POS EX 1 fplamend1_0209.txt POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-3 As filed with the Securities and Exchange Commission on February 9, 2004 Registration Statement No. 333-112199 ================================================================================ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ----------------- POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ----------------- FLORIDA POWER & LIGHT COMPANY (Exact name of registrant as specified in its charter) Florida 59-0247775 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) ----------------- 700 Universe Boulevard Juno Beach, Florida 33408 (561) 694-4000 (Address, including zip code, and telephone number, including area code, of registrant's principal executive office) ----------------- Dennis P. Coyle, Esq. Thomas R. McGuigan, P.A. Robert J. Reger, Jr., Esq. General Counsel and Secretary Steel Hector & Davis LLP Thelen Reid & Priest LLP Florida Power & Light Company 200 South Biscayne Boulevard 875 Third Avenue 700 Universe Boulevard Suite 4000 New York, New York 10022 Juno Beach, Florida 33408 Miami, Florida 33131 (212) 603-2000 (561) 694-4000 (305) 577-7000
(Names and addresses, including zip codes, and telephone numbers, including area codes, of agents for service) ----------------- It is respectfully requested that the Commission also send copies of all notices, orders and communications to: Richard L. Harden, Esq. Hunton & Williams LLP 200 Park Avenue New York, New York 10166 (212) 309-1000 ----------------- ================================================================================ PART II. INFORMATION NOT REQUIRED IN PROSPECTUS Item 16. Exhibits. **5(a) Opinion and Consent of Steel Hector & Davis LLP, dated January 26, 2004, counsel to Florida Power & Light Company ("FPL"). *5(a).1 Opinion and Consent of Steel Hector & Davis LLP, dated January 29, 2004, counsel to FPL. **5(b) Opinion and Consent of Thelen Reid & Priest LLP, dated January 26, 2004, co-counsel to FPL. *5(b).1 Opinion and Consent of Thelen Reid & Priest LLP, dated January 29, 2004, co-counsel to FPL. **23(a) Independent Auditors' Consent of Deloitte & Touche LLP. **23(b) Consent of Steel Hector & Davis LLP (included in Exhibit 5(a) to Form S-3, File No. 333-112199). *23(b).1 Consent of Steel Hector & Davis LLP (included in opinion, attached hereto as Exhibit 5(a).1). **23(c) Consent of Thelen Reid & Priest LLP (included in Exhibit 5(b) to Form S-3, File No. 333-112199). *23(c).1 Consent of Thelen Reid & Priest LLP (included in opinion, attached hereto as Exhibit 5(b).1). **24 Powers of Attorney (included on the signature pages of this registration statement). *Filed herewith. **Previously filed. II-1 SIGNATURES Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this amendment to the registration statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Juno Beach, State of Florida on the 9th day of February, 2004. FLORIDA POWER & LIGHT COMPANY By:/s/ Armando J. Olivera* --------------------------- Armando J. Olivera President and Director Pursuant to the requirements of the Securities Act of 1933, this amendment to the registration statement has been signed by the following persons in the capacities and on the dates indicated.
Signature Title Date --------- ----- ---- /s/ Lewis Hay III* Chairman of the Board, Chief February 9, 2004 ------------------------- Executive Officer and Director Lewis Hay III (Principal Executive Officer) /s/ Moray P. Dewhurst* Senior Vice President, Finance February 9, 2004 ------------------------- and Chief Financial Officer and Moray P. Dewhurst Director (Principal Financial Officer) /s/ K. Michael Davis* Vice President, Accounting, February 9, 2004 ------------------------- Controller and Chief Accounting K. Michael Davis Officer (Principal Accounting Officer) /s/ Dennis P. Coyle* Director February 9, 2004 ------------------------- Dennis P. Coyle /s/ Lawrence J. Kelleher* Director February 9, 2004 ------------------------- Lawrence J. Kelleher /s/ Armando J. Olivera* Director February 9, 2004 ------------------------- Armando J. Olivera /s/ Antonio Rodriguez* Director February 9, 2004 ------------------------- Antonio Rodriguez ------------------------- Director John A. Stall
*By: /s/ Dennis P. Coyle ----------------------- Dennis P. Coyle, Attorney-in-Fact II-2 Exhibit Index 5(a).1 - Opinion of Steel Hector & Davis LLP, dated January 29, 2004, counsel to FPL. 5(b).1 - Opinion of Thelen Reid & Priest LLP, dated January 29, 2004, co-counsel to FPL. 23(b).1 - Consent of Steel Hector & Davis LLP (included in Exhibit 5(a).1). 23(c).1 - Consent of Thelen Reid & Priest LLP (included in Exhibit 5(b).1).