Nineteenth Supplemental Indenture



 Exhibit 4.13 
 This instrument prepared by and to be returned to: 
 JAMES L. ESTES, JR., ESQUIRE 
 TECO ENERGY, INC. 
 702 North Franklin Street 
 Tampa, Florida 33602 
  
  
 TAMPA ELECTRIC COMPANY 
 TO 

 U.S. BANK NATIONAL ASSOCIATION, 
                                        
             Trustee. 
  
  
 NINETEENTH SUPPLEMENTAL
INDENTURE 
 Dated as of August 7, 2007. 
  
  
 SUPPLEMENTAL TO INDENTURE OF MORTGAGE 
 Dated as of August 1, 1946. 

  
  
 This is a Security Agreement covering Personal Property as well as a 
 Mortgage upon Real Estate and Other Property 
  
  
 This Nineteenth Supplemental Indenture does not
secure any new or 
 additional indebtedness and is not subject to 
 Florida documentary stamp tax or 
 Florida intangible tax. 







 THIS NINETEENTH SUPPLEMENTAL INDENTURE, dated as of August 7, 2007 between Tampa Electric Company,
as Debtor (its Federal tax number being 59-0475140), a Florida corporation (hereinafter sometimes called the “Company”), whose mailing address is P.O. Box 111, Tampa, Florida 33601, and the address of whose principal place of business is
702 North Franklin Street, Third Floor, TECO Plaza, Tampa, Florida 33602, party of the first part, and U.S. Bank National Association (hereinafter sometimes called the “Trustee”), successor State Street Bank and Trust Company (formerly
State Street Trust Company), as Mortgagee and Secured Party (its Federal tax number being 31-0841368), a national banking association, having a corporate trust office at One Federal Street, Boston, Massachusetts 02110, as Trustee, party of the
second part. 
 WHEREAS, the Company has heretofore executed and delivered to the State Street Trust Company as Trustee and First
Savings & Trust Company of Tampa, as Co-Trustee (the Trustee and Co-Trustee being hereinafter sometimes collectively called the “Trustees”) an Indenture of Mortgage dated as of August 1, 1946 (hereinafter called the
“Original Indenture”), to secure, as provided therein, its bonds (in the Original Indenture and herein called the “Bonds”), to be designated generally as its “First Mortgage Bonds”, and to be issued in one or more
series as provided in the Original Indenture; and 
 WHEREAS, the Company has heretofore executed and delivered to the Trustees eighteen
indentures supplemental (hereinafter sometimes called the “Existing Supplemental Indentures”) including a Sixteenth Supplemental Indenture dated as of October 30, 1992 (the “Sixteenth Supplemental Indenture”) to the Original
Indenture and additional notices of extension of lien of indenture (hereinafter sometimes called the “Extension Notices”) for the purpose of better assuring, mortgaging and confirming unto the Trustees certain additional property acquired
by the Company since the execution and delivery of the Original Indenture which by the terms of the Original Indenture is or is intended to be subject to the lien thereof; and 
 WHEREAS, the Original Indenture, the Existing Supplemental Indentures and the Extension Notices heretofore delivered have been recorded in the public
records of the counties as specified on Schedule 1 attached hereto and made a part hereof; and 
 WHEREAS, pursuant to the Original Indenture, as so supplemented and as supplemented by the Sixteenth Supplemental Indenture, there have been executed, authenticated and delivered and there were last outstanding
$75,000,000 aggregate principal amount of 7  3/4% First Mortgage Bonds Series due 2022, being all of the Bonds heretofore issued
which remained outstanding, and all of same have been redeemed; and 
 WHEREAS, by resignation dated December 31, 1993, and
accepted by the Company and the Trustee on January 5, 1994, Barnett Banks Trust Company, N.A., successor Co-Trustee, resigned as Co-Trustee, and no Co-Trustee has been appointed; and 
 WHEREAS, by resignation effective as of October 29, 2003, State Street Bank and Trust Company resigned as trustee, and effective on that date,
(i) the Company appointed U.S. Bank National Association as successor Trustee and (ii) U.S. Bank National Association accepted the appointment as successor Trustee; and 







 WHEREAS, the Company desires to execute and deliver this Nineteenth Supplemental Indenture, in accordance
with the provisions of the Original Indenture, for the purpose of modifying the covenants and agreements of the Company contained in the Original Indenture, such modifications of covenants and agreements of the Company to be effective immediately
but only for so long as no new Bonds have been issued (the Original Indenture as supplemented and modified by the aforesaid eighteen and this Nineteenth Supplemental Indenture being herein sometimes called the “Indenture”); and 

