy Florida is only a general summary and is not intended to be
comprehensive. For additional information about Progress Energy Florida, you should refer to the information described under
the caption "Where You Can Find More Information" in this prospectus supplement.

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The Offering

Issuer
Florida Power Corporation d/b/a Progress Energy Florida, Inc.

Securities Offered
We are offering $250,000,000 aggregate principal amount of 2015 Mortgage
Bonds and offering $400,000,000 aggregate principal amount of 2042 Mortgage
Bonds.

Maturities
The 2015 Mortgage Bonds will mature on November 15, 2015.

The 2042 Mortgage Bonds will mature on November 15, 2042.

Interest Rates
0.65% per year for the 2015 Mortgage Bonds.

3.85% per year for the 2042 Mortgage Bonds.

Interest Payment Dates
Interest on each series of the Mortgage Bonds will be payable semi-annually in
arrears on May 15 and November 15 of each year, beginning on May 15, 2013.

Ranking
The Mortgage Bonds of each series will be secured by the lien of the Mortgage
and will rank equally with all other First Mortgage Bonds from time to time
outstanding. See "Description of the Mortgage Bonds -- Ranking and Security."
At September 30, 2012, we had outstanding approximately $4.3 billion in
aggregate principal amount of First Mortgage Bonds, which will rank equally
with the Mortgage Bonds.

Collateral
In the opinion of our counsel, the Mortgage Bonds will be secured by a first
mortgage lien, subject only to permitted encumbrances and liens, on
substantially all of the fixed properties owned by us, except miscellaneous
properties specifically excepted. After-acquired property is covered by the lien
of the Mortgage, subject to existing liens at the time such property is acquired.

Optional Redemption
We will have the right to redeem the 2015 Mortgage Bonds, in whole or in part
at any time and from time to time, at a redemption price equal to the greater of
(1) 100% of the principal amount of the 2015 Mortgage Bonds being redeemed
and (2) the sum of the present values of the remaining scheduled payments of
principal and interest on the 2015 Mortgage Bonds being redeemed (exclusive
of interest accrued to the redemption date), discounted to the redemption date on
a semi-annual basis (assuming a 360-day year consisting of twelve 30-day
months) at the Treasury Rate (as defined below) plus 5 basis points, plus, in
either case, accrued and unpaid interest on the principal amount of the 2015
Mortgage Bonds being redeemed to such redemption date.

At any time before six months prior to maturity of the 2042 Mortgage Bonds, we

will have the right to redeem the 2042 Mortgage Bonds, in whole or in part and
from time to time, at a redemption price equal to the

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greater of (1) 100% of the principal amount of the 2042 Mortgage Bonds being
redeemed and (2) the sum of the present values of the remaining scheduled
payments of principal and interest on the 2042 Mortgage Bonds being redeemed
(exclusive of interest accrued to the redemption date), discounted to the
redemption date on a semi-annual basis (assuming a 360-day year consisting of
twelve 30-day months) at the Treasury Rate plus 20 basis points, plus, in either
case, accrued and unpaid interest on the principal amount of the 2042 Mortgage

Bonds being redeemed to such redemption date. At any time on or after six
months prior to maturity of the 2042 Mortgage Bonds, we will have the right to
redeem the 2042 Mortgage Bonds, in whole or in part and from time to time, at a
redemption price equal to 100% of the principal amount of the 2042 Mortgage
Bonds being redeemed plus accrued and unpaid interest on the principal amount
of the 2042 Mortgage Bonds being redeemed to such redemption date. See
"Description of the Mortgage Bonds -- Redemption -- Optional Redemption."

Special Redemption
Upon the occurrence of specific events, we may redeem, at our option, the
Mortgage Bonds of each series, together with all other outstanding First
Mortgage Bonds, in whole, but not in part, at the make-whole redemption price
applicable to the optional redemption of the Mortgage Bonds of such series
(with respect to the 2042 Mortgage Bonds, at the redemption price applicable to
the optional redemption of the 2042 Mortgage Bonds at any time before six
months prior to maturity of the 2042 Mortgage Bonds) as described above, plus
accrued and unpaid interest to the redemption date. See "Description of the
Mortgage Bonds -- Redemption -- Special Redemption."

No Sinking Fund
There is no sinking fund for either series of the Mortgage Bonds.

Issuance of Additional First Mortgage Bonds
Under the terms of the Mortgage, as of August 31, 2012, we could issue
additional First Mortgage Bonds in amounts equal to approximately (i) $2.1
billion based upon the bondable value of property additions and (ii) $855.5
million based upon the amount of previously authenticated First Mortgage Bonds
that have been cancelled or delivered for cancellation (approximately $205.5
million after giving effect to these offerings).

