CERTIFICATE OF NOTIFICATION
filed by
THE SOUTHERN COMPANY and Subsidiaries
Pursuant to the orders of the SEC dated June 30, 2004 and July 23, 2004, in the
matter of File No. 70-10186.
The above named companies HEREBY CERTIFY to said Commission, pursuant to Rule 24
of the Public Utility Holding Company Act of 1935, as amended, that the
following transactions have been carried out in accordance with the terms and
conditions of and for the purposes represented by the statements on Form U-1, as
amended, and of said orders with respect thereto. The items listed below are in
response to the reporting criteria as established in the proceedings referenced
above. All capitalized terms used herein and not defined herein shall have the
definitions assigned to them in the statements on Form U-1 referenced above.
Such information, as of March 31, 2005, is as follows:
1(a). Common Stock (excluding shares issued to the Plans), Preferred
Securities, Preferred Stock or Equity-linked Securities issued during
the quarter pursuant to this authority:
------------- ---------------------- ------------------------ -------------------------------------
Type Security Number of Shares Purchase Price Per Market Price Per Share at the Date
Share of Purchase Agreement
------------- ---------------------- ------------------------ -------------------------------------
None issued
---------------------------------------------------------------------------------------------------
1(b). Cumulative amount of Common Stock (excluding shares issued to the
Plans), Preferred Securities, Preferred Stock or Equity-linked
Securities issued pursuant to this authority:
------------------------------------ ------------------------------
Type Security Cumulative Amount Issued
------------------------------------ ------------------------------
Common Stock 0
Preferred Securities 0
Preferred Stock 0
Equity-linked Securities 0
2(a). Long-term Debt issued during the quarter pursuant to this authority:
None issued
2(b). Cumulative amount of Long-term Debt issued pursuant to this authority:
None issued
- 2 -
3. Short-term and Term Loan Notes and Commercial Paper outstanding at
March 31, 2005:
$120,938,151 issued by Southern.
4. Use of proceeds for the securities issued in items 1, 2 and 3 above:
The proceeds were used for working capital purposes.
5. Capitalization ratios of Southern as of March 31, 2005 including the
dollar and percentage components of the capital structure on a
consolidated basis, with consolidated debt to include all short-term
debt and nonrecourse debt of all EWGs and FUCOs:
Capitalization and Capitalization Ratios
at March 31, 2005
(Includes Amounts Due Within
One Year & Short-Term Debt)
(In Thousands) %
--------------------- -------
Common Equity $10,408,060 40.9
Preferred Stock 560,450 2.2
Debt 14,458,810 56.9
---------- -----
Total $25,427,320 100.0
=========== =====
6. The market-to-book ratio of Southern Common Stock at March 31, 2005:
228 percent.
7. Shares of Common Stock issued under any of the Plans during the quarter
ended March 31, 2005 and the cumulative number of shares issued since
June 30, 2004:
Plan Shares issued Total shares issued since
1/01/05 through 3/31/05 6/30/04
------------------------------- ------------------------------- ---------------------------------
Southern Investment Plan 1,335,949 4,095,845
Employee Savings Plan 2,482,824 5,824,338
Employee Stock Ownership Plan 80,870 480,017
------------------------------- ------------------------------- ---------------------------------
Total 3,899,643 10,400,200
------------------------------- ------------------------------- ---------------------------------
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8. Consolidated balance sheets as of March 31, 2005 of Southern and
Capital Funding (if either are engaged in any financings pursuant to
the authority granted in the application during the quarter):
Southern:
See Southern's Form 10-Q for the quarter ended March 31, 2005, File No.
1-3526.
Capital Funding:
Not applicable.
9. If a guaranty is issued during the quarter that was authorized pursuant
to the order, give the following information:
Name of Guarantor Name of Beneficiary Amount Terms and Purpose
----------------------- --------------------- -------------------- -----------------------------------------
None Issued
10. If Common Stock is transferred during the quarter to the seller of
securities of a company being acquired, give the following information:
Company Number of Shares Value per Share Are Shares Restricted
Issued
------------------------------- ----------------------- ---------------------------- -----------------------
None Transferred
11. Information on significant variable interest entities where Southern is
not the primary beneficiary, formed with any financing proceeds
pursuant to the orders issued in this proceeding, including a
description of any financing transactions conducted during the quarter
ended March 31, 2005 that were used to fund such variable interest
entities and a description of the accounting for such transactions
under FASB Interpretation 46R:
None
12. Registration Statements filed under the Securities Act of 1933 relating
to securities authorized in this proceeding filed during the quarter
ended March 31, 2005:
None
SIGNATURE
Pursuant to the requirements of the Public Utility Holding Company Act of 1935,
the undersigned companies have duly caused this certificate to be signed on
their behalf by the undersigned thereunto duly authorized.
Dated: May 4, 2005 THE SOUTHERN COMPANY
By: /s/Patricia L. Roberts
Patricia L. Roberts
Assistant Secretary
ALABAMA POWER COMPANY
GEORGIA POWER COMPANY
GULF POWER COMPANY
MISSISSIPPI POWER COMPANY
SAVANNAH ELECTRIC AND POWER COMPANY
SOUTHERN COMPANY CAPITAL FUNDING, INC.
SOUTHERN COMPANY SERVICES, INC.
SOUTHERN NUCLEAR OPERATING COMPANY, INC.
By: /s/Wayne Boston
Wayne Boston
Assistant Secretary
SOUTHERN COMMUNICATIONS SERVICES, INC.
SOUTHERN COMPANY ENERGY SOLUTIONS, LLC
By: /s/Patricia L. Roberts
Patricia L. Roberts
Secretary