CAROLINA POWER & LIGHT CO
10-Q, 1995-05-15
ELECTRIC SERVICES
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                            UNITED STATES                             
                  SECURITIES AND EXCHANGE COMMISSION
                       Washington, D. C.  20549

                               FORM 10-Q
   (Mark One)

      [ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
            OF THE SECURITIES EXCHANGE ACT OF 1934

            For the quarterly period ended March 31, 1995
                         

                                  OR

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

     For the transition period from ________  to _____________

                     Commission file number 1-3382

                     CAROLINA POWER & LIGHT COMPANY
___________________________________________________________________
        (Exact name of registrant as specified in its charter)

         North Carolina                           56-0165465
___________________________________________________________________ 
(State or other jurisdiction of incorporation   (I.R.S. Employer               
           or organization                      Identification No.)

    411 Fayetteville Street, Raleigh, North Carolina   27601-1748
___________________________________________________________________
(Address of principal executive offices)              (Zip Code)

                             919-546-6111
___________________________________________________________________
         (Registrant's telephone number, including area code)

___________________________________________________________________
(Former name, former address and former fiscal year, if changed 
                        since last report)

      Indicate by check mark whether the registrant (1) has 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 (or for such shorter
period that the registrant was required to file such reports), and (2) 
has been subject to such filing requirements for the past 90 days. 
Yes  X .  No    .

                 APPLICABLE ONLY TO CORPORATE ISSUERS:

      Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.

Common Stock (Without Par Value) shares outstanding at 
April 30, 1995:  156,172,322
<PAGE>

                    PART I.  FINANCIAL INFORMATION

Item 1.     Financial Statements
_______     ____________________

      Reference is made to the attached Appendix containing the
Interim Financial Statements for the periods ended March 31, 1995.  The
amounts are unaudited but, in the opinion of management, reflect all
transactions necessary to fairly present the Company's financial
position and results of operations for the interim periods.

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

                         Results of Operations
         For the Three and Twelve Months Ended March 31, 1995,
      As Compared With the Corresponding Periods One Year Earlier
      ___________________________________________________________

     Operating Revenues and Expenses:  Although sales increased
slightly for the three and twelve months ended March 31, 1995, revenues
decreased due to mild weather in the current periods, the expiration of a
special North Carolina rate rider and decreased sales to North Carolina
Eastern Municipal Power Agency (Power Agency). The weather-related decrease
totaled $16 million and $116 million for the three and twelve months ended
March 31, 1995, respectively. The decrease due to the expiration of the
rate rider totaled $15 million and $44 million for the three and twelve months
ended March 31, 1995, respectively.

     Sales to Power Agency decreased $12 million and $28 million for the three
and twelve months ended March 31, 1995, respectively, due to greater
generation by units jointly-owned by the Company and Power Agency.  Partially
offsetting these decreases was an increase in revenues due to a combination of
customer growth and changes in customer usage patterns of $30 million and $117
million for the three and twelve-month periods, respectively.

     Fuel for generation decreased for the three and twelve months ended 
March 31, 1995, primarily due to greater availability of the Company's 
nuclear generating units.

     For the three-month period, lower-cost nuclear generation, as a
percentage of total generation, increased to 56%, from 36%, and higher-cost
fossil generation decreased to 44%, from 64%. For the twelve-month period,
nuclear generation, as a percentage of total generation, increased to 52%,
from 35%, and fossil generation decreased to 48%, from 64%.

     For the three and twelve months ended March 31, 1995, deferred fuel
cost increased primarily due to lower fuel costs associated with increased
nuclear generation. 
    
     For the twelve-month period, the increase due to lower fuel costs more
than offset a decrease of $33 million related to fuel settlements reached with
the Company's regulators.  Pursuant to these settlements, the Company agreed
to forgo recovery of deferred fuel costs totaling approximately $8 million and
$41 million for the twelve-month periods ended March 31, 1995, and March 31,
1994, respectively. 
<PAGE>
     Purchased power decreased for the three months ended March 31, 1995, due
to decreased purchases from other utilities, primarily attributable to milder
weather, and due to lower purchases from Power Agency in accordance with the
Harris Plant buyback agreement.

     For both reporting periods, the decreases in depreciation
and amortization are primarily due to the completion of the amortization of
abandoned plant costs for Harris Unit No. 2 and of costs associated with the
North Carolina rate rider. The decreases related to these items totaled $16
million and $41 million for the three and twelve months ended March 31, 1995,
respectively.

      Other Income: The decrease in Harris Plant carrying costs for the
twelve months ended March 31, 1995, is primarily related to the Company's
settlement with North Carolina Electric Membership Corporation in 1993.

      The decrease in interest income for the twelve months ended
March 31, 1995, is due to a change in accounting for employee stock ownership
plans, which was implemented in January 1994, and due to a settlement
recorded in 1993. Partially offsetting these decreases was an increase
related to certain Internal Revenue Service audit issues.  

        Other income, net, decreased for the twelve months ended
March 31, 1995, primarily due to the change in accounting for employee 
stock ownership plans and due to a decrease in accretion to present value
associated with the Company's abandonment costs.

