8-K

UNITED STATES

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)January 28, 2009

Commission File Number	Registrant, State of Incorporation, Address and Telephone Number	I.R.S. Employer Identification No.
1-3526	The Southern Company (A Delaware Corporation) 30 Ivan Allen Jr. Blvd., N.W. Atlanta, Georgia 30308 (404) 506-5000	58-0690070
1-3164	Alabama Power Company (An Alabama Corporation) 600 North 18th Street Birmingham, Alabama 35291 (205) 257-1000	63-0004250
1-6468	Georgia Power Company (A Georgia Corporation) 241 Ralph McGill Boulevard, N.E. Atlanta, Georgia 30308 (404) 506-6526	58-0257110
0-2429	Gulf Power Company (A Florida Corporation) One Energy Place Pensacola, Florida 32520 (850) 444-6111	59-0276810
001-11229	Mississippi Power Company (A Mississippi Corporation) 2992 West Beach Gulfport, Mississippi 39501 (228) 864-1211	64-0205820
333-98553	Southern Power Company (A Delaware Corporation) 30 Ivan Allen Jr. Blvd., N.W. Atlanta, Georgia 30308 (404) 506-5000	58-2598670

The addresses of the registrants have not changed since the last report.

This combined Form 8-K is furnished separately by six registrants: The Southern Company, Alabama Power Company, Georgia Power Company, Gulf Power Company, Mississippi Power Company and Southern Power Company. Information contained herein relating to each registrant is furnished by each registrant solely on its own behalf. Each registrant makes no representation as to information relating to the other registrants.

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02 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 January 28, 2009, The Southern Company (“Southern Company”) issued a press release regarding its earnings for the quarter and year ended December 31, 2008. 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 quarter and year ended December 31, 2008 is being furnished as Exhibits 99.02 through 99.07 to this Current Report on Form 8-K.

Use of Non-GAAP Financial Measures

Exhibits 99.01, 99.02, 99.03 and 99.04 to this Current Report on Form 8-K, in addition to including earnings and earnings per share in accordance with generally accepted accounting principles (“GAAP”) for the three months and twelve months ended December 31, 2008, also include earnings and earnings per share for such periods excluding significant charges related to the application of Financial Accounting Standards Board (“FASB”) Interpretation No. 48, “Accounting for Uncertainty in Income Taxes” and FASB Staff Position No. 13-2, “Accounting for a Change or Projected Change in the Timing of Cash Flows Relating to Income Taxes Generated by a Leveraged Lease Transaction” to Southern Company’s investments in leveraged leases. The charges related to Southern Company’s investments in leveraged lease transactions significantly impacted the presentation of earnings and earnings per share for the three months and twelve months ended December 31, 2008, and significant charges related to these investments are not expected to occur on a regular basis. Exhibits 99.01, 99.02, 99.03 and 99.04 to this Current Report on Form 8-K, in addition to including earnings and earnings per share in accordance with GAAP for the three months and twelve months ended December 31, 2007, also include earnings and earnings per share for such periods excluding the results of Southern Company’s synthetic fuel investments, which claimed federal income tax credits. The availability of synthetic fuel tax credits and Southern Company’s investment in these activities ended on December 31, 2007. Southern Company management uses earnings per share, excluding synthetic fuel earnings and excluding the effect of the charges related to the leveraged lease investments, to evaluate the performance of Southern Company’s ongoing business activities. Southern Company believes the presentation of earnings and earnings per share, excluding the results of the synthetic fuel investments and the effect of the charges related to the leveraged lease investments, also is useful for investors because it provides investors with additional information for purposes of comparing Southern Company’s performance for such periods. The presentation of this additional information is not meant to be considered a substitute for financial measures prepared in accordance with GAAP.

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Exhibits

The exhibits hereto contain business segment information for Alabama Power Company, Georgia Power Company, Gulf Power Company, Mississippi 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 periods ended December 31, 2008:

Exhibit 99.01	Press Release.
Exhibit 99.02	Financial Highlights.
Exhibit 99.03	Significant Factors Impacting EPS.
Exhibit 99.04	EPS Earnings Analysis.
Exhibit 99.05	Consolidated Earnings.
Exhibit 99.06	Kilowatt-Hour Sales.
Exhibit 99.07	Financial Overview.

