FPL Group Stock Retention Policy

Revised December 17, 2004

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 effective as of March 24, 2003 (the “Effective Date”). 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 retirement or termination or attainment of age 60, whichever is earlier. Officers below the senior level are expected to maintain a minimum retention ratio of at least one-third of their FPL Group holdings for the same period. Senior officers are those officers of FPL Group and its subsidiaries that 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”). Shares Acquired by an officer will be based on the cumulative sum of:

• All FPL Group common stock acquired by the officer on or after the Effective Date through the vesting of restricted stock grants, the payout of performance awards, and the exercise of option grants, reduced by (i) shares retained by the Company to satisfy all or any portion of tax withholding requirements attributable to such events, (ii) shares tendered by the officer to pay all or any portion of the exercise price of option grants or other costs of ownership, and (iii) in the event all or a portion of the tax withholding requirements or the exercise price of option grants or other costs of ownership are satisfied by the officer remitting cash to the Company 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.

Using the above criteria, the Company will maintain an accounting of each officer’s Shares Acquired and Shares Retained. If an officer disposes of any shares of FPL Group common stock, the Company will re-calculate the officer’s retention ratio and for such officer, the CEO will receive a statement setting forth such officer’s new retention ratio.

FPL Group common stock allocated to an officer’s account under the FPL Employee Thrift 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 stated in the separate Policy on Stock Ownership by Officers adopted by the Governance Committee of the Board of Directors on May 24, 2002, FPL Group common stock allocated to an officer’s accounts under these plans will be credited toward meeting such stock ownership guidelines. Although FPL Group common stock allocated to an officer’s accounts under the Thrift and the Deferred Compensation Plans is not subject to the minimum retention guidelines of this Policy, Section 16 (a) reporting officers remain subject to the limitations imposed by Section 16 of the Securities Exchange Act of 1934, as amended, and the restrictions of Rule 144 promulgated under that Act, with regard to any changes to their FPL Group positions in these plans, and with all other holdings.

Through approval by the CEO, 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.

This Stock Retention Policy does not replace or modify the Policy on Stock Ownership by Officers adopted by the Governance Committee on May 24, 2002; 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 Policy on Stock Ownership, whichever is later.