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UNITED
STATES SECURITIES AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d)
OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of
earliest event reported: March 9,
2009
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Commission
File
Number
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Exact
name of registrant as specified in its
charter,
address of principal executive offices and
registrant's
telephone number
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IRS
Employer
Identification
Number
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1-8841
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FPL
GROUP, INC.
700
Universe Boulevard
Juno
Beach, Florida 33408
(561)
694-4000
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59-2449419
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State
or other jurisdiction of incorporation or
organization: Florida
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Check
the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any
of the following provisions:
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[ ] Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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[ ] Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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[ ] Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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[ ] Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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SECTION
8 - OTHER
EVENTS
Item
8.01 Other Events
On
March 9, 2009, FPL Group Capital Inc (FPL Group Capital), a wholly-owned
subsidiary of FPL Group, Inc. (FPL Group), sold $500 million principal amount of
its 6.00% Debentures, Series due March 1, 2019. The Debentures
are fully and unconditionally guaranteed by FPL Group. The Debentures
were sold pursuant to a Prospectus Supplement dated March 2, 2009 to a
Prospectus dated May 3, 2007 and pursuant to Registration Statement Nos.
333-137120, 333-137120-01, 333-137120-02, 333-137120-03, 333-137120-04,
333-137120-05, 333-137120-06, 333-137120-07 and 333-137120-08, as
amended. This Current Report on Form 8-K is being filed to report as
exhibits certain documents in connection with this offering.
SECTION
9 - FINANCIAL
STATEMENTS AND EXHIBITS
Item
9.01 Financial Statements and Exhibits
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(d)
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Exhibits
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The
following exhibits are being filed pursuant to Item 8.01
herein.
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Exhibit
Number
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Description
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4
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Officer's
Certificate of FPL Group Capital Inc, dated March 9, 2009, creating
the 6.00% Debentures, Series due March 1, 2019
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5(a)
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Opinion
and Consent, dated March 9, 2009, of Squire, Sanders & Dempsey
L.L.P., counsel to FPL Group, Inc. and FPL Group Capital Inc, with respect
to the 6.00% Debentures, Series due March 1, 2019
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5(b)
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Opinion
and Consent, dated March 9, 2009, of Morgan, Lewis & Bockius LLP,
counsel to FPL Group, Inc. and FPL Group Capital Inc, with respect to the
6.00% Debentures, Series due March 1,
2019
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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.
FPL
GROUP, INC.
(Registrant)
Date: March
9, 2009
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K.
MICHAEL DAVIS
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K.
Michael Davis
Controller
and Chief Accounting Officer of FPL Group, Inc.
(Principal
Accounting Officer of the
Registrant)
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