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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. The signature of the undersigned company shall be deemed to relate only to matters having reference to such company and any subsidiaries thereof.

Date:     January 28, 2009	THE SOUTHERN COMPANY
	By  /s/W. Ron Hinson         W. Ron Hinson           Comptroller
	ALABAMA POWER COMPANY GEORGIA POWER COMPANY GULF POWER COMPANY MISSISSIPPI POWER COMPANY SOUTHERN POWER COMPANY
	By  /s/Wayne Boston         Wayne Boston       Assistant Secretary

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EX-99.01

Exhibit 99.01

News

Media Contact:	Terri Cohilas
	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

Jan. 28, 2009

Southern Company reports solid 2008 earnings

despite weak economy, mild weather

ATLANTA – Southern Company today reported full-year 2008 earnings of $1.74 billion, or $2.26 a share, compared with earnings for 2007 of $1.73 billion, or $2.29 a share.

Southern Company also reported fourth quarter earnings of $185.6 million, or 24 cents a share, compared with earnings of $204.1 million, or 27 cents a share, in the fourth quarter of 2007.

Earnings for the fourth quarter and year ended Dec. 31, 2008, included charges of 2 cents a share and 11 cents a share, respectively, related to three leveraged leases from the 1990s when Southern Company pursued development of international energy projects. Earnings for the fourth quarter and year ended Dec. 31, 2007, included synthetic fuel earnings of 1 cent per share and 8 cents per share, respectively.

Excluding the impact of synthetic fuel investments and charges related to the leveraged leases, Southern Company earned $2.37 a share for the full-year 2008, compared with $2.21 a share for the same period in 2007. Excluding the impact of synthetic fuel investments and charges related to the leveraged leases, earnings for the fourth quarter of 2008 were 26 cents a share, compared with 26 cents a share for the same period in 2007.

For most of 2008, the Southeast experienced less of an economic downturn than the rest of the nation. The region is now experiencing the same economic stresses that have been plaguing the rest of the nation for some time, as evidenced in part by the continued decline in electricity sales and usage.

“Just as our customers are finding ways to manage through this economic recession, we are working to take the necessary steps to manage costs in our business and maintain the level of customer satisfaction and reliability our customers have come to expect,” said CEO David M. Ratcliffe. “While we expect these economic challenges to continue through 2009, we’re optimistic that the long-term viability of the region remains strong. We continue to execute our proven business strategy while preparing for the future growth of the Southeast,” Ratcliffe said.

Positive earnings drivers in 2008 include increased retail rates,revenues from market-response rates offered to commercial and industrial customers, and revenues associated with the recovery of investments in environmental equipment. These positive drivers were primarily offset by the weak economy, mild summer temperatures as compared with 2007, higher non-fuel operations and maintenance expenses, and asset depreciation primarily associated with increased investment in environmental equipment and transmission and distribution equipment. These investments are needed to produce cleaner energy and maintain reliability.

Revenues for the full year were $17.13 billion, compared with $15.35 billion in 2007, an 11.6 percent increase. Fourth quarter revenues were $3.80 billion, compared with $3.34 billion in the same period a year earlier, an increase of 13.8 percent.

Kilowatt-hour sales to retail customers in Southern Company’s four-state service area decreased 2.1 percent in 2008, compared with 2007. Residential energy sales decreased 2.0 percent. Commercial energy sales decreased 0.4 percent. Industrial energy sales declined 3.7 percent.

Total energy sales to Southern Company’s customers in the Southeast, including wholesale sales, decreased 0.8 percent in 2008 compared with 2007.

In conjunction with this earnings announcement, Southern Company has posted on its Web site detailed financial information on its fourth quarter and 2008 performance. These materials are available at www.southerncompany.com.

