February 21, 2001



Mr. W. L. Westbrook                             Mr. Wayne Boston
The Southern Company                            Southern Company Services, Inc.
270 Peachtree Street, N.W.                      241 Ralph McGill Blvd. NE
Atlanta GA  30303                               Atlanta GA  30308-3374


Dear Sirs:

                             Re: Forms 10-K and 10-Q

         Gulf Power Company proposes to file or join in the filing of reports
under the Securities Exchange Act of 1934 with the Securities and Exchange
Commission with respect to the following: (1) its Annual Report on Form 10-K for
the year ended December 31, 2000, and (2) its 2001 quarterly reports on Form
10-Q.

         Gulf Power Company and the undersigned Directors and Officers of said
Company, individually as a Director and/or as an Officer of the Company, hereby
make, constitute and appoint each of you our true and lawful Attorney for each
of us and in each of our names, places and steads to sign and cause to be filed
with the Securities and Exchange Commission in connection with the foregoing
said Annual Report on Form 10-K, quarterly reports on Form 10-Q and any
appropriate amendment or amendments thereto and any necessary exhibits.

                                                    Sincerely,



                                              By /s/Travis J. Bowden
                                                 Travis J. Bowden
                                       President and Chief Executive Officer





                                      - 2 -






 /s/Travis J. Bowden                                        /s/Barbara H. Thames
  Travis J. Bowden                                            Barbara H. Thames




 /s/Fred C. Donovan                                         /s/Ronnie R. Labrato
   Fred C. Donovan                                            Ronnie R. Labrato




/s/H. Allen Franklin                                          /s/Warren E. Tate
  H. Allen Franklin                                            Warren E. Tate




 /s/W. D. Hull, Jr.
   W. D. Hull, Jr.


Extract from minutes of meeting of the board of directors of Gulf Power Company.

                               - - - - - - - - - -

                  RESOLVED, That for the purpose of signing the reports under
         the Securities Exchange Act of 1934 to be filed with the Securities and
         Exchange Commission with respect to the filing of this Company's Annual
         Report on Form 10-K for the year ended December 31, 2000, and its 2001
         quarterly reports on Form 10-Q, and of remedying any deficiencies with
         respect thereto by appropriate amendment or amendments, this Company,
         the members of its Board of Directors, and its Officers, are authorized
         to give their several powers of attorney to W. L. Westbrook and Wayne
         Boston.

                               - - - - - - - - - -

         The undersigned officer of Gulf Power Company does hereby certify that
the foregoing is a true and correct copy of resolution duly and regularly
adopted at a meeting of the board of directors of Gulf Power Company, duly held
on February , 2001, at which a quorum was in attendance and voting throughout,
and that said resolution has not since been rescinded but is still in full force
and effect.

Dated  March 28, 2001                                     GULF POWER COMPANY


                                                          By  /s/Wayne Boston
                                                                Wayne Boston
                                                             Assistant Secretary