WHEREAS, all acts and proceedings required by law and the Charter and Bylaws of the Company necessary to constitute the Indenture a valid and binding
mortgage and deed of trust for the security of the Bonds, in accordance with the terms of the Indenture and the terms of the Bonds, have been done and performed; and the execution and delivery of this Nineteenth Supplemental Indenture have been in
all respects duly authorized; 
 NOW, THEREFORE, for the purposes aforesaid and in pursuance of the terms and provisions of the Indenture,
the Company has executed and delivered this Nineteenth Supplemental Indenture, and in consideration of the sum of $1 to the Company duly paid by the Trustee at or before the ensealing and delivery hereof and for other good and valuable
consideration, the receipt whereof is hereby acknowledged, the Company hereby covenants to and with the Trustee and its successors in the trust under the Indenture, for the equal and pro rata benefit and security of all future holders of all Bonds
to be issued under the Indenture, and of the coupons thereto appertaining, without preference, priority or distinction whatsoever, as follows: 
 ARTICLE ONE. 
 Mortgage of Property Constructed or Acquired Since the Date of 
 Execution and Delivery of the last Supplemental Indenture or Notice and Extension of Lien 
 of Indenture. 
 In order further to secure the payment of the principal of,
premium, if any, and interest on all Bonds at any time issued and outstanding under the Indenture, according to their tenor, purport and effect, and further to secure the performance and observance of all the covenants and conditions of said Bonds
and in the Original Indenture, in the Existing Supplemental Indentures and in this Nineteenth Supplemental Indenture contained, for the consideration above expressed and for and in consideration of the premises and of the mutual covenants herein
contained, the Company does hereby grant, bargain, sell, alien, remise, release, convey, assign, transfer, mortgage, pledge, set over and confirm unto the Trustee, and to its successors in the trust under the Indenture and to their assigns forever,
all property, real, personal or mixed (other than excepted property), of the character described in Clauses II to VI, inclusive, of the Granting Clauses of the Original Indenture now owned of record or otherwise by the Company, acquired since the
date of execution and delivery of the last Extension Notice or which may hereafter be constructed or acquired by it, but subject to all exceptions, reservations and matters of the character therein referred to, and expressly excepting and excluding
from the lien and operation of the Indenture all properties of the character specifically excepted by Paragraphs B through I of Granting Clause VII of the Original Indenture and all property released or otherwise disposed of pursuant to the
provisions of the Indenture. 







 The Company may, pursuant to the provisions of Granting Clause VI of the Original Indenture, as
supplemented, subject to the lien and operation of the Indenture all or any part of the property excepted from the lien and operation thereof by Granting Clause VII of the Original Indenture, as supplemented. 
 If upon the happening of any default as defined in Article Twelve of the Original Indenture, the Trustee or a receiver or trustee shall enter upon and
take possession of the trust estate, the Trustee or such receiver or trustee may, to the extent permitted by law, at the same time likewise take possession of any and all of the property of the character specifically excepted under the heading
“Excepted Property” of Granting Clause VII of the Original Indenture, other than Paragraph G thereof, then on hand and use and administer the same to the same extent as if such property were part of the trust estate, unless and until such
default shall be remedied or waived and possession of the trust estate restored to the Company. 
 TO HAVE AND TO HOLD the trust estate and
all and singular the lands, properties, estates, rights, franchises, privileges and appurtenances hereby mortgaged, or intended so to be, together with all the appurtenances thereto appertaining and the rents, issues and profits thereof, unto the
Trustee and its successors in trust and to their assigns, forever; 
 SUBJECT, HOWEVER, to the exceptions, reservations, restrictions,
conditions, limitations, covenants and matters contained in all deeds and other instruments whereunder the Company has acquired any of said property, to permitted encumbrances as defined in Subsection B of Section 1.07 of the Original
Indenture, as supplemented and modified, and, with respect to any property which the Company may hereafter acquire, to any liens for unpaid portions of the purchase money placed thereon at the time of such acquisition; 
 BUT IN TRUST, NEVERTHELESS, for the equal and proportionate use, benefit, security and protection of those who from time to time shall hold the Bonds and
coupons authenticated and delivered under the Indenture, and duly issued by the Company, without any discrimination, preference or priority of any one Bond or coupon over any other by reason of priority in the time of issue, sale or negotiation
thereof or otherwise, except as provided in Section 12.28 of the Original Indenture, so that, subject to said Section 12.28, each and all of said Bonds and coupons shall have the same right, lien and privilege under the Indenture and shall
be equally secured thereby and hereby and shall have the same proportionate interest and share in the trust estate, with the same effect as if all of the Bonds and coupons had been issued, sold and negotiated simultaneously on the date of the
delivery of the Original Indenture; 
 AND UPON THE TRUSTS, USES AND PURPOSES and subject to the covenants, agreements and conditions
hereinafter set forth and declared. 
 ARTICLE TWO. 
 No Bonds Presently Outstanding. 
 The total
aggregate principal amount of First Mortgage Bonds of the Company last issued and outstanding under the provisions of and secured by the Indenture was Seventy-Five Million Dollars ($75,000,000) principal amount of First Mortgage Bonds, 7- 3/4% Series due 2022 (the “Last Issued Bonds”). 