Southern Company’s financial analyst call will be at 1 p.m. Eastern time Jan. 28, at which time Ratcliffe and Chief Financial Officer Paul Bowers 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 4.4 million customers and more than 42,000 megawatts of generating capacity, Atlanta-based Southern Company (NYSE: SO) is the premier energy company serving the Southeast. A leading U.S. producer of electricity, Southern Company owns electric utilities in four states and a growing competitive generation company, 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 significantly below the national average. Southern Company has been listed the top ranking U.S. electric service provider in customer satisfaction for nine consecutive years by the American Customer Satisfaction Index (ACSI). Visit our Web site at www.southerncompany.com.

Cautionary Note Regarding Forward-Looking Statements:

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 results of operations and customer and economic growth. 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 suggested 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 December 31, 2007, 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, implementation of the Energy Policy Act of 2005, environmental laws including regulation of water quality and emissions of sulfur, nitrogen, mercury, carbon, soot, or particulate matter and other substances, and also changes in 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, FERC matters, IRS audits, and Mirant matters; the effects, extent, and timing of the entry of additional competition in the markets in which Southern Company’s subsidiaries operate; variations in demand for electricity, including those relating to weather, the general economy, population and business growth (and declines), and the effects of energy conservation measures; available sources and costs of fuels; effects of inflation; ability to control costs; investment performance of Southern Company’s employee benefit plans; advances in technology; state and federal rate regulations and the impact of pending and future rate cases and negotiations, including rate actions relating to fuel and storm restoration cost recovery; regulatory approvals related to the potential Plant Vogtle expansion, including Georgia PSC and NRC approvals; the performance of projects undertaken by the non-utility businesses 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 and to perform as required; the ability to obtain new short- and long-term contracts with neighboring utilities; the direct or indirect effect on Southern Company’s business resulting from terrorist incidents and the threat of terrorist incidents; interest rate fluctuations and 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; catastrophic events such as fires, earthquakes, explosions, floods, hurricanes, droughts, pandemic health events such as an avian influenza, or other similar occurrences; the direct or indirect effects on Southern Company’s business resulting from incidents similar to the August 2003 power outage in the Northeast; and the effect of accounting pronouncements issued periodically by standard setting bodies. Southern Company and its subsidiaries expressly disclaim any obligation to update any forward-looking information.

# # #

EX-99.02

Exhibit 99.02

Southern Company

Financial Highlights

(In Millions of Dollars Except Earnings Per Share)

	Three Months Ended December				Year-to-Date December
		2008		2007		2008		2007
Consolidated Earnings–As Reported
(See Notes)
Traditional Operating Companies	$	183	$	202	$	1,703	$	1,584
Southern Power		20		8		145		132
Total		203		210		1,848		1,716
Synthetic Fuels		1		8		(1)		61
Parent Company and Other		(18)		(14)		(105)		(43)
Net Income –As Reported	$	186	$	204	$	1,742	$	1,734
Basic Earnings Per Share -	$	0.24	$	0.27	$	2.26	$	2.29
Average Shares Outstanding (in millions)		776		762		771		756
End of Period Shares Outstanding (in millions)						778		763
	Three Months Ended December				Year-to-Date December
		2008		2007		2008		2007
Consolidated Earnings–Excluding Items
(See Notes)
Net Income - As Reported	$	186	$	204	$	1,742	$	1,734
Leveraged Lease Adjustments		16		-		83		-
Synthetic Fuels		(1)		(8)		1		(61)
Net Income–Excluding Items	$	201	$	196	$	1,826	$	1,673
Basic Earnings Per Share–Excluding Items	$	0.26	$	0.26	$	2.37	$	2.21

Notes

-    For the three months and twelve months ended December 31, 2008 and 2007, diluted earnings per share are not more than 1 cent per share and are not material.

-    The charges related to Southern Company's investments in leveraged lease transactions significantly impacted the presentation of earnings and earnings per share for the three months and twelve months ended December 31, 2008, and significant charges related to these investments are not expected to occur on a regular basis.

-    Tax credits associated with Southern Company's synthetic fuel investments expired December 31, 2007. Synthetic fuel related income no longer materially contributes to Southern Company's earnings or earnings per share.

