8-K

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 29, 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 April 29, 2009, The Southern Company (“Southern Company”) issued a press release regarding its earnings for the three months ended March 31, 2009. 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, 2009 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 ended March 31, 2009, also include earnings and earnings per share for such period excluding the charge related to a settlement agreement with MC Asset Recovery, LLC (“MCAR”) to resolve litigation arising out of the 2003 bankruptcy of Mirant Corporation (“Mirant”), a Southern Company subsidiary until its April 2001 spin-off. The charge related to the settlement agreement with MCAR significantly impacted the presentation of earnings and earnings per share for the three months ended March 31, 2009, and significant charges related to the Mirant spin-off are not expected to occur in the future. Accordingly, Southern Company believes the presentation of earnings and earnings per share excluding the charge related to the MCAR settlement agreement is useful to investors because it provides investors with additional information to evaluate the performance of Southern Company’s ongoing business activities. Southern Company management also uses earnings and earnings per share excluding the charge related to the settlement agreement with MCAR to evaluate the performance of Southern Company’s ongoing business activities. The presentation of this additional information is not meant to be considered a substitute for financial measures prepared in accordance with GAAP.

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.

- 1 -

The following exhibits relate to the three months ended March 31, 2009:

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.

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 29, 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

- 2 -

EX-99

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

April 29, 2009

Southern Company reports first quarter earnings

ATLANTA – Southern Company today reported first quarter earnings of $125.7 million, or 16 cents a share, compared with $359.2 million, or 47 cents a share, in the same period a year ago.

Earnings for the first quarter included a charge of 26 cents a share related to a settlement agreement with MC Asset Recovery (MCAR) LLC to resolve a lawsuit arising out of the 2003 bankruptcy of Mirant Corp., a Southern Company subsidiary until its 2001 spin-off.

Excluding the impact of the MCAR settlement, Southern Company earned 42 cents a share for the first quarter of 2009, compared with 47 cents a share for the same period in 2008.

As a result of the recession, electricity sales were negatively impacted, especially industrial sales. Other negative drivers included lower revenues from market-response rates offered to commercial and industrial customers and higher asset depreciation primarily associated with increased investment in environmental, transmission and distribution equipment. These investments help the company produce cleaner energy and maintain reliability.

The negative drivers were partially offset by lower operations and maintenance expenses, increased retail rates and revenues associated with the recovery of investments in environmental equipment.

“We continue to provide reliable service at competitive prices, and in this struggling economy we are working to drive even greater efficiency while controlling our costs,” said CEO David M. Ratcliffe. “We are confident that the long-term viability of the Southeast remains strong. We continue to execute our strategy and maintain our focus on the fundamentals that have made us successful.”

Revenues for the first quarter of 2009 were $3.67 billion, compared with $3.68 billion in the same period a year ago, a decrease of 0.5 percent.

Kilowatt-hour sales to retail customers in Southern Company’s four-state service area decreased 6.6 percent in the first quarter, compared with the first quarter of 2008. Residential electricity sales decreased

1.3 percent. Electricity sales to commercial customers decreased 1.3 percent, and industrial sales decreased 16.9 percent.

Total energy sales to Southern Company’s customers in the Southeast, including wholesale sales, decreased 8.8 percent in the first quarter of 2009 compared with the same period of 2008.

In conjunction with this earnings announcement, Southern Company has posted on its Web site detailed financial information on its first quarter 2009 performance. These materials are available at http://investor.southerncompany.com/events.cfm.

Southern Company’s financial analyst call will be at 1 p.m. Eastern time April 29, 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 http://investor.southerncompany.com/events.cfm. 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 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 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, 2008, 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 Environmental Protection Agency civil actions against certain Southern Company subsidiaries, Federal Energy Regulatory Commission matters, Internal Revenue Service 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 and avoid cost overruns during the development and construction of facilities; 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 Public Service Commission and Nuclear Regulatory Commission 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; 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 and other wholesale customers; 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

Exhibit 99.02

Southern Company

Financial Highlights

(In Millions of Dollars Except Earnings Per Share)

	Three Months Ended March
		2009		2008
Consolidated Earnings–As Reported
(See Notes)
Traditional Operating Companies	$	303	$	342
Southern Power		28		29
Total		331		371
Parent Company and Other		(205)		(12)
Net Income–As Reported	$	126	$	359
Basic Earnings Per Share -	$	0.16	$	0.47
Average Shares Outstanding (in millions)		780		766
End of Period Shares Outstanding (in millions)		783		768
	Three Months Ended March
		2009		2008
Consolidated Earnings–Excluding Items
(See Notes)
Net Income–As Reported	$	126	$	359
MC Asset Recovery Litigation Settlement		202		-
Net Income–Excluding Items	$	328	$	359
Basic Earnings Per Share–Excluding Items	$	0.42	$	0.47

Notes

-    For the three months ended March 31, 2009 and 2008, diluted earnings per share are not more than 1 cent per share and are not material.

