EXHIBIT 24.2
                                TAMPA ELECTRIC COMPANY
                    Transcript from Records of Board of Directors
                                   January 18, 1994

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                    RESOLVED, that the preparation and filing with the
               Securities and Exchange Commission of an  Annual Report
               on Form 10-K pursuant to the Securities Exchange Act of
               1934,  as  amended,  including  any  required  exhibits
               thereto and containing the information required by such
               form and any additional  information as the officers of
               the  Company,  with   the  advice   of  counsel,   deem
               necessary,   advisable   or   appropriate  are   hereby
               authorized  and  approved;  that  the  Chairman of  the
               Board, President, any Vice  President and the Treasurer
               of  the  Company be,  and  each of  them  acting singly
               hereby  is, authorized in the name and on behalf of the
               Company to execute said Annual  Report and cause it  to
               be filed with  the Securities and Exchange  Commission;
               and  that the  execution thereof  by the  directors and
               certain  officers of  the  Company as  required by  the
               Securities Exchange Act of 1934, as  amended, be and is
               hereby authorized; provided, however, that the officers
               referred  to above and the directors of the Company be,
               and each of  them hereby is, authorized to execute said
               Annual  Report  through  or  by  L. L.  Lefler,  D.  R.
               Pokross, Jr. or R. H.  Kessel, or any of them, as  duly
               authorized attorneys pursuant to a Power of Attorney in
               such form as shall be approved by the Company's general
               counsel.

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               I, R. H. Kessel, hereby certify that I am Secretary of Tampa

          Electric Company,  a Florida corporation; and  that the foregoing

          is a true,  correct and  complete copy of  a certain  resolution,

          duly adopted  by the  Board of  Directors of  said  Company at  a

          Regular Meeting of said Board held on January 18, 1994.

               I further certify that said resolution has not been altered,

          amended or rescinded  and that the same is now  in full force and

          effect.

               IN WITNESS WHEREOF,  I have  hereunto set my  hand and  have

          affixed the corporate seal of said Company this 2nd day of March,

          1994.

                                                /s/ R. H. Kessel   




                                                   Secretary
                                             TAMPA ELECTRIC COMPANY
          (CORPORATE SEAL)