          Material Changes in Capital Resources and Liquidity
               From December 31, 1994, to March 31, 1995
              and From March 31, 1994, to March 31, 1995
              __________________________________________

       During the three and twelve months ended March 31, 1995, the
Company issued long-term debt totalling $60 million and $232.6 million,
respectively.  The proceeds of these issuances, along with internally
generated funds, financed the redemption or retirement of long-term debt
totaling $125 million and $297.7 million, respectively. 

        In order to provide flexibility in the timing and amounts of
long-term financing, the Company uses short-term financing in the form of
commercial paper backed by revolving credit agreements.   Currently, these
revolving credit agreements amount to $307.9 million. The Company had
$95.5 million of commercial paper outstanding at March 31, 1995.

        The Company's capital structure at March 31, 1995, was 48.9%
common stock equity, 48.4% long-term debt and 2.7% preferred stock.

        The Company's First Mortgage Bonds are currently rated "A2"
by Moody's Investors Service, "A" by Standard & Poor's and "A+" by Duff &
Phelps.  Standard & Poor's and Moody's Investors Service have
rated the Company's commercial paper "A-1" and "P-1", respectively.
<PAGE>
        In 1994, the Board of Directors of the Company authorized
the Executive Committee of the Board of Directors to repurchase up to 10
million shares of the Company's common stock on the open market. Under this
stock repurchase program, the Company has purchased approximately 4.5
million shares from July 1994 through March 1995. The decrease in average
common shares outstanding resulted in an increase in earnings per common
share of approximately $.02 and $.04 for the three and twelve months
ended March 31, 1995, respectively.

                             Other Matters
                             _____________

       In 1994, the Company established a wholly-owned subsidiary,
CaroNet, Inc., and the subsidiary joined a regional partnership, BellSouth
Carolinas PCS, L.P., led by BellSouth Personal Communications, Inc.
(BellSouth). In March 1995, BellSouth won its bid for a Federal Communications
Commission license to operate a personal communications services (PCS) system
covering most of North Carolina and South Carolina and a small portion of
Georgia. PCS, a wireless communications technology, is expected to provide
high-quality mobile communications. Wireless technology could also support
automated meter reading, automated service connection and disconnection, and
control and monitoring of certain aspects of the Company's electric
transmission and distribution systems. BellSouth will transfer the PCS license
to the partnership. BellSouth is the general partner and handles day-to-day
management of the business. Construction of the system infrastructure is
expected to begin during the summer of 1995, with service start-up anticipated
by mid-1996. In anticipation of the infrastructure construction, the Company
invested $50 million in CaroNet, Inc. in April 1995.  CaroNet, Inc. owns
a ten percent limited partnership interest in BellSouth Carolinas PCS, L.P.

<PAGE>
                      PART II.  OTHER INFORMATION

Item 1.   Legal Proceedings
______    _________________

  Legal aspects of certain matters are set forth in Item 5 below.


Item 2.   Changes in Securities           )
______    _____________________           )
                                          )
                                          )  
Item 3.   Defaults upon Senior Securities )  Not applicable for the
______    _______________________________ )  quarter ended March 31, 
                                          )  1995.
                                          )
Item 4.   Submission of Matters to a Vote )
          of Security Holders             )
______    _______________________________ )


Item 5.   Other Information
______    _________________

1.   (Reference is made to the Company's 1994 Form 10-K, Competition and
Franchises, paragraph 1.b., page 8.)  On March 29, 1995, the Federal
Energy Regulatory Commission (FERC) issued a Notice of Proposed Rulemaking
(Proposal) that would establish guidelines for wholesale wheeling of electric
power.  The Proposal would require utilities to provide open access to their
interstate power transmission network and not give themselves preferential 
access to their own services.  Currently, such power transfers are negotiated
case-by-case or under long-term contracts.  The FERC's Proposal would establish
a standard generic set of terms and conditions, and would define the
terms under which independent power producers and others could gain access to a
utility's transmission grid to sell power to a wholesale customer such as a
municipality or rural electric cooperative.  The Company is 
currently evaluating the Proposal to determine its impact on the Company
and its customers.  Comments on the Proposal are due August 7, 1995.  
The Company cannot predict the outcome of this matter.  

2.   (Reference is made to the Company's 1994 Form 10-K, Competition and
Franchises, paragraph 1, page 8.)  On March 29, 1995, a bill was
introduced in the North Carolina General Assembly to facilitate 
the construction of an interstate natural gas pipeline to be built
from Aiken, South Carolina to Leland, North Carolina. The bill, as 
originally introduced, proposed to, among other things, exempt from utility
regulation all power generating facilities that receive gas from 
the pipeline as fuel.  On May 9, 1995, both the House Utilities
Committee and the Senate Utilities Committee approved an amended 
version of this bill which orders the Joint Legislative Utility Review
Committee to study the issues contained in the original bill and report 
its findings and any recommendations to the North Carolina General
Assembly in 1996.  Final legislative approval of the amended bill 
is pending.  The Company cannot predict the outcome of this matter.  

