Carolina Power & Light Company
NOTES TO FINANCIAL STATEMENTS


1.   Except as described in Note 2 below, these interim financial
     statements are prepared in conformity with the accounting
     principles reflected in the financial statements included in
     the Company's 1993 Annual Report to Shareholders and the 1993
     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 1993 have been reclassified to conform to
     the 1994 presentation.

2.   In January 1994, the Company implemented Statement of Position
     (SOP) 93-6, "Employers' Accounting for Employee Stock
     Ownership Plans," on a prospective basis. This SOP requires
     the following changes in accounting for the Company's
     leveraged employee stock ownership plan (ESOP): 1) ESOP shares
     that have not been committed to be released are no longer
     considered outstanding for the determination of earnings per
     common share; 2) dividends on unallocated ESOP shares are no
     longer recognized for financial statement purposes; 3) all tax
     benefits of ESOP dividends are now recorded to non-operating
     income tax expense, whereas previously a portion of the tax
     benefits was recorded directly to retained earnings; 4)
     interest income related to the qualified ESOP loan is no
     longer recognized; and 5) the difference between the
     acquisition and allocation prices of ESOP shares, which was
     previously recorded as other income, net, is now recorded
     directly to common stock. In addition, ESOP loan transactions 
     between the Company and the Stock Purchase-Savings Plan (SPSP)
     Trustee are no longer reflected in the Statements of Cash
     Flows.

     The implementation of SOP 93-6 resulted in an increase in
     earnings per common share of approximately $.01 for the first
     quarter of 1994. 

     Selected pro forma statistics, which eliminate the significant
     capital structure-related impacts of the ESOP feature of the
     SPSP, are included in Financial Statistics.

3.   Contingencies existing as of the date of these statements are
     described below. No significant changes have occurred since
     December 31, 1993, with respect to the commitments discussed
     in Note 9 of the financial statements included in the
     Company's 1993 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 cost are based on amounts agreed upon in
          applicable rate settlements. Accumulated decommissioning
          cost provisions, which are included in accumulated
          depreciation, were $230.2 million at March 31, 1994, and
          $193.8 million at March 31, 1993, and include amounts
          funded internally and amounts funded in an external
          decommissioning trust. Based on current earnings and
          inflation rate assumptions, provisions for nuclear
          decommissioning costs are currently 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 and are
          based on prompt dismantlement decommissioning, which
          reflects the cost of removal of all radioactive and other
          structures currently at the site. These estimates, in
          1993 dollars, are $257.7 million for Robinson Unit No. 2,
          $284.3 million for the Harris Plant, $235.4 million for
          Brunswick Unit No. 1 and $221.4 million for Brunswick
          Unit No. 2.  These estimates are subject to change based
          on a variety of factors including, but not limited to,
          inflation, 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.    

     b)   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 is participating in the North  
          Carolina MGP Group (Group), a group of entities alleged
          to be former owners or operators of MGP sites. The  
          Group was formed in response to an initiative launched by
          the North Carolina Department of Environment, Health  
          and Natural Resources, Division of Solid Waste Management
          (DSWM), to encourage the voluntary assessment and,  
          where necessary, the remediation of MGP sites. The Group
          and DSWM have entered into a Memorandum of  Understanding
          relative to the establishment of a uniform program and
          framework for addressing MGP sites for which DSWM has
          contended that members of the Group have potential
          responsibility. 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. In addition, a current owner of property that
          was the site of one MGP site owned by Tidewater Power
          Company, which merged into the Company in 1952, and the
          Company have entered into an agreement to share the cost
          of investigation and remediation of this site. Due to the
          lack of information with respect to the operation of MGP
          sites and the uncertainty concerning questions of 
          liability and potential environmental harm, the extent
          and cost of required remedial action, if any, and the
          extent to which liability may be asserted against the
          Company or against others are not currently determinable.
          The Company cannot predict the outcome of these matters
          or the extent to which other former MGP sites may become
          the subject of inquiry.
   





   PAUL S. BRADSHAW
   Vice President and Controller



   RALEIGH, N.C. 27602
   April 20, 1994