SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE 	 SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 1999 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE 	SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-5007 TAMPA ELECTRIC COMPANY (Exact name of registrant as specified in its charter) FLORIDA 59-0475140 (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 702 North Franklin Street, Tampa, Florida 33602 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (813) 228-4111 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No Number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date (July 31, 1999): Common Stock, Without Par Value 10 The registrant meets the conditions set forth in General Instruction (H)(1)(a) and (b) of Form 10-Q and is therefore filing this form with the reduced disclosure format. FORM 10-Q PART I. FINANCIAL INFORMATION Item 1. Condensed Financial Statements In the opinion of management, the unaudited condensed financial statements include all adjustments necessary to present fairly the results for the three- and six-month periods ended June 30, 1999 and 1998. Reference should be made to the explanatory notes affecting the income and balance sheet accounts contained in Tampa Electric Company's Annual Report on Form 10-K for the year ended Dec. 31, 1998 and to the notes on pages 7 through 8 of this report. 2 FORM 10-Q BALANCE SHEETS unaudited (in millions) June 30, Dec. 31, 1999 1998 Assets Property, plant and equipment, at original cost Utility plant in service Electric $3,780.6 $3,742.6 Gas 555.9 518.5 Construction work in progress 103.8 71.5 4,440.3 4,332.6 Accumulated depreciation (1,777.8) (1,722.2) 2,662.5 2,610.4 Other property 8.5 8.1 2,671.0 2,618.5 Current assets Cash and cash equivalents 1.6 .8 Receivables, less allowance for uncollectibles 143.1 142.8 Inventories, at average cost Fuel 99.4 87.3 Materials and supplies 47.8 45.5 Prepayments 10.9 8.4 302.8 284.8 Deferred debits Unamortized debt expense 15.2 16.1 Deferred income taxes 119.1 116.1 Regulatory asset - tax related 37.7 39.0 Other 71.1 72.0 243.1 243.2 $3,216.9 $3,146.5 Liabilities and Capital Capital Common stock $1,038.1 $1,026.1 Retained earnings 298.8 288.5 1,336.9 1,314.6 Long-term debt, less amount due within one year 774.1 774.5 2,111.0 2,089.1 Current liabilities Long-term debt due within one year 4.6 4.6 Notes payable 116.4 79.7 Accounts payable 146.6 189.1 Customer deposits 78.5 77.5 Interest accrued 14.0 8.8 Taxes accrued 60.7 8.8 420.8 368.5 Deferred credits Deferred income taxes 452.8 447.6 Investment tax credits 42.8 45.1 Regulatory liability - tax related 71.0 73.0 Other 118.5 123.2 685.1 688.9 $3,216.9 $3,146.5 The accompanying notes are an integral part of the financial statements. 3 FORM 10-Q STATEMENTS OF INCOME unaudited (in millions) For the three months ended June 30, 1999 1998 Operating revenues Electric $304.2 $320.9 Gas 56.7 58.0 360.9 378.9 Operating expenses Operation Fuel - electric generation 70.1 94.7 Purchased power 41.2 22.9 Natural gas sold 23.4 26.4 Other 52.6 54.1 Maintenance 24.5 24.6 Depreciation 41.7 41.7 Taxes, federal and state income 22.3 25.2 Taxes, other than income 30.8 29.5 306.6 319.1 Operating income 54.3 59.8 Other income (expense) (.2) (.8) Income before interest charges 54.1 59.0 Interest charges Interest on long-term debt 12.9 12.5 Other interest 3.0 3.6 15.9 16.1 Net Income-balance applicable to common stock $ 38.2 $ 42.9 The accompanying notes are an integral part of the financial statements. 4 FORM 10-Q STATEMENTS OF INCOME unaudited (in millions) For the six months ended June 30, 1999 1998 Operating revenues Electric $565.0 $594.3 Gas 127.9 138.6 692.9 732.9 Operating expenses Operation Fuel - electric generation 137.6 183.8 Purchased power 61.6 34.2 Natural gas sold 52.7 64.4 Other 105.5 105.3 Maintenance 44.0 46.4 Non-recurring charge -- 9.6 Depreciation 84.4 83.0 Taxes, federal and state income 42.8 41.2 Taxes, other than income 60.5 59.3 589.1 627.2 Operating income 103.8 105.7 Other income (expense) .5 (2.7) Income before interest charges 104.3 103.0 Interest charges Interest on long-term debt 25.7 24.7 Other interest 5.8 8.2 31.5 32.9 Net Income-balance applicable to common stock $ 72.8 $ 70.1 The accompanying notes are an integral part of the financial statements. 