3.   (Reference is made to the Company's 1994 Form 10-K, Competition and
Franchises, page 8.) A bill was introduced in the North Carolina General
Assembly that would change fundamentally the nature of public power agencies 
in the state.  The bill, as originally introduced, proposed to, among other
things, permit certain organizational changes among the state's municipal power
agencies and provide additional authority for the marketing of excess
capacity and energy.  On May 4, 1995, the House Utilities Committee approved
a substantially amended version of this bill which would authorize internal 
reorganization of the state's municipal power agencies, and order the Joint
Legislative Utility Review Committee to study other issues contained in the 
original legislation and report its findings and any recommendations to the 
General Assembly in 1996.  Final legislative approval of the amended bill is 
pending.  The Company cannot predict the outcome of this matter.  
<PAGE>
4.   (Reference is made to the Company's 1994 Form 10-K, Financing
Program, paragraph 3, page 11.)  On April 21, 1995, the Company issued $125
million principal amount of Quarterly Income Capital Securities (Series A
Subordinated Deferrable Interest Debentures) ("Capital Securities") at an
interest rate of 8.55%, for net proceeds to the Company of approximately $121
million.  The proceeds from the issuance of the Capital Securities were
applied to the Company's ongoing maintenance and construction program, and 
for other general corporate purposes.  

5.   Reference is made to the Company's 1994 Form 10-K, Financing Program, 
paragraph 4, page 12.)  On April 1, 1995, the Company retired $77.1
million principal amount of First Mortgage Bonds, 9.14% Series, which matured 
on that date. 

6.   (Reference is made to the Company's 1994 Form 10-K, Other Matters,
paragraph 2, page 27.) In April 1992, an independent consultant's safety
inspection report for the Marshall Hydroelectric Project was submitted to 
the FERC for approval.  In March 1995, the Company received comments on the 
report from the FERC.  By letter dated May 3, 1995, the Company submitted
a response to the FERC's comments.  The Company cannot predict the outcome
of this matter.

7.   (Reference is made to the Company's 1994 Form 10-K, Nuclear
Matters, paragraph 7.c., page 23.)  With regard to the Company's 
Brunswick Nuclear Plant, additional shroud inspections were performed for 
Brunswick Unit No. 1 during the spring refueling outage. Re-examination of 
previously identified cracks indicated that no significant 
crack growth had occurred.  Minor indications were noted in areas not
previously examined, but these findings are not expected to affect restart 
of the unit following the refueling outage or unit operation over the next 
fuel cycle.  The Company is proceeding to develop contingency plans which
could be relied upon if shroud repairs are required in the future.  The Company 
cannot predict the outcome of this matter.  

8.   (Reference is made to the Company's 1994 Form 10-K, Other Matters,
paragraph 5, page 28.) With regard to the dispute between the Company and
Zeigler Coal Holding Company (Zeigler) over a coal-supply agreement between 
the Company and certain Zeigler subsidiaries, on April 3, 1995, the parties 
moved for a 30-day stay in the arbitration process after reaching
a preliminary settlement agreement.  On April 28, 1995, the parties entered 
into a final settlement agreement that resolves the dispute. The resolution, 
effective April 1, 1995, has produced a new coal supply arrangement between 
the Company and Zeigler, and amicably resolves all points of disagreement.  
The new coal supply arrangement will provide lower coal costs for the Company 
and allow Zeigler operating and source flexibility.

9.   (Reference is made to the Company's 1994 Form 10-K, Other Matters,
paragraph 6, page 28.)  In 1994, the Company established a wholly-owned
subsidiary, CaroNet, Inc. (CaroNet), and CaroNet joined a regional partnership,
BellSouth Carolinas PCS, L.P., led by BellSouth Personal Communications, Inc. 
(BellSouth).  On March 14, 1995, BellSouth won its bid for a Federal 
Communications Commission license to operate a personal communications
services (PCS) system covering most of North Carolina and South Carolina and
a small portion of Georgia.  BellSouth will transfer the PCS license to the 
partnership.  The partnership is expected to begin construction of the PCS
system infrastructure during the summer of 1995.  Service start-up is 
anticipated by mid-1996.  In anticipation of the infrastructure construction, 
the Company invested $50 million in CaroNet on April 28, 1995. CaroNet owns 
a ten percent limited partnership interest in BellSouth Carolinas PCS, L.P.
<PAGE>

Item 6.   Exhibits and Reports on Form 8-K
______    ________________________________

          (a)  Exhibits

               None.

          (b)  Reports on Form 8-K filed during or with respect to the
               quarter:



   Date of Report
(Earliest Event Reported)      Date of Signature     Items Reported
_________________________      _________________     ______________

 January 23, 1995              January 23, 1995       Item 7.  Financial
                                                      Statements, Pro
                                                      Forma Financial
                                                      Information and
                                                      Exhibits

 April 13, 1995                April 13, 1995         Item 7. Financial
                                                      Statements, Pro
                                                      Forma Financial
                                                      Information and
                                                      Exhibits

 April 20, 1995                April 20, 1995         Item 7. Financial
                                                      Statements, Pro
                                                      Forma Financial
                                                      Information and
                                                      Exhibits


<PAGE>


                              SIGNATURES


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

                                   CAROLINA POWER & LIGHT COMPANY 
                                            (Registrant)

