Item 2.02: Results of Operations and Financial Condition

See the Press Release dated October 30, 2009 furnished as Exhibit 99.1 and incorporated herein by reference, reporting on TECO Energy, Inc.'s financial results for the three months and nine months ended September 30, 2009.

Item 5.03 - Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

(a) On October 29, 2009, the Board of Directors of TECO Energy, Inc. approved amendments to Sections 2.6, 2.7 and 3.2 of the Bylaws, effective immediately, to change the voting standard for the election of directors and other matters properly brought before shareholder meetings. The amendment to Section 3.2 provides that, except in the case of contested elections, a director is elected by a majority vote. Section 3.2, as amended, provides that a majority vote means the number of votes cast in favor of the nominee exceeds the number of votes cast against that nominee's election. Abstentions and broker non-votes will not count as a vote cast with respect to a nominee. In the case of contested elections, the amendment to Section 3.2 provides that directors shall be elected by a plurality of the votes cast. A contested election is defined as an election with respect to which, as of 10 days prior to the date the Corporation first mails the notice of such meeting to shareholders, there are more nominees for election than positions on the Board of Directors to be filled by election at the meeting.

The amendments to Sections 2.6 and 2.7 move the voting standard for matters brought before shareholder meetings (other than the election of directors) from
Section 2.6 to Section 2.7, and changes that voting standard to provide that a matter is approved if the votes cast in favor exceed the votes cast against such matter. Abstentions and broker non-votes will not count as a vote cast with respect to any matter. Prior to these amendments, the voting standard for approval of all matters properly brought before a meeting of the Corporation's shareholders, including the election of directors, was a majority of the stock represented at such meeting.

The foregoing description of the amendments to the bylaws is qualified in its entirety by reference to the full text of the bylaws, as amended, which are attached as Exhibit 3.1 and incorporated herein by reference.

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Item 9.01: Financial Statements and Exhibits

(d) Exhibits

3.1 Bylaws of TECO Energy, Inc., as amended effective October 29, 2009.

99.1 Press Release dated October 30, 2009 reporting on TECO Energy, Inc.'s financial results for the three months and nine months ended September 30, 2009.

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