5 FORM 10-Q STATEMENTS OF CASH FLOWS unaudited (in millions) For the six months ended June 30, 1999 1998 Cash flows from operating activities Net income $ 72.8 $ 70.1 Adjustments to reconcile net income to net cash: Depreciation 84.4 83.0 Deferred income taxes 1.6 11.2 Investment tax credits, net (2.3) (2.3) Allowance for funds used during construction (.2) (.1) Deferred recovery clause (13.8) 9.0 Deferred revenue 3.9 (19.8) Non-recurring charge, pretax -- 9.6 Receivables, less allowance for uncollectibles (.3) 5.8 Inventories (14.4) (14.0) Taxes accrued 51.9 33.8 Accounts payable (42.5) .2 Other 11.0 15.2 152.1 201.7 Cash flows from investing activities Capital expenditures (137.4) (90.6) Allowance for funds used during construction .2 .1 (137.2) (90.5) Cash flows from financing activities Proceeds from contributed capital from parent 12.0 44.0 Repayment of long-term debt (.3) (.3) Net increase (decrease) in short-term debt 36.7 (92.7) Dividends (62.5) (63.0) (14.1) (112.0) Net increase (decrease) in cash and cash equivalents .8 (.8) Cash and cash equivalents at beginning of period .8 2.8 Cash and cash equivalents at end of period $ 1.6 $ 2.0 The accompanying notes are an integral part of the financial statements. 6 FORM 10-Q NOTES TO FINANCIAL STATEMENTS A. Tampa Electric Company is a wholly owned subsidiary of TECO Energy, Inc. B. The company has made certain commitments in connection with its continuing construction program. Total construction expenditures during 1999 are estimated to be $224 million for its electric division (referred to as Tampa Electric) and $75 million for its gas division (referred to as Peoples Gas System). C. Revenues in the three- and six-month periods ended June 30, 1999 reflected the deferral for refund to customers of $2.5 million and $3.9 million, respectively, of revenues at Tampa Electric under its current regulatory agreement. Revenues for the three- and six-month periods ended June 30, 1998 included recognition of $11.1 million and $19.8 million, respectively, of previously deferred revenues, which were partially offset by a stipulated temporary base rate reduction totaling $5.1 million and $9.5 million, in the same three-and six-month periods ended in 1998. In accordance with the agreement, the temporary base rate reduction and recognition of previously deferred revenues ended in December 1998. D. As discussed in its Annual Report on Form 10-K for the year ended Dec. 31, 1998, the company recognized, in the first quarter of 1998, a $5.9-million after-tax charge at the electric division associated with ongoing actions to mitigate the effects of a 1997 Florida Public Service Commission (FPSC) ruling. 7 FORM 10-Q E. Contributions by operating division (millions) Operating Net Revenues Income Income Three months ended June 30, 1999 Electric division(1)(2) $304.2 $ 48.1 $ 34.8 Peoples Gas System(3) 56.7 6.2 3.4 Tampa Electric Company $360.9 $ 54.3 $ 38.2 Three months ended June 30, 1998 Electric division(1)(2) $320.9 $ 55.9 $ 41.1 Peoples Gas System(3) 58.0 3.9 1.8 Tampa Electric Company $378.9 $ 59.8 $ 42.9 Six months ended June 30, 1999 Electric division(1)(2) $565.0 $ 87.6 $ 62.1 Peoples Gas System(3) 127.9 16.2 10.7 Tampa Electric Company $692.9 $103.8 $ 72.8 Six months ended June 30, 1998 Electric division(1)(2)(4) $594.3 $ 97.3 $ 67.1 Peoples Gas System(3) 138.6 14.3 8.9 732.9 111.6 76.0 Non-recurring charge, after tax -- (5.9) (5.9) Tampa Electric Company $732.9 $105.7 $ 70.1 (1) Operating income is net of income tax expense of $20.0 million and $35.7 million, respectively, for the three- and six-months ended June 30, 1999, and $24.3 million and $39.1 million, respectively, for the three- and six-months ended June 30, 1998. (2) The electric division deferred revenues of $2.5 million and $3.9 million, respectively, for the three and six months ended June 30, 1999, for refund to customers and recognized revenues previously deferred of $11.1 million and $19.8 million, respectively, for the three and six-months ended June 30, 1998. See Note C on page 7. (3) Operating income is net of income tax expense of $2.3 million and $7.1 million, respectively, for the three- and six-months ended June 30, 1999, and $.9 million and $5.8 million, respectively, for the three- and six-months ended June 30, 1998. (4) 1998 operating income and net income exclude the $5.9-million after-tax non-recurring charge discussed in Note D on page 7. 