      
                           By:          Charles D. Barham, Jr.
                                       Executive Vice President 

                           By:           Paul S. Bradshaw
                                     Vice President and Controller
                                  (and Principal Accounting Officer)

Date:    May 12, 1995


[DESCRIPTION]     FINANCIAL STATEMENTS FOR QUARTER ENDED 3/31/95
<TABLE>
<CAPTION>

                                         Carolina Power & Light Company
                                   (ORGANIZED UNDER THE LAWS OF NORTH CAROLINA)    

                                           INTERIM FINANCIAL STATEMENTS
                                      (NOT AUDITED BY INDEPENDENT AUDITORS)
                                                 MARCH 31, 1995
                                                                                                                    
   STATEMENTS  OF  INCOME
                                                                      Three Months Ended       Twelve Months Ended
   (In thousands                                                            March 31                March 31
   except per share amounts)                                            1995        1994        1995         1994
   -----------------------------------------------------------------------------------------------------------------

                                                                                                          

   <S>                                                              <C>          <C>        <C>          <C>           
   Operating Revenues                                               $  728,238   $ 744,461  $2,860,367   $2,932,358
   -----------------------------------------------------------------------------------------------------------------
   Operating Expenses
     Operation - fuel for generation                                   110,796     129,912     452,851      527,659
                 deferred fuel cost (credit), net                       22,475      (2,251)     62,897       26,370
                 purchased power                                        93,659     111,541     396,419      401,931
                 other                                                 127,078     130,804     536,232      513,549
     Maintenance                                                        40,755      46,959     200,529      218,874
     Depreciation and amortization                                      90,275     105,057     382,953      415,422
     Taxes other than on income                                         38,920      35,436     142,025      144,404
     Income tax expense                                                 61,416      57,498     202,453      195,029
     Harris Plant deferred costs, net                                    6,605       6,478      26,456       27,846
   -----------------------------------------------------------------------------------------------------------------
           Total Operating Expenses                                    591,979     621,434   2,402,815    2,471,084
   -----------------------------------------------------------------------------------------------------------------
   Operating Income                                                    136,259     123,027     457,552      461,274
   -----------------------------------------------------------------------------------------------------------------
   Other Income (Expense)                                           
     Allowance for equity funds used during construction                   913       2,263       4,724        9,597
     Income tax credit                                                   3,290       3,583       9,131        4,093
     Harris Plant carrying costs                                         2,219       2,563       9,410       27,111
     Harris Plant disallowance - Power Agency                                -           -           -      (20,645)
     Interest income                                                     2,588       1,294      15,863       29,753
     Other income, net                                                   4,021       6,490      23,124       37,399
   -----------------------------------------------------------------------------------------------------------------
           Total Other Income                                           13,031      16,193      62,252       87,308
   -----------------------------------------------------------------------------------------------------------------
   Income Before Interest Charges                                      149,290     139,220     519,804      548,582
   -----------------------------------------------------------------------------------------------------------------
   Interest Charges                                                 
     Long-term debt                                                     46,593      47,376     183,108      198,336
     Other interest charges                                              6,028       4,251      17,896       15,022
     Allowance for borrowed funds used                              
       during construction                                              (1,364)     (1,231)     (3,576)      (6,098)
   -----------------------------------------------------------------------------------------------------------------
            Net Interest Charges                                        51,257      50,396     197,428      207,260
   -----------------------------------------------------------------------------------------------------------------
   Net Income                                                           98,033      88,824     322,376      341,322
   Preferred Stock Dividend Requirements                                (2,402)     (2,402)     (9,609)      (9,609)
   -----------------------------------------------------------------------------------------------------------------
   Earnings for Common Stock                                        $   95,631   $  86,422  $  312,767   $  331,713
   =================================================================================================================
   Average Common Shares Outstanding (Note 4)                          147,270     150,820     148,738      158,291
   Earnings per Common Share (Note 4)                               $     0.65   $    0.57  $     2.10   $     2.10
   Dividends Declared per Common Share                              $    0.440   $   0.425  $    1.730   $    1.670
   .................................................................................................................
   See Supplemental Data and Notes to Financial Statements.
</TABLE>
<TABLE>
<CAPTION>
Carolina Power & Light Company
BALANCE SHEETS                                                       March 31             December 31
(In thousands)                                                 1995            1994           1994
- ------------------------------------------------------------------------------------------------------
                          ASSETS                          
<S>                                                      <C>              <C>           <C>              
Electric Utility Plant                                   
  Electric utility plant in service                      $   9,246,650    $  8,881,884  $   9,190,874
  Accumulated depreciation                                  (3,263,768)     (2,974,558)    (3,196,139)
- ------------------------------------------------------------------------------------------------------
         Electric utility plant in service, net              5,982,882       5,907,326      5,994,735
  Held for future use                                           13,195          13,195         13,195
  Construction work in progress                                171,717         260,887        170,390
  Nuclear fuel, net of amortization                            163,159         211,702        171,164
- ------------------------------------------------------------------------------------------------------
         Total Electric Utility Plant, Net                   6,330,953       6,393,110      6,349,484
- ------------------------------------------------------------------------------------------------------
Current Assets                                           
  Cash and cash equivalents                                     39,858          33,444         80,239
  Accounts receivable                                          284,934         292,473        302,218
  Fuel                                                         103,820          69,595         96,136
  Materials and supplies                                       124,826         119,238        122,720
  Prepayments                                                   50,628          46,308         52,988
  Other current assets                                          26,792          16,437         24,129
- ------------------------------------------------------------------------------------------------------
         Total Current Assets                                  630,858         577,495        678,430
- ------------------------------------------------------------------------------------------------------
Deferred Debits and Other Assets
  Income taxes recoverable 
   through future rates                                        385,089         382,224        384,375
  Abandonment costs                                             67,177         106,450         71,079
  Harris Plant deferred costs                                  123,438         140,484        127,824
  Unamortized debt expense                                      61,933          63,260         63,302
  Miscellaneous other property and investments                 374,338         276,424        360,611
  Other assets and deferred debits                             184,409         188,821        176,058
- ------------------------------------------------------------------------------------------------------
         Total Deferred Debits and Other Assets              1,196,384       1,157,663      1,183,249
- ------------------------------------------------------------------------------------------------------
            Total Assets                                 $   8,158,195    $  8,128,268  $   8,211,163
======================================================================================================
             CAPITALIZATION AND LIABILITIES              