Use of Proceeds
The aggregate net proceeds from the sale of the Mortgage Bonds, after deducting
the respective underwriting discounts and related offering expenses and giving
effect to the underwriters' payment to us, will be approximately $641.8 million.
The net proceeds from the sale of the Mortgage Bonds will be used to repay at
maturity our $425 million First Mortgage Bonds, 4.80% Series due March 1,
2013, to repay intercompany short-term debt under our money-pool borrowing
arrangement with Duke Energy Corporation and for general corporate purposes.
At October 31, 2012, we had approximately $119 million of outstanding
money-pool borrowings at an annual interest rate of 0.52%.

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We expect that the sales of the 2015 Mortgage Bonds and the 2042 Mortgage
Bonds will take place concurrently. However, the sales of the 2015 Mortgage

Bonds and the 2042 Mortgage Bonds are not conditioned upon each other, and
we may consummate the sale of one series and not the other, or consummate the
sales at different times.

Book-Entry
Each series of the Mortgage Bonds will be represented by one or more global
securities registered in the name of and deposited with or on behalf of The
Depository Trust Company ("DTC") or its nominee. Beneficial interests in the
Mortgage Bonds will be represented through book-entry accounts of financial
institutions acting on behalf of beneficial owners as direct and indirect
participants in DTC. Investors may elect to hold interests in the global securities
through either DTC in the United States or Clearstream Banking, société
anonyme, Luxembourg ("Clearstream, Luxembourg") or Euroclear Bank
S.A./N.V., as operator of the Euroclear System (the "Euroclear System") in
Europe if they are participants in those systems, or indirectly through
organizations which are participants in those systems. This means that you will
not receive a certificate for your Mortgage Bonds and Mortgage Bonds will not
be registered in your name, except under certain limited circumstances
described under the caption "Book-Entry System."

Trustee
The Bank of New York Mellon.

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RISK FACTORS
You should carefully consider the risk factors that are incorporated by reference herein from the section captioned "Risk
Factors" in our annual report on Form 10-K for the year ended December 31, 2011, together with all of the other information included
or incorporated by reference in this prospectus supplement and the accompanying prospectus, before making an investment decision.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION
This prospectus supplement, the accompanying prospectus and the information incorporated by reference herein and therein,
include "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934. Forward-looking statements are based on our management's beliefs and assumptions and on
information currently available to us. These forward-looking statements are identified by terms and phrases such as "anticipate,"
"believe," "estimate," "expect," "continue," "should," "could," "may," "plan," "project," "predict," "will," "intend," "potential,"
"forecast," "target," "guidance," "outlook," and similar expressions. Forward-looking statements involve risks and uncertainties that
may cause actual results to be materially different from the results predicted. Factors that could cause actual results to differ
materially from those indicated in any forward-looking statement include, but are not limited to:

· state and federal legislative and regulatory initiatives, including costs of compliance with existing and future environmental

requirements, as well as rulings that affect cost and investment recovery or have an impact on rate structures;

· the ability to recover eligible costs and earn an adequate return on investment through the regulatory process;

· the scope of necessary repairs of the delamination of our Crystal River Unit No. 3 Nuclear Plant, which could prove more
extensive or costly than is currently identified or could prove not to be feasible resulting in early retirement of the unit, and

the cost of such repairs and/or associated replacement power, which could exceed estimates and insurance coverage or
may not be recoverable through the regulatory process;

· our ability to maintain relationships with customers, employees or suppliers post-merger;

· our ability to successfully integrate our business with the other businesses of Duke Energy Corporation and realize cost

savings and any other synergies expected from the merger;

· the risk that our credit ratings may be different from what we expect;

· the impact of compliance with material restrictions or conditions related to the Duke Energy Corporation merger imposed

by regulators that exceed our expectations;

· costs and effects of legal and administrative proceedings, settlements, investigations and claims;

· industrial, commercial and residential growth or decline in our service territory, customer base or customer usage patterns;

· additional competition in electric markets and continued industry consolidation;

· the influence of weather and other natural phenomena on our operations, including the economic, operational and other

effects of storms, hurricanes, droughts and tornadoes;

· our ability to successfully operate electric generating facilities and deliver electricity to customers;

· our ability to recover, in a timely manner, if at all, costs associated with future significant weather events through the

regulatory process;

· the impact on our facilities and businesses from a terrorist attack, cyber security threats and other catastrophic events;

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