8 FORM 10-Q Item 2. Management's Narrative Analysis of Results of Operations This Quarterly Report on Form 10-Q contains forward-looking statements which are subject to the inherent uncertainties in predicting future results and conditions. Certain factors that could cause actual results to differ materially from those p r o j ected in these forward-looking statements include the following: general economic conditions, particularly those in Tampa Electric's service area affecting energy sales; weather variations affecting energy sales and operating costs; potential competitive changes in the electric and gas industries, particularly in the area of retail competition; regulatory actions affecting Tampa Electric and Peoples Gas System; commodity price changes affecting the competitive positions of Tampa Electric and Peoples Gas System; and changes in and compliance with environmental regulations that may impose additional costs or curtail some activities. These factors are discussed more fully under "Investment Considerations" in TECO Energy's Annual Report on Form 10-K for the year ended Dec. 31, 1998, and reference is made thereto. Three months ended June 30, 1999: Tampa Electric Company's second quarter net income of $38.2 million was 11 percent lower than in 1998's second quarter due to lower revenues at the electric division partially offset by better results at Peoples Gas System. Operating income of $54.3 million was down 9 percent from that of the same period in 1998 as no deferred revenues were recognized at the electric division in 1999. Electric division operating results Tampa Electric reported second quarter operating income of $48.1 million and revenues of $304.2 million compared with $55.9 million and $320.9 million, respectively, for the same period last year. Lower retail sales in the quarter were a result of milder-than-normal weather, which was in contrast to 1998 s e x c eptionally hot spring when record demand levels were experienced. In addition, as discussed in Note C on page 7, quarterly revenue comparisons reflect recognition of $11.1 9 FORM 10-Q million of previously deferred revenues in 1998 (partially offset by a temporary base rate reduction of $5.1 million) that were not available in 1999 under the current regulatory agreement. The current year period included $2.5 million of revenue deferral for refund to customers. Customer growth remained strong at 2.5 percent for the quarter. On April 8, 1999, an explosion at Tampa Electric's Gannon Station Unit Six, a 375-megawatt generator that was off line for scheduled spring maintenance, resulted in damage to Unit Six, the shut down of the other five units at the Station and injuries to 45 employees and contractors, including three fatalities. The units at Gannon Station that were affected by the accident have returned to service. Replacement power purchased from neighboring utilities, at a cost estimated at $2 million, is expected to be recovered through Tampa Electric's fuel and purchased power clause, with little impact on customer rates. Although the financial impact to Tampa Electric has not been fully determined, the costs resulting from the accident are expected to be substantially covered by insurance. The impact on current year operation and maintenance expenses is estimated to be $1 to 2 million. Peoples Gas System operating results Peoples Gas System reported operating income of $6.2 million and revenues of $56.7 million for the quarter compared with operating income of $3.9 million and revenues of $58.0 million last year. Commercial therm sales were 2 percent over last year, reflecting customer growth of nearly 3.5 percent. Residential 10 FORM 10-Q customer growth also was strong at 2.7 percent, but residential therm sales were below last year, due to milder-than-normal weather in 1999 s second quarter. Operations and maintenance expenses were lower in 1999 due to cost reductions from last year s restructuring. Six months ended June 30, 1999: Tampa Electric Company's year-to-date net income of $72.8 million was 4 percent higher than in 1998 primarily due to improved results at Peoples Gas System partially offset by lower electric revenues. Lower interest charges in 1999, the result of lower short-term debt rates and balances, had a favorable effect on net income. Current period net income, excluding the non- recurring charge in 1998, was down 4 percent. Operating income of $103.8 million was down 7 percent from that of the same period in 1998 excluding the non-recurring charge