PEOPLES GAS SYSTEM A DIVISION OF TAMPA ELECTRIC COMPANY RETIREMENT AGREEMENT AND GENERAL RELEASE

Exhibit 10.1

PEOPLES GAS SYSTEM

A DIVISION OF TAMPA ELECTRIC COMPANY

RETIREMENT AGREEMENT AND GENERAL RELEASE

THIS RETIREMENT AGREEMENT AND GENERAL RELEASE (the “Agreement” ) is made and entered into this 11th day of August, 2009, by and between PEOPLES GAS SYSTEM (the “Company” ), the principal place of business which is located at 702 North Franklin Street, Tampa, Florida 33602 and WILLIAM N. CANTRELL (the “OFFICER” ), residing at 1017 1/2 Sterling Avenue, Tampa, FL 33629.

WHEREAS, the Officer is currently employed in the position of President Peoples Gas System; and

WHEREAS, the Company is undergoing a restructuring process; and

WHEREAS, after 34.25 years of credited employment with and service to PEOPLES GAS SYSTEM , and its affiliated companies, the Officer has elected to retire commencing September 1, 2009, and;

WHEREAS, in recognition of the Officer’s service and the Officer’s providing a general release, the Company desires to extend to the Officer certain payments and benefits; and

WHEREAS, the parties have mutually agreed to enter into the following Retirement Agreement and General Release (the “Agreement” ).

NOW, THEREFORE, in consideration of the mutual covenants herein contained, it is hereby agreed as follows:

(a) The Officer hereby notifies Company of his intention to apply for retirement and hereby elects to retire on September 1, 2009 (the “Retirement Date” ).

(b) The Officer shall perform those duties for the Company as he is specifically assigned by the designated representative within the Company or its affiliates, but he shall not act as an agent for the Company or allow anyone to believe that he has the authority to act on behalf of the Company except in connection with those specifically assigned duties. Coincident with the Officer’s execution of this Agreement, the Officer agrees to submit his resignation as an Officer of the Company, effective immediately, by execution and delivery of the resignation letter dated as of the date of signing this Agreement and attached hereto.

(c) In addition to the Officer’s duties set forth in paragraph 1.(b), the Officer shall take the necessary actions to identify and obtain new employment if so desired. In the event the Officer obtains another position within TECO Energy, Inc. or its subsidiaries prior to the Retirement date, this Agreement is null and void.

(a) From the date of this Agreement up to the Retirement Date, the Officer shall continue to receive the appropriate bi-weekly base salary of $13,423.07 at the same time and manner as other similarly situated employees and shall remain eligible for all of the Company’s employee benefit plans in accordance with their terms. Contributions to such plans will be deducted from the Officer’s salary as required by the Plans or as requested by the Officer.

(b) During the month of September 2009, the Company shall pay to the Officer a one-time lump sum separation payment equal to one and one-half times the Officer’s current base pay plus target bonus. The payment made to the Officer shall be reduced to reflect the withholding of required FICA and federal withholding taxes.

(c) During the month of September 2009, the Company shall pay to the Officer a one-time lump sum separation payment equal to the present value of the enhanced portion of the Officer’s retirement benefits under the TECO Energy Group Supplemental Executive Retirement Plan (the “SERP” ). The enhanced portion represents two years added to the Officer’s age and length of service. The payment made to the Officer shall be reduced to reflect the withholding of required FICA and federal withholding taxes.

(d) During the month of September 2009, the Company shall pay to the Officer a lump-sum payment for his accrued but unused vacation allowance for 2009, plus the value of 134 hours vacation accrual for 2010 less the required FICA and federal withholding taxes.

(e) The Officer shall retain his eligibility to participate in the Annual Incentive Plan for the plan year 2009, and, if payments are made thereunder, a prorated payment shall be paid to the Officer in 2010 at the same time as other eligible officers are paid. If paid, all of the Officer’s qualitative goals shall be paid at target. All other potential goal payments shall be paid based on corporate performance. Such payment shall be prorated to the Retirement Date and less the required FICA and federal withholding taxes.

(f) The Company shall provide the Officer with a twelve (12) month individual career transition counseling program by a professional agency, if the Officer chooses to take advantage of the services and continues to cooperate with such firm. In order to qualify for such career transition counseling program, the Officer must contact the Human Resources Department within three (3) months from the Retirement Date.

(g) Commencing on the Officer’s Retirement Date, the Officer shall be entitled to all retirement and associated benefits due such Officer pursuant to the Company’s retirement and other benefit plans (the “Plans” ). Nothing contained herein shall be construed to affect the Officer’s rights as a retiree under such Plans.

(h) At the Officer’s election the Company will provide health and dental insurance coverage through the Company’s Retiree Medical program for the Officer and his eligible dependents as previously elected until February 28, 2011.

(i) All of the Officer’s outstanding TECO Energy, Inc. stock options shall vest as of August 31, 2009, and shall remain exercisable at any time on or before the expiration date specified for each applicable stock option grant notwithstanding the Officer’s retirement.

(j) The restrictions upon all of the time-vested restricted stock granted to the Officer under the TECO Energy, Inc. 2004 Equity Incentive Plan shall terminate, and all of such time-vested restricted stock shall vest for the benefit of the Officer, as of August 31, 2009, subject to the provisions of such plan.

(k) For purposes of the Officer’s TECO Energy, Inc. performance shares granted to the Officer under the 2004 Equity Incentive Plan, the Performance Period shall end on August 31, 2009, and the resulting number of shares shall be issued to the Officer as set forth in the grant documents.

(a) The Officer recognizes and acknowledges that during the course of his employment with the Company, he has been exposed to, has had access to, and has had disclosed to him information and material developed specifically by and for the benefit of the Company and sensitive and/or proprietary information, business planning and operations information, strategic, financial, business and plant security information, business practices and procedures, and specific Company procedures related thereto and to other matters, including without limitation trade secrets, trademarks, service marks, trademarked and copyrighted material, patents, patents pending, financial and data processing information, data bases, interfaces, and/or source codes, Company procedures, specifications, commercial information or other Company or Customer records including any information or material belonging to others which has been provided to