 Prior to the execution and delivery of this Nineteenth Supplemental Indenture, the Company gave the
Trustee an irrevocable instruction to redeem the Last Issued Bonds and such redemption has been completed. Therefore, as of the date hereof, there are no Bonds that are “outstanding” as defined in Section 1.02E of the Original
Indenture. Notwithstanding the redemption of the Last Issued Bonds and the fact that no Bonds are currently outstanding, it is the Company’s intention and, as permitted by Section 16.01 of the Original Indenture, the Company’s
instruction to the Trustee that the Indenture not be cancelled or discharged unless and until the Company makes specific request therefor. Prior to the delivery of any such written request, the Company waives any requirement that the Trustee deliver
or record any discharges of this Indenture. 
 Additional Bonds of any other Series established after the execution and delivery of this
Nineteenth Supplemental Indenture may from time to time be authenticated, delivered and issued pursuant to the terms of the Original Indenture, as supplemented and modified. 
 ARTICLE THREE. 
 Amendment of Certain Provisions Relating to the Trustee. 

 Section 3.01. Amendment to Section 15.01. The first sentence of Section 15.01 of the Original indenture is hereby
deleted and replaced with the following: 
 The Trustee shall at all times be a corporation organized and doing business under the laws of the
United States, or of any State or the District of Columbia, with a combined capital and surplus of at least $50,000,000 and authorized under such laws to exercise corporate trust powers and subject to supervision or examination by Federal or State
authority. 
 Section 3.02. Amendment to Section 15.23. The first sentence of Section 15.23 of the Original indenture
is hereby deleted and replaced with the following: 
 Any corporation into which the Trustee or the Co-Trustee may be merged or with which
either of them may be consolidated or any corporation resulting from any merger or consolidation to which the Trustee or the Co-Trustee shall be a party or any corporation to which substantially all the corporate trust business of the Trustee or the
Co-Trustee may be transferred, provided such corporation shall be eligible under the provisions of Section 15.01 and qualified under Section 15.13, shall be the successor Trustee or Co-Trustee, as the case may be, under this Indenture,
without the execution or filing of any paper or the performance of any further act on the part of any other parties hereto, anything herein to the contrary notwithstanding. 
 Section 3.03. Appointment of U.S. Bank National Association as Successor Trustee. Notwithstanding the provisions of Section 15.17 of the
Original Indenture, the holders of Bonds shall not have the right to appoint a successor Trustee in place of U.S. Bank National Association, appointed by the Company as successor Trustee in accordance with Section 15.17 of the Original
Indenture. 







 ARTICLE FOUR. 
 Miscellaneous. 
 Section 4.01. This Nineteenth Supplemental Indenture is executed and
shall be construed as an indenture supplemental to and in modification of the Original Indenture, and shall form a part thereof, and, as heretofore supplemented and hereby supplemented and modified, the Original Indenture is hereby confirmed. All
terms used in this Nineteenth Supplemental Indenture shall be taken to have the same meaning as in the Original Indenture except in cases where the context clearly indicates otherwise. 
 Section 4.02. All recitals in this Nineteenth Supplemental Indenture are made by the Company only and not by the Trustee; and all of the
provisions contained in the Original Indenture in respect of the rights, privileges, immunities, powers and duties of the Trustee shall, except as hereinabove modified, be applicable in respect hereof as fully and with like effect as if set forth
herein in full. 
 Section 4.03. Although this Nineteenth Supplemental Indenture is dated for convenience and for the purpose of
reference as of August 7, 2007, the actual date or dates of execution by the Company and by the Trustee are as indicated by their respective acknowledgments hereto annexed. 
 Section 4.04. In order to facilitate the recording or filing of this Nineteenth Supplemental Indenture, the same may be simultaneously
executed in several counterparts and each shall be deemed to be an original and such counterparts shall together constitute but one and the same instrument. 
 [signature pages follow] 







 IN WITNESS WHEREOF, Tampa Electric Company has caused this Nineteenth Supplemental Indenture to be signed
in its corporate name and behalf by its President or one of its Vice Presidents and its corporate seal to be hereunto affixed and attested by its Secretary or one of its Assistant Secretaries; and said U.S. Bank National Association in token of its
acceptance of the trust hereby created has caused this Nineteenth Supplemental Indenture to be signed in its corporate name and behalf by its President, one of its Vice Presidents or one of its Assistant Vice Presidents; all as of the day and year
first above written. 
  