-   Certain prior year data has been reclassified to conform with current year presentation.

-    Information contained in this report is subject to audit and adjustments. Certain classifications may be different from final results published in the Form 10-K.

EX-99.03

Exhibit 99.03

Southern Company

Significant Factors Impacting EPS

	Three Months Ended December						Year-to-Date December
		2008		2007		Change		2008		2007		Change
Consolidated Earnings–As Reported	$	0.24	$	0.27	$	(0.03)	$	2.26	$	2.29	$	(0.03)
(See Notes)
Significant Factors:
Traditional Operating Companies						(0.03)						0.16
Southern Power						0.01						0.01
Synthetic Fuels						(0.01)						(0.08)
Parent Company and Other						0.00						(0.08)
Additional Shares						0.00						(0.04)
Total–As Reported					$	(0.03)					$	(0.03)
	Three Months Ended December						Year-to-Date December
		2008		2007		Change		2008		2007		Change
Consolidated Earnings–Excluding Items	$	0.26	$	0.26	$	0.00	$	2.37	$	2.21	$	0.16
(See Notes)
Total–As Reported						(0.03)						(0.03)
Leveraged Lease Adjustments						0.02						0.11
Synthetic Fuels						0.01						0.08
Total–Excluding Items					$	0.00					$	0.16

Notes

-    The charges related to Southern Company's investments in leveraged lease transactions significantly impacted the presentation of earnings and earnings per share for the three months and twelve months ended December 31, 2008, and significant charges related to these investments are not expected to occur on a regular basis.

-    Tax credits associated with Southern Company's synthetic fuel investments expired December 31, 2007. Synthetic fuel related income no longer materially contributes to Southern Company's earnings or earnings per share.

-   Certain prior year data has been reclassified to conform with current year presentation.

-    Information contained in this report is subject to audit and adjustments. Certain classifications may be different from final results published in the Form 10-K.

EX-99.04

Exhibit 99.04

Southern Company

EPS Earnings Analysis

Year-to-Date December 2008

Cents	Description
$0.54	Non-Fuel Revenues
(0.09)	Weather Impact on Non-Fuel Revenues
0.02	Other Operating Revenues
0.02	Other Income & Deductions
(0.10)	Non-Fuel O&M
(0.16)	Depreciation & Amortization
(0.02)	Interest Expense
(0.05)	Taxes
$0.16	Total Traditional Operating Companies
0.01	Southern Power
0.03	Parent and Other (excluding leveraged lease adjustments)
(0.04)	Increase in Shares
$0.16	Total Change in YTD EPS (x-Items)
(0.11)	Leveraged Lease Adjustments
(0.08)	Synthetic Fuels
$(0.03)	Total Change in YTD EPS (As Reported)

Notes

-    The charges related to Southern Company's investments in leveraged lease transactions significantly impacted the presentation of earnings and earnings per share for the three months and twelve months ended December 31, 2008, and significant charges related to these investments are not expected to occur on a regular basis.

-    Tax credits associated with Southern Company's synthetic fuel investments expired December 31, 2007. Synthetic fuel related income no longer materially contributes to Southern Company's earnings or earnings per share.

-    Information contained in this report is subject to audit and adjustments. Certain classifications may be different from final results published in the Form 10-K.

EX-99.05

Exhibit 99.05

Southern Company

Consolidated Earnings

(In Millions of Dollars)

		Three Months Ended December						Year-to-Date December
		2008		2007		Change		2008		2007		Change
Income Account-
Retail Revenue-
Fuel	$	1,406	$	1,102	$	304	$	5,912	$	5,034	$	878
Non-Fuel		1,715		1,602		113		8,143		7,605		538
Wholesale Revenues		520		457		63		2,400		1,988		412
Other Electric Revenues		131		132		(1)		545		514		31
Non-regulated Operating Revenues		30		47		(17)		127		212		(85)
Total Revenues		3,802		3,340		462		17,127		15,353		1,774
Fuel and Purchased Power		1,738		1,412		326		7,633		6,371		1,262
Non-fuel O & M		1,034		1,036		(2)		3,754		3,670		84
Depreciation and Amortization		373		316		57		1,443		1,245		198
Taxes Other Than Income Taxes		194		167		27		797		741		56
Total Operating Expenses		3,339		2,931		408		13,627		12,027		1,600
Operating Income		463		409		54		3,500		3,326		174
Other Income, net		18		54		(36)		88		177		(89)
Interest Charges and Dividends		218		230		(12)		931		934		(3)
Income Taxes		77		29		48		915		835		80
NET INCOME (See Notes)	$	186	$	204	$	(18)	$	1,742	$	1,734	$	8

