<PAGE> 1
EXHIBIT 4.5
CERTIFICATE OF TRUST
OF
TECO CAPITAL TRUST I
This Certificate of Trust of TECO Capital Trust I (the "TRUST"), dated
November 20, 2000, is being duly executed and filed by the undersigned, as
trustees, to form a business trust under the Delaware Business Trust Act (12
Del. C. Section 3801 et seq.) (the "Act").
1. NAME. The name of the business trust being formed hereby is TECO Capital
Trust I.
2. DELAWARE TRUSTEE. The name and business address of the trustee of the
Trust with a principal place of business in the State of Delaware are as
follows:
The Bank of New York (Delaware)
White Clay Center
Route 273
Newark, Delaware 19711
3. EFFECTIVE DATE. This Certificate of Trust shall be effective immediately
upon its filing with the Secretary of State of the State of Delaware.
In Witness Whereof, the undersigned, being all of the trustees of the
Trust, have executed this Certificate of Trust as of the date first above
written in accordance with Section 3811(a) of the Act.
THE BANK OF NEW YORK,
as Property Trustee
By: /s/ Sharon L. Atkinson
--------------------------------
Name: Sharon L. Atkinson
Title: Agent
THE BANK OF NEW YORK (DELAWARE),
as Delaware Trustee
By: /s/ William T. Lewis
--------------------------------
Name: William T. Lewis, SVP
Title:
