-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, SVC0b9unH7NcgdVfxP4+TqhpSY7knXaMfdaufQ8s0acLOE6isayZz7RrK0RCd4rv s4lEQqBivDWbmBIHjUZsHA== 0000092122-04-000171.txt : 20040428 0000092122-04-000171.hdr.sgml : 20040428 20040428083718 ACCESSION NUMBER: 0000092122-04-000171 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 7 CONFORMED PERIOD OF REPORT: 20040428 ITEM INFORMATION: FILED AS OF DATE: 20040428 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SAVANNAH ELECTRIC & POWER CO CENTRAL INDEX KEY: 0000086940 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 580418070 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05072 FILM NUMBER: 04758588 BUSINESS ADDRESS: STREET 1: 600 BAY ST EAST CITY: SAVANNAH STATE: GA ZIP: 31401 BUSINESS PHONE: 9122327171 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ALABAMA POWER CO CENTRAL INDEX KEY: 0000003153 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 630004250 STATE OF INCORPORATION: AL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-03164 FILM NUMBER: 04758592 BUSINESS ADDRESS: STREET 1: 600 N 18TH ST STREET 2: P O BOX 2641 CITY: BIRMINGHAM STATE: AL ZIP: 35291 BUSINESS PHONE: 2052571000 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GEORGIA POWER CO CENTRAL INDEX KEY: 0000041091 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 580257110 STATE OF INCORPORATION: GA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06468 FILM NUMBER: 04758591 BUSINESS ADDRESS: STREET 1: 241 RALPH MCGILL BOULEVARD CITY: ATLANTA STATE: GA ZIP: 30308 BUSINESS PHONE: 4045066526 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MISSISSIPPI POWER CO CENTRAL INDEX KEY: 0000066904 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 640205820 STATE OF INCORPORATION: MS FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11229 FILM NUMBER: 04758589 BUSINESS ADDRESS: STREET 1: 2992 W BEACH CITY: GULFPORT STATE: MS ZIP: 39501 BUSINESS PHONE: 2288641211 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SOUTHERN POWER CO CENTRAL INDEX KEY: 0001160661 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 582598670 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-98553 FILM NUMBER: 04758587 BUSINESS ADDRESS: STREET 1: 600 N 18TH ST. CITY: BIRMINGHAM STATE: AL ZIP: 35291 BUSINESS PHONE: 4045067146 MAIL ADDRESS: STREET 1: 241 RALPH MCGILL BLVD STREET 2: NE BIN 10116 CITY: ATLANTA STATE: GA ZIP: 30308 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SOUTHERN CO CENTRAL INDEX KEY: 0000092122 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 580690070 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-03526 FILM NUMBER: 04758586 BUSINESS ADDRESS: STREET 1: 270 PEACHTREE ST CITY: ATLANTA STATE: GA ZIP: 30303 BUSINESS PHONE: 4045065000 MAIL ADDRESS: STREET 1: 270 PEACHTREE STREET CITY: ATLANTA STATE: GA ZIP: 30303 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GULF POWER CO CENTRAL INDEX KEY: 0000044545 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRIC SERVICES [4911] IRS NUMBER: 590276810 STATE OF INCORPORATION: ME FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-31737 FILM NUMBER: 04758590 BUSINESS ADDRESS: STREET 1: ONE ENERGY PLACE CITY: PENSACOLA STATE: FL ZIP: 32520-0102 BUSINESS PHONE: 8504446111 MAIL ADDRESS: STREET 1: ONE ENERGY PLACE CITY: PENSACOLA STATE: FL ZIP: 32520-0102 8-K 1 form8kq1-04.txt 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) April 28, 2004 ------------------------------- Commission Registrant, State of Incorporation, I.R.S. Employer File Number Address and Telephone Number Identification No. 1-3526 The Southern Company 58-0690070 (A Delaware Corporation) 270 Peachtree Street, N.W. Atlanta, Georgia 30303 (404) 506-5000 1-3164 Alabama Power Company 63-0004250 (An Alabama Corporation) 600 North 18th Street Birmingham, Alabama 35291 (205) 257-1000 1-6468 Georgia Power Company 58-0257110 (A Georgia Corporation) 241 Ralph McGill Boulevard, N.E. Atlanta, Georgia 30308 (404) 506-6526 0-2429 Gulf Power Company 59-0276810 (A Maine Corporation) One Energy Place Pensacola, Florida 32520 (850) 444-6111 001-11229 Mississippi Power Company 64-0205820 (A Mississippi Corporation) 2992 West Beach Gulfport, Mississippi 39501 (228) 864-1211 1-5072 Savannah Electric and Power Company 58-0418070 (A Georgia Corporation) 600 East Bay Street Savannah, Georgia 31401 (912) 644-7171 333-98553 Southern Power Company 58-2598670 (A Delaware Corporation) 270 Peachtree Street, N.W. Atlanta, Georgia 30303 (404) 506-5000 The addresses of the registrants have not changed since the last report. This combined Form 8-K is filed separately by seven registrants: The Southern Company, Alabama Power Company, Georgia Power Company, Gulf Power Company, Mississippi Power Company, Savannah Electric and Power Company and Southern Power