FPL Group Stock Retention Policy

In order to maintain a strong alignment between the interests of management and shareholders of FPL Group, the following stock retention policy (the “Policy”) has been adopted for all officers of FPL Group and its subsidiaries. Management and the Board of Directors believe that this Policy strongly reinforces our executive compensation philosophy and is consistent with past practices and our corporate culture.

The Company expects all senior officers to maintain a minimum retention ratio of at least two-thirds of their FPL Group common stock holdings until they meet the requirements of the Company’s Stock Ownership Policy. Officers below the senior level are expected to maintain a minimum retention ratio of at least one-third of their FPL Group holdings until they meet the requirements of the Company’s Stock Ownership Policy. Senior officers are those officers of FPL Group and its subsidiaries who are designated as such by FPL Group’s CEO. An officer’s retention ratio is equal to the number of shares of FPL Group common stock owned by such officer (“Shares Retained”), divided by the cumulative number of shares of FPL Group common stock acquired by such officer (“Shares Acquired”) determined as hereinafter set forth. Shares Acquired by an officer will be the sum of:

All FPL Group common stock acquired by the officer on or after March 24, 2003 upon the (i) vesting of restricted stock, (ii) payout of performance awards paid in FPL Group common stock, and (iii) exercise of options, reduced by (a) shares of common stock retained by the Company to satisfy all or any portion of tax withholding requirements attributable to such events, (b) shares tendered by the officer to pay all or any portion of the exercise price of options, and (c) in the event all or a portion of the taxes due in connection with such events or the exercise price of options are satisfied by the officer remitting cash to the Company or applicable taxing authority or by the Company withholding amounts from such officer’s compensation or payments otherwise due, the number of shares having a fair market value equal to the amount so remitted or withheld; and
All other FPL Group common stock, reduced by shares netted out to pay withholding taxes, acquired in connection with such officer’s employment with FPL Group or its subsidiaries and which the officer holds on or after the Effective Date.

Shares Retained by an officer are the number of Shares Acquired that are not disposed of by the officer.

FPL Group common stock allocated to an officer’s account under the FPL Employee Retirement Savings Plan and the FPL Group, Inc. Amended and Restated Deferred Compensation Plan (excluding awards granted under the Company’s equity incentive programs which, but for the officer’s deferral election, would have been paid to the officer in FPL Group common stock) shall not be considered in calculating the Shares Acquired. However, as set forth in the Company’s Stock Ownership Policy , FPL Group common stock allocated to an officer’s accounts under these plans will be credited toward meeting applicable stock ownership guidelines.

The Company reserves the right to modify or reduce the minimum retention guidelines to the extent necessary to address the special needs of any individual officer, although it is anticipated that such exception will be justified only in cases where an officer below the senior level becomes a senior level officer or upon the occurrence of a severe financial hardship. The CEO (or the Compensation Committee, in the case of a request therefore by the CEO) must approve any such modification.

This Stock Retention Policy does not replace or modify the Stock Ownership Policy; officers are subject to the requirements of both policies.

To the extent that any officer of FPL Group or its subsidiaries fails to comply with the minimum retention guidelines set forth in this Policy, such officer may not be eligible for any future equity-based compensation awards until the end of the two-year period commencing on the date of such failure or until such time as the officer is again in compliance with this Policy and with the Company’s Stock Ownership Policy , whichever is later.

Revised through October 17, 2008

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