at the electric division, as the growth in retail electric energy sales was more than offset by weather-related lower demand at both the electric and natural gas divisions in 1999. Electric division operating results Tampa Electric s year-to-date operating income was $87.6 million compared with $97.3 million last year, excluding a one- time after-tax charge of $5.9 million last year. Revenues were $565.0 million compared with $594.3 million last year, which included recognition in 1998 of previously deferred revenues of $19.8 million, partially offset by a temporary base rate reduction of $9.5 million. The effects of mild weather were 11 FORM 10-Q offset by customer growth of 2.5 percent with retail sales levels increasing overall. Wholesale sales levels were down due to wether and lower gas prices compared to 1998. The company expects to offset the impact of the unfavorable weather during the first half of the year through continued strong customer growth and expense control in the second half of the year. Peoples Gas System Year-to-date results at Peoples Gas System were 13 percent higher with operating income of $16.2 million compared with $14.3 million last year. Mild winter weather led to lower year-to-date revenues of $127.9 million in 1999 compared with $138.6 million last year, customer growth was 2.9 percent. Operating expenses were lower in 1999, the result of last year s restructuring. Other Income (Expense) During 1998, Tampa Electric recorded $1.1 million of after- tax charges in Other Income (Expense). These charges related to its 1996 earnings, the result of an FPSC audit of that year which involved several adjustments. No such charges were recognized in the 1999 period. Interest Charges Year-to-date interest charges for 1999 were 4 percent lower than the same period in 1998 due to lower short-term debt balances and rates, and lower interest accrued on deferred revenues. 12 FORM 10-Q Recent Developments The United States Environmental Protection Agency (EPA) has commenced an investigation under the Clean Air Act of coal-fired e l e c t ric power generators to determine compliance with environmental permitting requirements associated with repairs, m a intenance, modifications and operations changes made to facilities that were in commercial operation prior to 1977 and were "grandfathered" with respect to such requirements. The EPA's focus is on whether new source performance standards should be applied to the changes and further, whether the best available control technology was or should have been used. Tampa Electric is one of several electric utilities that have been visited by E P A personnel and received a comprehensive request for information pursuant to Section 114 of the Clean Air Act. Tampa Electric has provided its response in compliance with the information request. It believes that it has constructed, repaired, maintained, modified and operated its facilities in compliance with relevant environmental permitting requirements. T h e timing of completion and the outcome of the EPA's investigation are uncertain. Year 2000 Computer Systems Readiness: Background There is a global awareness that many computer programs use only two digits to refer to a year and, therefore, may not correctly recognize and process date information beyond the year 1999. This is referred to as the "Year 2000" issue. 13 FORM 10-Q The Year 2000 issue exists in two primary areas of Tampa Electrics s operations: the critical business systems (such as the financial reporting, procurement, payroll and customer information and billing systems) and the control systems (such as t h o se used in the operation of electric generation and transmission facilities, and gas and electric distribution facilities). Readiness The company began work on Year 2000 readiness in August 1995. Prior to June 30, 1999, the company completed the necessary inventory, assessment, renovation and testing of its mission c r itical systems, including critical business, generation, transmission and distribution systems. Thus, Tampa Electric Company and Peoples Gas System believe the mission critical systems used in the production of electricity and the delivery of electricity and natural gas to its customers are now ready for reliable operation through the Year 2000. Critical Business Systems Critical business systems, including mainframe hardware which was replaced in 1998, have been renovated and tested and are believed to be ready for the Year 2000. To assist in assuring readiness, the renovation work and the integrated system testing were handled by separate outside consulting firms. 