Company. Information contained herein relating to each registrant is filed by each registrant solely on its own behalf. Each registrant makes no representation as to information relating to the other registrants. Item 12. Results of Operations and Financial Condition. --------------------------------------------- The information in this Current Report on Form 8-K, including the exhibits attached hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities under that Section. Furthermore, such information, including the exhibits attached hereto, shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing. On April 28, 2004, The Southern Company issued a press release regarding its earnings for the three months ended March 31, 2004. A copy of this release is being furnished as Exhibit 99.01 to this Current Report on Form 8-K. In addition, certain additional information regarding the financial results for the three months ended March 31, 2004 is being furnished as Exhibits 99.02 through 99.06 to this Current Report on Form 8-K. The exhibits hereto contain business segment information for Alabama Power Company, Georgia Power Company, Gulf Power Company, Mississippi Power Company, Savannah Electric and Power Company and Southern Power Company. Accordingly, this report is also being furnished on behalf of each such registrant. The following exhibits relate to the three months ended March 31, 2004: Exhibit 99.01 Press Release. Exhibit 99.02 Financial Highlights. Exhibit 99.03 Significant Factors Impacting EPS. Exhibit 99.04 Analysis of Consolidated Earnings. Exhibit 99.05 Kilowatt Hour Sales. Exhibit 99.06 Financial Overview. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, each of the registrants has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: April 28, 2004 THE SOUTHERN COMPANY By /s/W. Dean Hudson W. Dean Hudson Comptroller ALABAMA POWER COMPANY GEORGIA POWER COMPANY GULF POWER COMPANY MISSISSIPPI POWER COMPANY SAVANNAH ELECTRIC AND POWER COMPANY SOUTHERN POWER COMPANY By /s/Wayne Boston Wayne Boston Assistant Secretary EX-99.01 2 x99-01.txt Exhibit 99.01 News (Southern Company Logo) Media Contact: Marc Rice 404-506-5333 or 1-866-506-5333 media@southerncompany.com www.southerncompany.com Investor Relations Contact: Glen Kundert 404-506-5135 gakunder2@southernco.com April 28, 2004 Southern Company earnings rise in first quarter ATLANTA - Southern Company today reported first quarter earnings of $331 million, or 45 cents a share. The solid performance was marked by continued customer growth, increased residential energy use and, primarily in Alabama, an ongoing rebound and expansion in demand for electricity in the industrial sector. The earnings compared with $298 million, or 41 cents a share, in the first quarter of 2003. With its business focused in the Southeast, one of the nation's fastest-growing regions, Southern Company is serving an increasing number of customers. Total customers increased by 71,000, or 1.7 percent, since March 2003. Meanwhile, year-to-year electricity sales to industrial customers rose for the second consecutive quarter following an extended downturn. Renewed strength, especially in Alabama's steel and automobile sectors, contributed to a 5 percent increase in industrial energy use, compared with the first quarter a year ago. "We were encouraged by the growth in our overall customer base and the economic trends reflected in the improved industrial sales. Most important, our people responded by reliably serving the increased demand for energy in the first quarter," said CEO Allen Franklin. "Our commitment to successfully execute our strategy to deliver long-term shareholder value and customer satisfaction remains strong," Franklin added. Revenues for the first quarter were $2.75 billion, compared with $2.55 billion in the first quarter of 2003, an increase of 8.1 percent. Kilowatt-hour sales to retail customers in Southern Company's four-state service area increased 4.5 percent in the first quarter, compared with the same period in 2003. Residential electricity use increased 5.3 percent. Electricity use by commercial customers -- offices, stores and other non-manufacturing firms - increased 3.4 percent. Industrial energy use increased 5.0 percent. Total sales of electricity to Southern Company's customers in the Southeast, including wholesale sales, increased 3.1 percent in the first quarter, compared with the first quarter last year. In conjunction with this earnings announcement, Southern Company has posted on its Web site a package of detailed financial information on its first quarter performance. These materials are available at 7:30 a.m. EDT April 28 at www.southerncompany.com. Southern Company's financial analyst call will be at 1 p.m. EDT April 28, at which time Franklin and Chief