Capitalization                                           
  Common stock equity                                    $   2,622,103    $  2,664,101  $   2,586,179
  Preferred stock - redemption not required                    143,801         143,801        143,801
  Long-term debt, net                                        2,591,462       2,514,047      2,530,773
- ------------------------------------------------------------------------------------------------------
         Total Capitalization                                5,357,366       5,321,949      5,260,753
- ------------------------------------------------------------------------------------------------------
Current Liabilities                                      
  Current portion of long-term debt                            150,050         287,630        275,050
  Notes payable (principally commercial paper)                  95,500           6,700         68,100
  Accounts payable                                             127,234         166,025        285,610
  Taxes accrued                                                 84,086          95,132          4,650
  Interest accrued                                              49,638          51,206         54,569
  Dividends declared                                            70,770          70,022         70,658
  Deferred fuel credit (cost)                                   50,819         (12,078)        28,344
  Other current liabilities                                     61,022          69,369         67,161
- ------------------------------------------------------------------------------------------------------
         Total Current Liabilities                             689,119         734,006        854,142
- ------------------------------------------------------------------------------------------------------
Deferred Credits and Other Liabilities                   
  Accumulated deferred income taxes                          1,627,090       1,574,761      1,628,430
  Accumulated deferred investment tax credits                  249,498         260,704        252,051
  Other liabilities and deferred credits                       235,122         236,848        215,787
- ------------------------------------------------------------------------------------------------------
         Total Deferred Credits and Other Liabilities        2,111,710       2,072,313      2,096,268
- ------------------------------------------------------------------------------------------------------
Commitments and Contingencies (Note 5)

            Total Capitalization and Liabilities         $   8,158,195    $  8,128,268  $   8,211,163
======================================================================================================
                                                         
SCHEDULES OF COMMON STOCK EQUITY                         
(In thousands)                                           
  Common stock (Note 4)                                  $   1,508,098    $  1,624,114  $   1,510,956
  Unearned ESOP common stock                                  (197,011)       (214,908)      (204,947)
  Capital stock issuance expense                                  (790)           (790)          (790)
  Retained earnings                                          1,311,806       1,255,685      1,280,960
- ------------------------------------------------------------------------------------------------------
         Total Common Stock Equity                       $   2,622,103    $  2,664,101  $   2,586,179
======================================================================================================
......................................................................................................
See Supplemental Data and Notes to Financial Statements.
</TABLE>
<TABLE>
<CAPTION>