			
	TAMPA ELECTRIC COMPANY
		
	By	 	 /s/ G. L. Gillette

	Name:	 	G. L. Gillette
	Title:	 	Senior Vice President-Finance and CFO


 (SEAL) 
  

			
	Attest:
	
	
	 /s/ D. E. Schwartz

	Name:	 	D. E. Schwartz
	Title:	 	Secretary


			
	
	 Signed, sealed and delivered on behalf of TAMPA
 ELECTRIC COMPANY, in the presence of

	
	 /s/ Bonnie Graves

	Print Name:	 	Bonnie Graves
	
	 /s/ Phyllis Morais

	Print Name:	 	Phyllis Morais

  

			
	U.S. BANK NATIONAL ASSOCIATION
		
	By	 	 /s/ Paul D. Allen

	Name:	 	Paul D. Allen
	Title:	 	Vice President


 (U.S. BANK NATIONAL ASSOCIATION HAS NO SEAL) 
  

			
	Signed and delivered on behalf of
	 U.S. BANK NATIONAL ASSOCIATION
 in the
presence of

	
	 /s/ Alison D.B. Nadeau

	Print Name:	 	Alison D.B. Nadeau
	
	 /s/ David W. Doucette

	Print Name:	 	David W. Doucette








 STATE OF FLORIDA 
 COUNTY OF
HILLSBOROUGH, SS.: 
 Before the undersigned, a Notary Public in and for said State and County, duly qualified, commissioned and sworn,
personally came G. L. Gillette and D. E. Schwartz, each to me well known to be the identical persons described in and who executed and attested, respectively, the foregoing instrument and to be a Vice President and Secretary respectively of TAMPA
ELECTRIC COMPANY, the corporation described in and which executed said instrument; and the said G. L. Gillette acknowledged and declared that he as a Vice President of said corporation and being duly authorized by it, freely and voluntarily signed
its name and caused its corporate seal to be affixed to and executed said instrument in the name of, for and on behalf of said corporation and as and for its act and deed, and did not take an oath. And the said D. E. Schwartz, acknowledged and
declared that he as Secretary of said corporation, being duly authorized by it, freely and voluntarily affixed the corporate seal of said corporation to said instrument and executed and attested said instrument in the name of, for and on behalf of
said corporation and as and for its act and deed, and did not take an oath. 
 IN TESTIMONY WHEREOF, I do hereunto set my hand and official
seal at the City of Tampa in said State and County, this 7th day of May, A.D. 2007. 
  

			
	 /s/ Denise A. Millovitch




			
	Print Name:	 	 Denise A. Millovitch




			
	Notary Public



			
	My Commission Expires:	 	 12/07/2009



 (SEAL) 







 COMMONWEALTH OF MASSACHUSETTS, 
 COUNTY OF SUFFOLK, SS.: 
 Before the undersigned, a Notary Public in and for said Commonwealth and County, duly qualified,
commissioned and sworn, personally came Paul D. Allen to me well known to be the identical persons described in and who executed and attested, respectively, the foregoing instrument and to be a Vice President of U.S. BANK NATIONAL ASSOCIATION, the
corporation described in and which executed said instrument; and the said Paul D. Allen acknowledged and declared that he as a Vice President of said corporation and being duly authorized by it, freely and voluntarily signed its name to and executed
said instrument in the name of, for and on behalf of said corporation and as and for its act and deed, and did not take an oath. 
 IN
TESTIMONY WHEREOF, I do hereunto set my hand and official seal at the City of Boston in said Commonwealth and County, this 28th day of August, A.D. 2007. 
  

			
	 /s/ Jordan D. Musser




			
	Print Name:	 	 Jordan D. Musser




			
	Notary Public



			
	My Commission Expires:	 	 May 3, 2013



 (SEAL) 







 SCHEDULE 1 
 to Nineteenth Supplemental Indenture dated as of August 7, 2007 
 FLORIDA COUNTIES IN WHICH THE
ORIGINAL INDENTURE AND SUPPLEMENTAL 
 INDENTURES HAVE BEEN RECORDED: 
 Hillsborough County 
 Manatee County 
 Pasco County 
 Pinellas County 
 Polk County

 Highlands County 
 Hardee County