Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
STALL JOHN A
  2. Issuer Name and Ticker or Trading Symbol
FPL GROUP INC [FPL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) __X__ Other (specify below)
President, Nuclear Division / Ex VP-Nuclear Division of Sub
(Last)
(First)
(Middle)
FPL GROUP, INC., 700 UNIVERSE BOULEVARD
3. Date of Earliest Transaction (Month/Day/Year)
02/13/2009
(Street)

JUNO BEACH, FL 33408
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/13/2009   A(1)   15,260 A $ 0 (13) 140,256 (2) D  
Common Stock 02/13/2009   A(3)   15,176 A $ 0 (13) 155,432 (2) D  
Common Stock 02/13/2009   F(4)   4,643 D $ 50.91 150,789 (2) D  
Common Stock 02/13/2009   A(5)   6,363 A $ 0 (13) 157,152 (2) D  
Common Stock 02/13/2009   F(6)   2,319 D $ 50.91 154,833 (2) D  
Common Stock 02/17/2009   F(7)   2,894 D $ 50.91 151,939 (2) D  
Common Stock               4,109 I By Thrift Plans Trust

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Phantom Shares (8) 02/13/2009   A   828     (8)   (8) Common Stock (8) (8) 5,109 D  
Employee Stock Option (Right to Buy) $ 26.32               (9) 02/11/2012 Common Stock 50,000   50,000 D  
Employee Stock Option (Right to Buy) $ 27.56               (9) 02/13/2013 Common Stock 50,000   50,000 D  
Employee Stock Option (Right to Buy) $ 32.46               (9) 02/12/2014 Common Stock 50,000   50,000 D  
Employee Stock Option (Right to Buy) $ 36.95               (9) 01/03/2015 Common Stock 30,000   30,000 D  
Employee Stock Option (Right to Buy) $ 41.76               (9) 02/16/2016 Common Stock 25,000   25,000 D  
Employee Stock Option (Right to Buy) $ 59.05               (10) 02/15/2017 Common Stock 18,105   18,105 D  
Employee Stock Option (Right to Buy) $ 64.69               (11) 02/15/2018 Common Stock 19,620   19,620 D  
Employee Stock Option (Right to Buy) $ 50.91 02/13/2009   A   28,613     (12) 02/13/2019 Common Stock 28,613 $ 0 (13) 28,613 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
STALL JOHN A
FPL GROUP, INC.
700 UNIVERSE BOULEVARD
JUNO BEACH, FL 33408
      President, Nuclear Division Ex VP-Nuclear Division of Sub

Signatures

 Alissa E. Ballot (Attorney-In-Fact)   02/17/2009
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Restricted stock grant made pursuant to Issuer's Amended and Restated Long Term Incentive Plan, exempt under Rule 16b-3.
(2) Includes 23,676 shares deferred until reporting person's retirement.
(3) Shares acquired in settlement of performance share awards (which were not derivative securities) under Issuer's Amended and Restated Long Term Incentive Plan, exempt under Rule 16b-3.
(4) Stock withheld by Issuer to satisfy tax withholding obligations on shares acquired February 13, 2009 in settlement of performance share awards.
(5) Stock grant made pursuant to Issuer's Amended and Restated Long Term Incentive Plan, exempt under Rule 16b-3.
(6) Stock withheld by Issuer to satisfy tax withholding obligations on shares acquired February 13, 2009 as set forth in footnote 5 above.
(7) Restricted stock withheld by Issuer to satisfy tax withholding obligations on vesting of restricted stock granted February 16, 2006, February 15, 2007 and February 15, 2008.
(8) Annual credit of phantom shares to an unfunded Supplemental Matching Contribution Account ("SMCA") for the reporting person pursuant to the FPL Group, Inc. Supplemental Executive Retirement Plan ("SERP") in an amount approved on the transaction date by the Issuer's Compensation Committee, which amount is determined by dividing an amount equal to (a) certain matching contributions in excess of the limits of the Issuer's Thrift Plan ("Thrift Plan") plus (b) theoretical earnings, by (c) the closing price of the Issuer's common stock on the last business day of the relevant year ($50.33 in 2008). The value of the SMCA is payable in cash following the reporting person's termination of employment with the Issuer and its subsidiaries.
(9) Options are currently exercisable.
(10) Options to buy 12,070 shares are currently exercisable and options to buy 6,035 shares become exercisable on 02/15/2010.
(11) Options to buy 6,540 shares are currently exercisable and options to buy 6,540 shares become exercisable on each of 02/15/2010 and 02/15/2011.
(12) Options to buy 9,537 shares become exercisable on 02/15/2010 and options to buy 9,538 shares become exercisable on each of 02/15/2011 and 02/15/2012.
(13) Not applicable.

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