Carolina Power & Light Company
STATEMENTS  OF  CASH  FLOWS
(In thousands)                                                  Three Months Ended      Twelve Months Ended
                                                                    March 31                March 31
                                                                 1995        1994        1995        1994
- --------------------------------------------------------------------------------------------------------------
<S>                                                         <C>         <C>         <C>         <C>          
Operating Activities
  Net income                                                $   98,033  $   88,824  $  322,376  $  341,322
  Adjustments to reconcile net income to net cash 
   provided by operating activities
    Depreciation and amortization                              115,061     119,467     469,075     466,632
    Harris Plant deferred costs                                  4,386       3,915      17,046         736
    Harris Plant disallowance - Power Agency                         -           -           -      20,645
    Deferred income taxes                                      (11,579)     (8,821)     34,482      52,706
    Investment tax credit adjustments                           (2,553)     (2,884)    (11,207)    (12,797)
    Allowance for equity funds used during construction           (913)     (2,263)     (4,724)     (9,597)
    Deferred fuel cost (credit)                                 22,475      (2,251)     62,897      26,370
    Net (increase) decrease in receivables, inventories    
      and prepaid expenses                                     (43,392)    (23,083)    (94,200)      2,952
    Net increase (decrease) in payables and accrued        
      expenses                                                 (16,376)      7,157     (70,304)     (4,013)
    Miscellaneous                                               11,919      19,621     (12,636)     11,036
- --------------------------------------------------------------------------------------------------------------
     Net Cash Provided by Operating Activities                 177,061     199,682     712,805     895,992
- --------------------------------------------------------------------------------------------------------------
Investing Activities                                       
  Gross property additions                                     (71,928)    (72,313)   (274,392)   (331,824)
  Nuclear fuel additions                                       (15,868)    (11,216)    (30,501)    (53,287)
  Contributions to external decommissioning trust              (18,504)     (6,328)    (33,801)    (23,539)
  Contributions to retiree benefit trusts                       (2,400)    (18,917)     (2,400)    (22,667)
  Loan transactions with SPSP Trustee, net                           -           -           -      19,769
  Allowance for equity funds used during construction              913       2,263       4,724       9,597
  Miscellaneous                                                   (487)          -      (6,581)          -
- --------------------------------------------------------------------------------------------------------------
     Net Cash Used in Investing Activities                    (108,274)   (106,511)   (342,951)   (401,951)
- --------------------------------------------------------------------------------------------------------------
Financing Activities                                       
  Proceeds from issuance of long-term debt                      59,731     147,986     229,956     434,765
  Net decrease in pollution control bond escrow                      -           -           -       1,800
  Net increase (decrease) in short-term notes
    payable (maturity less than 90 days)                        27,400     (69,300)     88,800       6,700
  Retirement of long-term debt                                (125,045)    (95,623)   (297,802)   (803,148)
  Purchase of Company common stock (Note 4)                     (4,178)          -    (118,895)          -
  Dividends paid on common stock                               (64,656)    (63,986)   (255,876)   (260,833)
  Dividends paid on preferred stock                             (2,420)     (2,411)     (9,623)     (9,483)
- --------------------------------------------------------------------------------------------------------------
     Net Cash Used in Financing Activities                    (109,168)    (83,334)   (363,440)   (630,199)
- --------------------------------------------------------------------------------------------------------------
Net Increase (Decrease) in Cash and Cash Equivalents           (40,381)      9,837       6,414    (136,158)
                                                           
Cash and Cash Equivalents at Beginning of the Period            80,239      23,607      33,444     169,602
- --------------------------------------------------------------------------------------------------------------
Cash and Cash Equivalents at End of the Period              $   39,858  $   33,444  $   39,858  $   33,444
==============================================================================================================
Supplemental Disclosures of Cash Flow Information
  Cash paid during the period - interest                    $   54,694  $   52,247  $  191,201  $  215,151
                                income taxes                     1,611       2,050     180,320     115,861

..............................................................................................................
See Supplemental Data and Notes to Financial Statements.
</TABLE>
<TABLE>
<CAPTION>
Carolina Power & Light Company
SUPPLEMENTAL DATA                             Three Months Ended         Twelve Months Ended
                                                   March 31                   March 31
                                               1995        1994          1995          1994
- ----------------------------------------------------------------------------------------------
<S>                                        <C>          <C>          <C>           <C>            
Operating Revenues (in thousands)
  Residential                              $ 251,355    $ 262,373    $  904,968    $  957,702
  Commercial                                 141,142      143,797       592,918       600,128
  Industrial                                 164,416      166,860       739,217       749,420
  Government and municipal                    18,842       19,516        77,644        79,463
  Wholesale - standard rate schedules         20,400       23,854        81,320       101,108
  Power Agency contract requirements          23,818       35,947       103,133       131,223
  NCEMC contract requirements                 83,707       77,344       273,097       262,661
  Other utilities                             13,541        4,070        43,261        12,567
  Miscellaneous revenue                       11,017       10,700        44,809        38,086
- ----------------------------------------------------------------------------------------------
        Total Operating Revenues           $ 728,238    $ 744,461    $2,860,367    $2,932,358
==============================================================================================
Energy Sales (millions of kWh)
  Residential                                  3,263        3,343        11,068        11,577
  Commercial                                   2,091        2,051         8,730         8,692
  Industrial                                   3,268        3,117        14,181        13,663
  Government and municipal                       301          306         1,257         1,257
  Wholesale - standard rate schedules            462          478         1,966         2,103
  Power Agency contract requirements             476          647         2,418         3,193
  NCEMC contract requirements                  1,384        1,223         5,047         4,795
  Other utilities                                573          117         1,441           340
- ---------------------------------------------------------------------------------------------
        Total Energy Sales                    11,818       11,282        46,108        45,620
==============================================================================================
Energy Supply (millions of kWh)
  Generated - coal                             4,563        6,096        19,468        25,430
              nuclear                          5,847        3,383        20,976        13,937
              hydro                              298          304           877           741
              combustion turbines                 (1)          39            27           116
  Purchased                                    1,510        1,957         6,592         7,430
- ----------------------------------------------------------------------------------------------
        Total Energy Supply                
          (Company Share)                     12,217       11,779        47,940        47,654
==============================================================================================
Detail of Income Taxes (in thousands)
 Included in Operating Expenses
  Income tax expense - current             $  77,155    $  70,243    $  189,557    $  161,881
  Income tax expense - deferred              (13,186)      (9,861)       24,101        44,751
  Income tax expense - investment          
   tax credit adjustments                     (2,553)      (2,884)      (11,205)      (11,603)
- ----------------------------------------------------------------------------------------------
        Subtotal                              61,416       57,498       202,453       195,029
- ----------------------------------------------------------------------------------------------
 Harris Plant deferred costs -             
   investment tax credit adjustments             (74)         (74)         (297)          188
- ----------------------------------------------------------------------------------------------
  Total Included in Operating Expenses        61,342       57,424       202,156       195,217
- ----------------------------------------------------------------------------------------------
 Included in Other Income                                                            
  Income tax expense (credit) - current       (4,897)      (4,623)      (19,512)      (10,854)
  Income tax expense (credit) - deferred       1,607        1,040        10,381         7,955
  Income tax expense (credit) - 
   investment tax credit adjustments               -            -            -         (1,194)
- ----------------------------------------------------------------------------------------------
        Total Included in Other Income        (3,290)      (3,583)       (9,131)       (4,093)
- ----------------------------------------------------------------------------------------------
            Total Income Tax Expense          58,052       53,841       193,025       191,124
==============================================================================================

