EXHIBIT 4

REGISTERED BOND                CUSIP No. 144141CH9




                         CAROLINA POWER & LIGHT COMPANY

                              First Mortgage Bond,
                        6.80% Series due August 15, 2007


No. R-                                                   $


         CAROLINA  POWER & LIGHT  COMPANY,  a corporation  of the State of North
Carolina (hereinafter called the Company),  for value received,  hereby promises
to pay to





or registered  assigns, at the office or agency of the Company in the Borough of
Manhattan, The City of New York,

                                     DOLLARS

on August 15, 2007,  in such coin or currency of the United States of America as
at the time of payment is legal tender for public and private debts,  and to pay
to the  registered  owner hereof  interest  thereon from August 15, 1997, if the
date of this bond is prior to February 15, 1998, or, if the date of this bond is
after  February 15, 1998,  from the February 15 or August 15 next  preceding the
date of this  bond,  at the rate of 6.80%  per  annum in like  coin or  currency
semi-annually  at said  office or agency,  on  February 15 and August 15 in each
year until the principal of this bond shall have become due and payable.

         This bond is one of an issue of bonds of the Company issuable in series
and is one of a series  known as its First  Mortgage  Bonds,  6.80%  Series  due
August  15,  2007,  all bonds of all series  issued  and to be issued  under and
equally secured (except in so far as any sinking fund or other fund, established
in accordance  with the provisions of the Mortgage  hereinafter  mentioned,  may
afford additional security for the bonds of any particular series) by a Mortgage
and Deed of Trust  (herein,  together  with any indenture  supplemental  thereto
including the Sixty-fourth  Supplemental  Indenture dated as of August 15, 1997,
called the Mortgage), dated as of May 1, 1940, executed by the Company to Irving
Trust Company (now The Bank of New York), as Corporate Trustee, and Frederick G.
Herbst (W.T. Cunningham, successor), as Individual Trustee. Reference is made to
the Mortgage for a description of the property mortgaged and pledged, the nature
and extent of the  security,  the rights of the  holders of the bonds and of the
Trustees in respect  thereof,  the duties and immunities of the Trustees and the
terms and  conditions  upon  which the bonds are and are to be  secured  and the
circumstances  under which additional  bonds may be issued.  With the consent of
the Company and to the extent permitted by and as provided in the Mortgage,  the
rights and  obligations  of the Company  and/or the rights of the holders of the
bonds  and/or  coupons  and/or the terms and  provisions  of the Mortgage may be
modified  or  altered  by  affirmative  vote of the  holders  of at least 70% in
principal  amount of the bonds then  outstanding  under the Mortgage and, if the
rights of one or more, but less than all,  series of bonds then  outstanding are
to be affected,  then also by affirmative vote of the holders of at least 70% in
principal  amount of the bonds then outstanding of each series of bonds so to be
affected  (excluding in any case bonds disqualified from voting by reason of the
Company's interest therein as provided in the Mortgage);  provided that, without
the consent of the holder hereof,  no such  modification  or  alteration,  among
other things,  shall impair or affect the right of the holder to receive payment
of the  principal of and interest on this bond, on or after the  respective  due
dates expressed herein, or permit the creation of any lien equal or prior to the
lien of the  Mortgage  or  deprive  the  holder of a lien on the  mortgaged  and
pledged  property.  The Company  has  reserved  the right to amend the  Mortgage
without  any  consent  or other  action by the  holders  of any  series of bonds
created after July 31, 1970  (including  this series) so as to change 70% in the
foregoing sentence to 66 2/3%.

         The  principal  hereof may be  declared  or may become due prior to the
maturity date  hereinbefore  named on the  conditions,  in the manner and at the
time set forth in the  Mortgage,  upon the  occurrence  of a  default  as in the
Mortgage provided.

         This  bond  is  transferable  as  prescribed  in  the  Mortgage  by the
registered owner hereof in person,  or by his duly authorized  attorney,  at the
office or agency of the  Company in the  Borough of  Manhattan,  The City of New
York,  upon surrender and  cancellation  of this bond, and thereupon a new fully
registered  temporary or definitive bond of the same series for a like principal
amount will be issued to the  transferee in exchange  herefor as provided in the
Mortgage.  The Company and the  Trustees  may deem and treat the person in whose
name this bond is  registered  as the  absolute  owner hereof for the purpose of
receiving payment and for all other purposes.

         In the manner  prescribed  in the  Mortgage,  any bonds of this series,
upon surrender  thereof for  cancellation at the office or agency of the Company
in the Borough of Manhattan,  The City of New York, are  exchangeable for a like
aggregate  principal  amount  of bonds of the same  series  of other  authorized
denominations.

         The bonds of this series are  redeemable  at the option of the Company,
in whole at any  time,  or in part from time to time,  prior to  maturity,  upon
notice (which may be made subject to deposit of the  redemption  moneys with the
Corporate Trustee on or before the date fixed for redemption (hereinafter called
the Redemption Date)) mailed at least 30 days and not more than 90 days prior to
the  Redemption  Date at a redemption  price equal to the greater of (i) 100% of
the  principal  amount  thereof  or (ii) the sum of the  present  values  of the
remaining  scheduled payments of principal and interest from the Redemption Date
to the maturity date,  computed by discounting  such payments,  in each case, to
the Redemption Date on a semiannual basis (assuming a 360-day year consisting of
twelve  30-day  months) at the  Treasury  Yield (as defined in the  Sixty-fourth
Supplemental  Indenture mentioned above) plus 10 basis points, plus in each case
accrued  interest  on the  principal  amount  thereof  to the  Redemption  Date.
Reference is made to said Sixty-fourth Supplemental Indenture for the full terms
of the redemption provisions applicable to the bonds of this series.

         No  recourse  shall  be had  for the  payment  of the  principal  of or
interest on this bond against any  incorporator  or any past,  present or future
subscriber to the capital stock, stockholder, officer or director of the Company
or of any  predecessor or successor  corporation,  as such,  either  directly or
through the Company or any predecessor or successor corporation,  under any rule
of law,  statute or  constitution  or by the  enforcement  of any  assessment or
otherwise,  all such  liability  of  incorporators,  subscribers,  stockholders,
officers  and  directors  being  released  by the holder or owner  hereof by the
acceptance of this bond and being  likewise  waived and released by the terms of
the Mortgage.

         This  bond  shall  not  become  obligatory  until  The Bank of New York
(formerly Irving Trust Company),  the Corporate  Trustee under the Mortgage,  or
its successor  thereunder,  shall have signed the form of  certificate  endorsed
hereon.

<PAGE>

         IN WITNESS WHEREOF, CAROLINA POWER & LIGHT COMPANY has caused this bond
to be signed in its corporate name by its President and Chief Executive Officer,
or one of its Vice Presidents by his signature or a facsimile  thereof,  and its
corporate seal to be impressed or imprinted hereon and attested by its Secretary
or one of its Assistant Secretaries by his signature or a facsimile thereof.

                         CAROLINA POWER & LIGHT COMPANY

DATED:


                                   By: 
                                        ----------------------------------------
                                        President and Chief Executive Officer

ATTEST:

-------------------------------
         Secretary


                         CORPORATE TRUSTEE'S CERTIFICATE

         This  bond  is one of the  bonds,  of  the  series  herein  designated,
described or provided for in the within-mentioned Mortgage.

                                            THE BANK OF NEW YORK,
                                                              Corporate Trustee


                                            By: 
                                                -----------------------------
                                                     Authorized Officer