Item 8.01 OTHER EVENTS.

Progress Energy, Inc. (the "Registrant") has entered into an Underwriting Agreement, dated January 7, 2009, by and among the Company and J.P. Morgan Securities Inc. and Morgan Stanley & Co. Incorporated, as underwriters and as representatives for the several underwriters named therein (the "Underwriters"), in connection with the offering of 12,500,000 shares at a price per share of $37.50 (the "Shares").

Under the Underwriting Agreement, the Underwriters have an option to purchase up to an additional 1,875,000 shares solely to cover over-allotments. The Underwriters have elected to exercise their option and purchase all of such additional shares.

This Current Report on Form 8-K is being filed for the purpose of filing exhibits to the Registration Statement on Form S-3 (File No. 333-155418) relating to the offering of the Company's Common Stock (the "Registration Statement"). A copy of the Underwriting Agreement is filed as Exhibit 1.

Item 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits

1. Underwriting Agreement, dated January 7, 2009, by and among the Registrant and J.P. Morgan Securities Inc. and Morgan Stanley & Co. Incorporated, together as Representatives, relating to the Shares.

5. Opinion of Hunton & Williams LLP as to the legality of the Shares issued by the Registrant.

23. Consent of Hunton & Williams LLP to the filing of Exhibit 5 herewith (included in its opinion filed as Exhibit 5).

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