14 FORM 10-Q Control Systems Tampa Electric believes that its mission critical electric generation, and electric and gas transmission and distribution systems, including energy management and control and related embedded systems, are now ready for the Year 2000. Tampa Electric retained industry specialty firms to assist in identifying areas where renovations were needed in the embedded systems associated with generator unit controls and with making these renovations. A number of tests have been successfully completed on these systems, including future date scenarios. Coordination with Others Tampa Electric has surveyed its largest suppliers and customers with respect to their Year 2000 readiness, including all providers of technology supplies and services. As part of its Year 2000 project, the company is coordinating with its suppliers and customers based on their responses to these surveys. At the request of the U. S. Department of Energy (DOE), the North American Electric Reliability Council (NERC) is coordinating monthly readiness monitoring and reporting, information sharing and contingency planning for the industry. The latest quarterly report was published in early August of 1999. The NERC activity addresses all aspects of the interconnected electric grid. The aggregated results are being reported to the DOE and other regulatory bodies in the U.S., Canada and Mexico. The Natural Gas Council, through the American Gas Association, is coordinating similar processes within the gas industry, reporting to the Federal Energy Regulatory Commission (FERC). Tampa Electric and 15 FORM 10-Q Peoples Gas System are active participants in these industry groups. Costs The total cost of Year 2000 remediation is expected to remain under $9 million, which includes contracted resources, purchases and internal labor. An estimated breakdown of project costs is as follows: Tampa Electric - $6 million and Peoples Gas System - $2.5 million. Approximately 40 percent of the these costs are attributable to testing expenses, and the remainder consists primarily of renovation or replacement costs. Through June 30, 1999, approximately $8 million had been spent. Risks Tampa Electric believes the most reasonably likely worst case scenario would be the occurrence of isolated outages of limited duration for electric utility customers, similar to those occurring during the utilities' storm season. The utilities have assessed the risk of this scenario, and believe that their contingency efforts, primarily the ability to bypass automated controls, would mitigate the effect of such a scenario. Contingency Plans Tampa Electric has prepared contingency plans for critical functions. The Tampa Electric and Peoples Gas System plans have been filed with by the Florida Public Service Commission and are being coordinated with local emergency planning organizations. The plans provide for an incident management center; designated 16 FORM 10-Q on-site and on-call response teams for critical systems and c u stomer communication functions; appropriate inventory of critical materials and supplies; verification of computer- generated utility service orders; adjusted maintenance schedules; and alternate means of communications, both internally and with other industry participants. Tampa Electric will continue to test less critical systems and refine contingency plans throughout the remainder of this year. Forward-Looking Statements The costs of Tampa Electric's Year 2000 efforts and the dates on which the company believes it will complete such efforts are based upon management's best estimates, which were derived using numerous assumptions regarding future events, including the c o n t inued availability of certain resources, third-party remediation plans and other factors. There can be no assurance that these estimates will prove to be accurate, and actual results could differ materially from those currently projected. Specific factors that could cause such differences include, but are not limited to, the availability and cost of personnel trained in Year 2000 issues, the ability to identify, assess, remediate and test all relevant computer codes and embedded technology and similar uncertainties. Accounting