SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549



                                    FORM 8-K
                                 CURRENT REPORT


                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934




                Date of Report (Date of earliest event reported):
                                   MAY 8, 2002




                                TECO ENERGY INC.
             (Exact name of registrant as specified in its charter)



           FLORIDA                     1-8180                    59-2052286
(State or other jurisdiction      (Commission File              (IRS Employer
     of incorporation)                 Number)               Identification No.)



                 702 NORTH FRANKLIN STREET, TAMPA FLORIDA 33602
              (Address of principal executive offices and zip code)


                                 (813) 228-4111
              (Registrant's telephone number, including area code)

ITEM 5.  OTHER

         In order to furnish certain exhibits for incorporation by reference
into the Registration Statement on Form S-3 of TECO Energy, Inc. previously
filed with Securities and Exchange Commission (File No. 333-83958), which
Registration Statement was declared effective by the Commission on May 6, 2002,
TECO Energy, Inc. is filing an Underwriting Agreement dated May 8, 2002 between
TECO Energy, Inc. and Banc of America Securities LLC, BNY Capital Markets, Inc.,
Credit Suisse First Boston Corporation and Salomon Smith Barney Inc., as
representatives of the underwriters listed on Schedule A thereto, as Exhibit 1.1
to such Registration Statement, the opinion of Palmer & Dodge LLP, regarding the
validity of the notes to be sold by TECO Energy, Inc. pursuant to such
Underwriting Agreement as Exhibit 5.4 to such Registration Statement, and the
opinion of Ropes & Gray as Exhibit 5.5 to such Registration Statement.

ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL STATEMENTS AND EXHIBITS.

         (c)      Exhibits.

                  1.1      Underwriting Agreement dated May 8, 2002 between TECO
                           Energy, Inc. and BNY Capital Markets, Inc., Banc of
                           America Securities LLC, Credit Suisse First Boston
                           Corporation and Salomon Smith Barney, Inc. Filed
                           herewith.

                  5.4      Opinion of Palmer & Dodge LLP.  Filed herewith.

                  5.5      Opinion of Ropes & Gray.  Filed herewith.

                  23.5     Consent of Palmer & Dodge LLP (included as part of
                           their opinion filed herewith).

                  23.6     Consent of Ropes & Gray (included as part of their
                           opinion filed herewith).

                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.


Date: May 10, 2002                TECO ENERGY, INC.


                                  By: /s/ Gordon L. Gillette
                                      Gordon L. Gillette
                                      Sr. Vice President -- Finance and Chief
                                      Financial Officer


                                  EXHIBIT INDEX




EXHIBIT NO.   DESCRIPTION
           
1.1           Underwriting Agreement dated May 8, 2002 between TECO Energy, Inc.
              and BNY Capital Markets, Inc., Banc of America Securities LLC,
              Credit Suisse First Boston Corporation and Salomon Smith Barney,
              Inc. Filed herewith.

5.4           Opinion of Palmer & Dodge LLP. Filed herewith.

5.5           Opinion of Ropes & Gray. Filed herewith.

23.5          Consent of Palmer & Dodge LLP (included as part of their opinion
              filed herewith).

23.6          Consent of Ropes & Gray (included as part of their opinion filed
              herewith).