NOTES TO FINANCIAL STATEMENTS

1.   These interim financial statements are prepared in conformity with the
     accounting principles reflected in the financial statements included in
     the Company's 1994 Annual Report to Shareholders and the 1994 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 1994 have been reclassified to conform to the
     1995 presentation.

2.   In 1994, the Company established a wholly-owned subsidiary, CaroNet, Inc.,
     and the subsidiary joined a regional partnership led by BellSouth Personal
     Communications, Inc. (BellSouth). On March 14, 1995, BellSouth won its bid
     for a Federal Communications Commission license for the partnership to
     operate a personal communications services (PCS) system covering most of
     North Carolina and South Carolina, as well as a small portion of Georgia.
     PCS, a wireless communications technology, is expected to provide
     high-quality mobile communications. Wireless technology could also support
     automated meter reading, automated service connection and disconnection,
     and control and monitoring of certain aspects of the Company's electric
     transmission and distribution systems. BellSouth will transfer the PCS
     license to the partnership. BellSouth will be the general partner and
     handle day-to-day management of the business. Construction of the system
     infrastructure is expected to begin this summer, with service start-up
     anticipated by mid-1996.

3.   In April 1995, the Company intends to issue $125 million principal amount
     of 8.55% Quarterly Income Capital Securities (Series A Subordinated
     Deferrable Interest Debentures). These capital securities would mature on
     June 30, 2025. The obligations of the Company under the securities would
     be subordinate and junior in right of payment to the senior indebtedness
     of the Company.

4.   In 1994, the Board of Directors of the Company authorized the Executive
     Committee of the Board to repurchase up to 10 million shares of the
     Company's common stock on the open market. In accordance with the stock
     repurchase program, the Company has purchased approximately 4.5 million
     shares through March 31, 1995. The decrease in average common shares
     outstanding resulted in an increase in earnings per common share of
     approximately $.02 and $.04 for the three and twelve month periods ended
     March 31, 1995, respectively.

5.   Contingencies existing as of the date of these statements are described
     below. No significant changes have occurred since December 31, 1994, with
     respect to the commitments discussed in Note 10 of the financial
     statements included in the Company's 1994 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
          costs are based on amounts agreed upon in applicable rate
          settlements. Based on the site-specific estimates discussed below,
          and using an assumed after-tax earnings rate of 8.5% and an assumed
          cost escalation rate of 4%, current levels of rate recovery for
          nuclear decommissioning costs are 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, using 1993 cost factors, and are based
          on prompt dismantlement decommissioning, which reflects the cost of
          removal of all radioactive and other structures currently at the
          site, with such removal occurring shortly after operating license
          expiration. These estimates, in 1993 dollars, are $257.7 million for
          Robinson Unit No. 2, $235.4 million for Brunswick Unit No. 1, $221.4
          million for Brunswick Unit No. 2 and $284.3 million for the Harris
          Plant. These estimates are subject to change based on a variety of
          factors including, but not limited to, cost escalation, 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. Operating licenses for the
          Company's nuclear units expire in the year 2010 for Robinson Unit
          No. 2, 2016 for Brunswick Unit No. 1, 2014 for Brunswick Unit No. 2
          and 2026 for the Harris Plant.

          The Financial Accounting Standards Board has added a project to its
          agenda regarding the electric industry's current accounting
          practices related to decommissioning costs. Any changes to these
          practices could affect such items as:  1) when the decommissioning
          obligation is recognized, 2) where balances of accumulated
          decommissioning costs are recorded, 3) where income earned on
          external decommissioning trust balances is recorded and 4) the
          levels of annual decommissioning cost provisions. It is uncertain
          what impact, if any, this project may have on the Company's
          accounting for decommissioning costs.

     b)   As required under the Nuclear Waste Policy Act of 1982, the Company
          entered into a contract with the U. S. Department of Energy (DOE)
          under which the DOE agreed to dispose of the Company's spent nuclear
          fuel. The Company cannot predict whether the DOE will be able to
          perform its contractual obligations and provide interim storage or
          permanent disposal repositories for spent nuclear fuel and/or
          high-level radioactive waste materials on a timely basis.

          With certain modifications, the Company's spent fuel storage
          facilities are sufficient to provide storage space for spent fuel
          generated on the Company's system through the expiration of the
          current operating licenses for all of the Company's nuclear
          generating units. Subsequent to the expiration of the licenses, dry
          storage may be necessary.

     c)   The Company is subject to federal, state and local regulations
          addressing air and water quality, hazardous and solid waste
          management and other environmental matters.

          Various organic materials associated with the production of
          manufactured gas, generally referred to as coal tar, are regulated
          under various federal and state laws, and a liability may exist for
          their remediation. 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, along with other entities alleged to be former
          owners and operators of MGP sites in North Carolina, is
          participating in a cooperative effort with the North Carolina
          Department of Environment, Health and Natural Resources, Division of
          Solid Waste Management (DSWM) to establish a uniform framework for
          addressing those sites. 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. To date, the Company has not
          entered into any such orders.

          The Company has been approached by another North Carolina public
          utility concerning a possible cost-sharing arrangement with respect
          to the investigation and, if necessary, remediation of four MGP
          sites. The Company is currently engaged in discussions with the
          other utility regarding this matter.

          In addition, a current owner of property that was the site of one
          MGP owned by Tidewater Power Company (Tidewater Power), which merged
          into the Company in 1952, and the Company have entered into an
          agreement to share the cost of investigation and, if necessary, the
          remediation of this site. The Company has also been approached by a
          North Carolina municipality that is the current owner of another MGP
          site that was formerly owned by Tidewater Power. The Company is
          engaged in discussions with that municipality concerning a possible
          cost-sharing arrangement with respect to the investigation and, if
          necessary, the remediation of that site.

          The Company is continuing its investigation regarding the identities
          of parties connected to several additional MGP sites, the relative
          relationships of the Company and other parties to those sites and
          the degree, if any, to which the Company should undertake shared
          voluntary efforts with others at individual sites.

          The Company has been notified by regulators of its involvement or
          potential involvement in several sites, other than MGP sites, that
          require remedial action. Although the Company cannot predict the
          outcome of these matters, it does not anticipate significant costs
          associated with these sites.

          In 1994, the Company accrued a liability for the estimated costs
          associated with investigation and remediation activities for certain
          MGP sites and for sites other than MGP sites. This accrual was not
          material to the results of operations of the Company. Due to the
          lack of information with respect to the operation of MGP sites for
          which a liability has not been accrued and due to the uncertainty
          concerning questions of liability and potential environmental harm,
          the extent and cost of required remedial action, if any, are not
          currently determinable.  The Company cannot predict the outcome of
          these matters or the extent to which other MGP sites may become the
          subject of inquiry.


PAUL S. BRADSHAW
Vice President and Controller

Raleigh, NC  27602
April 20, 1995