Financial Officer Tom Fanning will discuss earnings and earnings guidance as well as a general business update. Investors, media and the public may listen to a live Webcast of the call at www.southerncompany.com. A replay of the Webcast will be available at the site for 12 months. With 4 million customers and nearly 39,000 megawatts of generating capacity, Atlanta-based Southern Company (NYSE: SO) is the premier super-regional energy company in the Southeast and a leading U.S. producer of electricity. Southern Company owns electric utilities in four states, a growing competitive generation company, an energy services business and a competitive retail natural gas business, as well as fiber optics and wireless communications. Southern Company brands are known for excellent customer service, high reliability and retail electric prices that are 15 percent below the national average. Southern Company has been named three consecutive years No. 1 on Fortune magazine's "America's Most Admired Companies" list in the Electric and Gas Utility industry. Southern Company has been ranked the nation's top energy utility in the American Customer Satisfaction Index four years in a row, and in the latest survey tied for the highest score among all service industry companies. Southern Company has more than 500,000 shareholders, making its common stock one of the most widely held in the United States. Visit the Southern Company Web site at www.southerncompany.com. Forward Looking Statements Note: Certain information contained in this release is forward-looking information based on current expectations and plans that involve risks and uncertainties. Forward-looking information includes, among other things, statements concerning continued customer growth and Southern Company's ability to achieve long-term success. Southern Company cautions that there are certain factors that can cause actual results to differ materially from the forward-looking information that has been provided. The reader is cautioned not to put undue reliance on this forward-looking information, which is not a guarantee of future performance and is subject to a number of uncertainties and other factors, many of which are outside the control of Southern Company; accordingly, there can be no assurance that such indicated results will be realized. The following factors, in addition to those discussed in Southern Company's Annual Report on Form 10-K for the year ended Dec. 31, 2003, and subsequent securities filings, could cause results to differ materially from management expectations as suggested by such forward-looking information: the impact of recent and future federal and state regulatory change, including legislative and regulatory initiatives regarding deregulation and restructuring of the electric utility industry, and also changes in environmental, tax and other laws and regulations to which Southern Company and its subsidiaries are subject, as well as changes in application of existing laws and regulations; current and future litigation, regulatory investigations, proceedings or inquiries, including the pending EPA civil actions against certain Southern Company subsidiaries and current IRS audits; the effects, extent and timing of the entry of additional competition in the markets in which Southern Company's subsidiaries operate; the impact of fluctuations in commodity prices, interest rates and customer demand; available sources and costs of fuels; ability to control costs; investment performance of Southern Company's employee benefit plans; advances in technology; state and federal rate regulations and pending and future rate cases and negotiations; effects of, and changes in, political, legal and economic conditions and developments in the United States, including the current state of the economy; the performance of projects undertaken by the non-traditional business and the success of efforts to invest in and develop new opportunities; internal restructuring or other restructuring options that may be pursued; potential business strategies, including acquisitions or dispositions of assets or businesses, which cannot be assured to be completed or beneficial to Southern Company or its subsidiaries; the ability of counterparties of Southern Company and its subsidiaries to make payments as and when due; the direct or indirect effect on Southern Company's business resulting from the terrorist incidents on Sept. 11, 2001, or any similar incidents or responses to such incidents; financial market conditions and the results of financing efforts, including Southern Company's and its subsidiaries' credit ratings; the ability of Southern Company and its subsidiaries to obtain additional generating capacity at competitive prices; weather and other natural phenomena; the direct