Standards Accounting for Derivative Instruments and Hedging In 1998, the Financial Accounting Standards Board (FASB) issued Financial Accounting Standard (FAS) 133, Accounting for 17 FORM 10-Q Derivative Instruments and Hedging. This standard was initially to be effective for fiscal years beginning after June 15, 1999. In July 1999, the FASB delayed the effective date of this pronouncement until fiscal years beginning after June 15, 2000. The company does not use derivatives or other financial products for speculative purposes. The company has not yet determined to what extent the standard will impact its financial statements. Item 3. Quantitative and Qualitative Disclosures About Market Risk Interest Rate Risk Tampa Electric Company is exposed to changes in interest rates primarily as a result of its borrowing activities. A hypothetical increase in interest rates of 10 percent of the company's weighted average interest rate on its variable rate debt would not have a significant impact on the company's pretax earnings over the next fiscal year. A hypothetical 10-percent decrease in interest rates would not have a significant impact on the estimated fair value of the company's long-term debt at June 30, 1999. From time to time, the company enters into futures, swaps and option contracts to moderate its exposure to interest rate changes. The benefits of these arrangements are at risk only in the event of non-performance by the other party to the agreement, which the company does not anticipate. The company does not use derivatives or other financial products for speculative purposes. 18 FORM 10-Q Commodity Price Risk Currently, at the company s electric division and at Peoples Gas System, the commodity price increases due to changes in market conditions for fuel, purchased power and natural gas are recovered through cost recovery clauses, with no effect on earnings. From time to time, Peoples Gas System enters into futures, swaps and options contracts to limit the effects of natural gas price increases on the prices it charges customers. The benefits of these financial arrangements are at risk only in the event of non-performance by the other party to the agreement, which the company does not anticipate. The company does not use derivatives or other financial products for speculative purposes. 19 FORM 10-Q PART II. OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K (a) Exhibits 10.1 Supplemental Executive Retirement Plan for R. D. Fagan, dated as of May 24, 1999. 10.2 Terms of R. D. Fagan s employment, dated as of May 24, 1999. 10.3 Nonstatutory Stock Option granted to R. D. Fagan, dated as of May 24, 1999. 10.4 Restricted Stock Agreement between TECO Energy, Inc. and R. D. Fagan, dated as of May 24, 1999. 10.5 Form of Nonstatutory Stock Option under the TECO Energy, Inc. 1996 Equity Incentive Plan. 10.6 Form of Performance Shares Agreement between TECO Energy, Inc. and certain senior executives under the TECO Energy, Inc. 1996 Equity Incentive Plan. 12 Ratio of earnings to fixed charges. 27 Financial data schedule - six months ended June 30, 1999. (EDGAR filing only) (b) Reports on Form 8-K The registrant filed a Current Report on Form 8-K dated April 27, 1999 reporting under "Item 5. Other Events" the election of Robert D. Fagan as Chief Executive Officer of Tampa Electric Company effective June 1, 1999. 20 FORM 10-Q SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. TAMPA ELECTRIC COMPANY (Registrant) Dated: August 13, 1999 By: /s/G. L. Gillette G. L. Gillette Vice President - Finance and Chief Financial Officer (Principal Financial Officer) 21 FORM 10-Q INDEX TO EXHIBITS Exhibit No. Description of Exhibits Page No. 10.1 Supplemental Executive Retirement Plan for 22 R. D. Fagan, dated as of May 24, 1999. 10.2 Terms of R. D. Fagan's employment, dated as of 27 May 24, 1999. 10.3 Nonstatutory Stock Option granted to R. D. Fagan, 31 dated as of May 24, 1999. 10.4 Restricted Stock Agreement between TECO Energy, 35 Inc. and R. D. Fagan, dated as of May 24, 1999. 10.5 Form of Nonstatutory Stock Option under the TECO 39 Energy, Inc. 1996 Equity Incentive Plan. 10.6 Form of Performance Shares Agreement between 43 TECO Energy, Inc. and certain senior executives under the TECO Energy, Inc. 1996 Equity Incentive Plan. 12 Ratio of earnings to fixed charges 48 27 Financial data schedule - six months ended June 30, 1999 (EDGAR filing only) -- 						 22