Notes

-   Certain prior year data has been reclassified to conform with current year presentation.

-    Information contained in this report is subject to audit and adjustments. Certain classifications may be different from final results published in the Form 10-K.

EX-99.06

Exhibit 99.06

Southern Company

Kilowatt-Hour Sales

(In Millions of KWHs)

	Three Months Ended December				Year-to-Date December
				Weather				Weather
				Adjusted				Adjusted
As Reported (See Notes)	2008	2007	Change	Change	2008	2007	Change	Change
Kilowatt-Hour Sales-
Total Sales	46,107	47,031	-2.0%		202,826	204,360	-0.8%
Total Retail Sales-	36,001	37,230	-3.3%	-2.6%	160,259	163,614	-2.1%	-0.9%
Residential	11,278	10,914	3.3%	3.2%	52,262	53,326	-2.0%	0.0%
Commercial	12,543	12,762	-1.7%	0.1%	54,427	54,665	-0.4%	1.0%
Industrial	11,948	13,313	-10.3%	-10.0%	52,636	54,662	-3.7%	-3.5%
Other	232	241	-3.5%	-3.7%	934	961	-2.9%	-2.7%
Total Wholesale Sales	10,106	9,801	3.1%	N/A	42,567	40,746	4.5%	N/A

Notes

-   Certain prior year data has been reclassified to conform with current year presentation.

-    Information contained in this report is subject to audit and adjustments. Certain classifications may be different from final results published in the Form 10-K.

EX-99.07

Exhibit 99.07

Southern Company

Financial Overview

(In Millions of Dollars)

	Three Months Ended December					Year-to-Date December
		2008		2007	% Change		2008		2007	% Change
Consolidated –
Operating Revenues	$	3,802	$	3,340	13.8%	$	17,127	$	15,353	11.6%
Earnings Before Income Taxes		263		233	13.2%		2,657		2,569	3.4%
Net Income		186		204	-9.0%		1,742		1,734	0.4%
Alabama Power –
Operating Revenues	$	1,405	$	1,192	17.9%	$	6,077	$	5,360	13.4%
Earnings Before Income Taxes		136		114	19.0%		1,023		967	5.8%
Net Income Available to Common		81		71	13.9%		616		580	6.3%
Georgia Power –
Operating Revenues	$	1,791	$	1,627	10.1%	$	8,412	$	7,572	11.1%
Earnings Before Income Taxes		116		137	-15.9%		1,408		1,260	11.8%
Net Income Available to Common		77		117	-34.0%		903		836	8.0%
Gulf Power –
Operating Revenues	$	304	$	289	5.3%	$	1,387	$	1,260	10.1%
Earnings Before Income Taxes		22		14	53.8%		159		135	17.4%
Net Income Available to Common		14		10	47.5%		98		84	16.9%
Mississippi Power –
Operating Revenues	$	292	$	251	16.4%	$	1,257	$	1,114	12.8%
Earnings Before Income Taxes		16		7	125.0%		136		138	-1.1%
Net Income Available to Common		10		4	161.0%		86		84	2.3%
Southern Power –
Operating Revenues	$	266	$	188	41.4%	$	1,314	$	972	35.1%
Earnings Before Income Taxes		34		11	227.5%		237		215	10.3%
Net Income Available to Common		20		8	145.5%		144		132	9.7%

Notes

-   Certain prior year data has been reclassified to conform with current year presentation.

-    Information contained in this report is subject to audit and adjustments. Certain classifications may be different from final results published in the Form 10-K.