and indirect effects on Southern Company's business resulting from the August 2003 power outage in the Northeast, or any similar incidents; and the effect of accounting pronouncements issued periodically by standard-setting bodies. # # # EX-99.02 3 x99-2.txt Exhibit 99.02 Southern Company Financial Highlights (In Millions of Dollars Except Earnings Per Share) 3 Months Ended March ---------------------------- 2004 2003 ---- ---- (Notes) (Notes) Consolidated Earnings- (See Notes) Retail Business $ 243 $ 230 Competitive Generation 56 55 ------ ------ Total 299 285 Synthetic Fuels 21 9 Leasing Business 7 7 Parent Company and Other 4 (3) ------ ------ Net Income $ 331 $ 298 ====== ====== Basic Earnings Per Share-(Notes) $ 0.45 $ 0.41 Operating Revenues $2,755 $2,548 Average Shares Outstanding (in millions) 737 719 End of Period Shares Outstanding (in millions) 737 721 Notes - - As a result of using rounded numbers, the EPS for significant factors may not directly correspond to the variance in millions of dollars shown above. - - Diluted earnings per share are not more than 1 cent for any period reported above and are not material. - - Certain prior year data has been reclassified to conform with current year presentation. - - Information contained in this report is subject to review and adjustments and certain classifications may be different from final results published in the Form 10-Q. EX-99.03 4 x99-3.txt Exhibit 99.03 Significant Factors Impacting EPS (Notes) Three Months Ended March ------------------------ 2004 2003 Change ---- ---- ------ Consolidated Earnings- $0.45 $0.41 $0.04 Significant Factors: Retail Business 0.02 Competitive Generation - Synthetic Fuels 0.02 Leasing Business - Parent Company and Other 0.01 Impact of Additional Shares (0.01) ------- Total $0.04 ======= Notes - - As a result of using rounded numbers, the EPS for significant factors may not directly correspond to the variance in millions of dollars shown above. - - Diluted earnings per share are not more than 1 cent for any period reported above and are not material. - - Certain prior year data has been reclassified to conform with current year presentation. - - Information contained in this report is subject to review and adjustments and certain classifications may be different from final results published in the Form 10-Q. EX-99.04 5 x99-4.txt Exhibit 99.04 Southern Company Analysis of Consolidated Earnings (In Millions of Dollars) 3 Months Ended March -------------------------------------- 2004 2003 Change ---- ---- ------ Income Account- Retail Revenue $ 2,144 $ 1,974 $ 170 Wholesale Revenue 352 335 17 Other Electric Revenues 93 91 2 Non-regulated Operating Revenues 166 148 18 ------- ------- ----- Total Revenues 2,755 2,548 207 ------- ------- ----- Fuel and Purchased Power 928 825 103 Non-fuel O & M 774 724 50 Depreciation and Amortization 241 245 (4) Taxes Other Than Income Taxes 158 149 9 ------- ------- ----- Total Operating Expenses 2,101 1,943 158 ------- ------- ----- Operating Income 654 605 49 Other Income, net (30) (17) (13) Interest Charges and Dividends 170 169 1 Income Taxes 123 121 2 ------- ------- ----- NET INCOME AS REPORTED $ 331 $ 298 $ 33 ======= ======= ===== EX-99.05 6 x99-5.txt Exhbiit 99.05 Kilowatt-Hour Sales (In Millions of KWHs) 3 Months Ended March ------------------------------------------------ 2004 2003 Change ---- ---- ------ Kilowatt-Hour Sales- Total Sales 45,785 44,407 3.1% Total Retail Sales- 37,030 35,421 4.5% Residential 12,063 11,457 5.3% Commercial 11,298 10,927 3.4% Industrial 13,420 12,786 5.0% Total Wholesale Sales 8,755 8,986 -2.6% EX-99.06 7 x99-6.txt Exhibit 99.06 Southern Company Financial Overview (In Millions of Dollars) 3 Months Ended March ------------------------------------------ 2004 2003 % Change ---- ---- -------- Consolidated - Operating Revenues $2,755 $2,548 8.1% Earnings Before Income Taxes 454 419 8.5% Net Income As Reported 331 298 11.2% Alabama Power - Operating Revenues $960 $890 7.8% Earnings Before Income Taxes 153 155 -1.4% Net Income Available to Common 91 92 -1.2% Georgia Power - Operating Revenues $1,199 $1,126 6.5% Earnings Before Income Taxes 225 209 7.8% Net Income Available to Common 144 133 7.9% Gulf Power - Operating Revenues $215 $198 8.6% Earnings Before Income Taxes 27 22 20.3% Net Income Available to Common 17 14 20.5% Mississippi Power - Operating Revenues $210 $194 8.2% Earnings Before Income Taxes 29 35 -18.7% Net Income Available to Common 17 21 -19.1% Savannah Electric - Operating Revenues $73 $69 5.7% Earnings Before Income Taxes 5 6 -10.1% Net Income Available to Common 3 4 -10.3% Southern Power - Operating Revenues $176 $107 63.4% Earnings Before Income Taxes 44 37 19.4% Net Income Available to Common 27 23 17.6% -----END PRIVACY-ENHANCED MESSAGE-----