FINANCIAL STATISTICS

Ratio of earnings to fixed charges                                         3.36          3.28
Return on average common stock equity                                     11.87 %       12.68 %
Book value per common share                                               17.81         17.65
Capitalization ratios                                                               
    Common stock equity                                              $    48.94 %  $    50.06 %
    Preferred stock - redemption not required                              2.69          2.70
    Long-term debt, net                                                   48.37         47.24
- ----------------------------------------------------------------------------------------------
            Total                                                        100.00 %      100.00 %
==============================================================================================
                                           
..............................................................................................
See Notes to Financial Statements.
</TABLE>


NOTES TO FINANCIAL STATEMENTS

1.   These interim financial statements are prepared in conformity with the
     accounting principles reflected in the financial statements included in
     the Company's 1994 Annual Report to Shareholders and the 1994 Annual
     Report on Form 10-K. These are interim financial statements, and because
     of temperature variations between seasons of the year and the timing of
     outages of electric generating units, especially nuclear-fueled units,
     the amounts reported in the Statements of Income for periods of less than
     twelve months are not necessarily indicative of amounts expected for the
     year. Certain amounts for 1994 have been reclassified to conform to the
     1995 presentation.

2.   In 1994, the Company established a wholly-owned subsidiary, CaroNet,
     Inc., and the subsidiary joined a regional partnership, BellSouth
     Carolinas PCS, L.P., led by BellSouth Personal Communications, Inc.
     (BellSouth). On March 14, 1995, BellSouth won its bid for a Federal
     Communications Commission license for the partnership to operate a
     personal communications services (PCS) system covering most of North
     Carolina and South Carolina, as well as a small portion of Georgia. PCS,
     a wireless communications technology, is expected to provide high-quality
     mobile communications.

     Wireless technology could also support automated meter reading, automated
     service connection and disconnection, and control and monitoring of
     certain aspects of the Company's electric transmission and distribution
     systems. BellSouth will transfer the PCS license to the partnership.
     BellSouth is the general partner and will handle day-to-day management of
     the business. Construction of the system infrastructure is expected to
     begin during the summer of 1995, with service start-up anticipated by
     mid-1996. In anticipation of the infrastructure construction, the Company
     invested $50 million in CaroNet, Inc. in April 1995. CaroNet, Inc. owns a
     ten percent limited partnership interest in BellSouth Carolinas PCS, L.P.

3.   On April 21, 1995, the Company issued $125 million principal amount of
     8.55% Quarterly Income Capital Securities (Series A Subordinated
     Deferrable Interest Debentures). These capital securities mature on June
     30, 2025. The obligations of the Company under the securities are
     subordinate and junior in right of payment to the senior indebtedness of
     the Company.

4.   In 1994, the Board of Directors of the Company authorized the Executive
     Committee of the Board to repurchase up to 10 million shares of the
     Company's common stock on the open market. In accordance with the stock
     repurchase program, the Company has purchased approximately 4.5 million
     shares through March 31, 1995. The decrease in average common shares
     outstanding resulted in an increase in earnings per common share of
     approximately $.02 and $.04 for the three and twelve month periods ended
     March 31, 1995, respectively.

5.   Contingencies existing as of the date of these statements are described
     below. No significant changes have occurred since December 31, 1994, with
     respect to the commitments discussed in Note 10 of the financial
     statements included in the Company's 1994 Annual Report to Shareholders.

     a)   In the Company's retail jurisdictions, provisions for nuclear
          decommissioning costs are approved by the North Carolina Utilities
          Commission and the South Carolina Public Service Commission and are
          based on site-specific estimates that included the costs for removal
          of all radioactive and other structures at the site. In the
          wholesale jurisdiction, the provisions for nuclear decommissioning
          costs are based on amounts agreed upon in applicable rate
          settlements. Based on the site-specific estimates discussed below,
          and using an assumed after-tax earnings rate of 8.5% and an assumed
          cost escalation rate of 4%, current levels of rate recovery for
          nuclear decommissioning costs are adequate to provide for
          decommissioning of the Company's nuclear facilities.

