Exhibit 24.2

                        TAMPA ELECTRIC COMPANY

             Transcript from Records of Board of Directors

                           January 20, 1999

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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 and amendments
     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 (the  10-K ), are hereby authorized
     a n d  approved;  that  the  Chief  Executive  Officer,  the
     President and any Vice President of the Company be, and each
     of  them  acting singly hereby is, authorized for and in the
     name  and  on  behalf of the Company to execute the 10-K and
     cause  it  to  be  filed  with  the  Securities and Exchange
     Commission;  and that the officers referred to above be, and
     each  of  them  hereby  is,  authorized  to execute the 10-K
     through  or by G. L. Gillette, D. E. Schwartz or D. R. Pokross, Jr.,
     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,  D.  E.  Schwartz,  hereby  certify  that  I am Secretary of Tampa 

Electric Company,  a  Florida  corporation (the "Company"), and set forth above

is a true and correct  copy  of  a certain resolution from the minutes of the 

meeting of the Board of  Directors of the Company convened and held on January 

20, 1999, at which meeting a quorum for the transaction of business was present

and acting throughout.

      I  further  certify  that the resolution set forth above has not been 

altered, amended or rescinded and that the same is now in full force and effect.

      EXECUTED this 29 day of March, 1999.


                                          
                                         /s/ D. E. Schwartz              
                                                    Secretary
                                          TAMPA ELECTRIC COMPANY


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