          The Company's most recent site-specific estimates of decommissioning
          costs were developed in 1993, using 1993 cost factors, and are based
          on prompt dismantlement decommissioning, which reflects the cost of
          removal of all radioactive and other structures currently at the
          site, with such removal occurring shortly after operating license
          expiration. These estimates, in 1993 dollars, are $257.7 million for
          Robinson Unit No. 2, $235.4 million for Brunswick Unit No. 1, $221.4
          million for Brunswick Unit No. 2 and $284.3 million for the Harris
          Plant. These estimates are subject to change based on a variety of
          factors including, but not limited to, cost escalation, changes in
          technology applicable to nuclear decommissioning, and changes in
          federal, state or local regulations. The cost estimates exclude the
          portion attributable to North Carolina Eastern Municipal Power
          Agency, which holds an undivided ownership interest in certain of
          the Company's generating facilities. Operating licenses for the
          Company's nuclear units expire in the year 2010 for Robinson Unit
          No. 2, 2016 for Brunswick Unit No. 1, 2014 for Brunswick Unit No. 2
          and 2026 for the Harris Plant.

          The Financial Accounting Standards Board has added a project to its
          agenda regarding the electric industry's current accounting
          practices related to decommissioning costs. Any changes to these
          practices could affect such items as: 1) when the decommissioning
          obligation is recognized, 2) where balances of accumulated
          decommissioning costs are recorded, 3) where income earned on
          external decommissioning trust balances is recorded and 4) the
          levels of annual decommissioning cost provisions. It is uncertain
          what impact, if any, this project may have on the Company's
          accounting for decommissioning costs.

     b)   As required under the Nuclear Waste Policy Act of 1982, the Company
          entered into a contract with the U. S. Department of Energy (DOE)
          under which the DOE agreed to dispose of the Company's spent nuclear
          fuel. The Company cannot predict whether the DOE will be able to
          perform its contractual obligations and provide interim storage or
          permanent disposal repositories for spent nuclear fuel and/or
          high-level radioactive waste materials on a timely basis.

          With certain modifications, the Company's spent fuel storage
          facilities are sufficient to provide storage space for spent fuel
          generated on the Company's system through the expiration of the
          current operating licenses for all of the Company's nuclear
          generating units. Subsequent to the expiration of the licenses, dry
          storage may be necessary.

     c)   The Company is subject to federal, state and local regulations
          addressing air and water quality, hazardous and solid waste
          management and other environmental matters.

          Various organic materials associated with the production of
          manufactured gas, generally referred to as coal tar, are regulated
          under various federal and state laws, and a liability may exist for
          their remediation. There are several manufactured gas plant (MGP)
          sites to which the Company and certain entities that were later
          merged into the Company may have had some connection. In this
          regard, the Company, along with other entities alleged to be former
          owners and operators of MGP sites in North Carolina, is
          participating in a cooperative effort with the North Carolina
          Department of Environment, Health and Natural Resources, Division of
          Solid Waste Management (DSWM) to establish a uniform framework for
          addressing those sites. It is anticipated that the investigation and
          remediation of specific MGP sites will be addressed pursuant to one
          or more Administrative Orders on Consent between DSWM and individual
          potentially responsible parties. To date, the Company has not
          entered into any such orders.

          The Company has been approached by another North Carolina public
          utility concerning a possible cost-sharing arrangement with respect
          to the investigation and, if necessary, remediation of four MGP
          sites. The Company is currently engaged in discussions with the
          other utility regarding this matter.

          In addition, a current owner of property that was the site of one
          MGP owned by Tide Water Power Company (Tide Water Power), which
          merged into the Company in 1952, and the Company have entered into
          an agreement to share the cost of investigation and, if necessary,
          the remediation of this site. The Company has also been approached
          by a North Carolina municipality that is the current owner of
          another MGP site that was formerly owned by Tide Water Power. The
          Company is engaged in discussions with that municipality concerning
          a possible cost-sharing arrangement with respect to the
          investigation and, if necessary, the remediation of that site.

          The Company is continuing its investigation regarding the identities
          of parties connected to several additional MGP sites, the relative
          relationships of the Company and other parties to those sites and
          the degree, if any, to which the Company should undertake shared
          voluntary efforts with others at individual sites.

          The Company has been notified by regulators of its involvement or
          potential involvement in several sites, other than MGP sites, that
          require remedial action. Although the Company cannot predict the
          outcome of these matters, it does not anticipate significant costs
          associated with these sites.

          In 1994, the Company accrued a liability for the estimated costs
          associated with investigation and remediation activities for certain
          MGP sites and for sites other than MGP sites. This accrual was not
          material to the results of operations of the Company. Due to the
          lack of information with respect to the operation of MGP sites for
          which a liability has not been accrued and due to the uncertainty
          concerning questions of liability and potential environmental harm,
          the extent and cost of required remedial action, if any, are not
          currently determinable.  The Company cannot predict the outcome of
          these matters or the extent to which other MGP sites may become the
          subject of inquiry.




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