-    The charge related to Southern Company's MC Asset Recovery litigation settlement significantly impacted the presentation of earnings and earnings per share for the three months ended March 31, 2009, and significant charges related to the Mirant spin-off are not expected to occur in the future.

-   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-Q.

EX-99

Exhibit 99.03

Southern Company

Significant Factors Impacting EPS

	Three Months Ended March
		2009		2008		Change
Consolidated Earnings Per Share–
As Reported (See Notes)	$	0.16	$	0.47	$	(0.31)
Significant Factors:
Traditional Operating Companies						(0.06)
Southern Power						-
Parent Company and Other						(0.25)
Additional Shares						-
Total–As Reported					$	(0.31)
	Three Months Ended March
		2009		2008		Change
Consolidated Earnings Per Share–
Excluding Items (See Notes)	$	0.42	$	0.47	$	(0.05)
Total–As Reported						(0.31)
MC Asset Recovery Litigation Settlement						0.26
Total–Excluding Items					$	(0.05)

Notes

-    For the three months ended March 31, 2009 and 2008, diluted earnings per share are not more than 1 cent per share and are not material.

-    The charge related to Southern Company's MC Asset Recovery litigation settlement significantly impacted the presentation of earnings and earnings per share for the three months ended March 31, 2009, and significant charges related to the Mirant spin-off are not expected to occur in the future.

-   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-Q.

EX-99

Exhibit 99.04

Southern Company

EPS Earnings Analysis

Three Months Ended March 2009

Cents	Description
(0.01)	Other Operating Revenues
0.01	Non-Fuel O&M
(0.03)	Depreciation & Amortization
(0.01)	Interest Expense
(0.02)	Taxes
($0.06)	Total Traditional Operating Companies
0.00	Southern Power
0.01	Parent and Other (excluding the MC Asset Recovery Litigation Settlement)
($0.05)	Total Change in YTD EPS (x-Items)
(0.26)	MC Asset Recovery Litigation Settlement
($0.31)	Total Change in YTD EPS (As Reported)

Notes

-    The charge related to Southern Company's MC Asset Recovery litigation settlement significantly impacted the presentation of earnings and earnings per share for the three months ended March 31, 2009, and significant charges related to the Mirant spin-off are not expected to occur in the future.

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

EX-99

Exhibit 99.05

Southern Company

Consolidated Earnings

(In Millions of Dollars)

		Three Months Ended March
		2009		2008		Change
Income Account-
Retail Revenue-
Fuel	$	1,252	$	1,203	$	49
Non-Fuel		1,813		1,803		10
Wholesale Revenues		451		514		(63)
Other Electric Revenues		123		130		(7)
Non-regulated Operating Revenues		27		33		(6)
Total Revenues		3,666		3,683		(17)
Fuel and Purchased Power		1,514		1,545		(31)
Non-fuel O & M		870		897		(27)
MCAR Litigation Settlement		202		-		202
Depreciation and Amortization		390		344		46
Taxes Other Than Income Taxes		200		189		11
Total Operating Expenses		3,176		2,975		201
Operating Income		490		708		(218)
Other Income, net		45		62		(17)
Interest Charges		226		217		9
Income Taxes		167		178		(11)
Net Income		142		375		(233)
Dividends on Preferred and Preference Stock of Subsidiaries		16		16		-
NET INCOME AFTER DIVIDENDS ON PREFERRED
AND PREFERENCE STOCK (See Notes)	$	126	$	359	$	(233)

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-Q.

EX-99

Exhibit 99.06

Southern Company

Kilowatt-Hour Sales

(In Millions of KWHs)

	Three Months Ended March
				Weather
				Adjusted
As Reported (See Notes)	2009	2008	Change	Change
Kilowatt-Hour Sales-
Total Sales	43,935	48,166	-8.8%
Total Retail Sales-	36,043	38,576	-6.6%	-6.3%
Residential	12,544	12,703	-1.3%	-0.4%
Commercial	12,337	12,505	-1.3%	-1.3%
Industrial	10,921	13,135	-16.9%	-16.9%
Other	241	233	3.6%	3.8%
Total Wholesale Sales	7,892	9,590	-17.7%	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-Q.

EX-99

Exhibit 99.07

Southern Company

Financial Overview

(In Millions of Dollars)

	Three Months Ended March
		2009		2008	% Change
Consolidated –
Operating Revenues	$	3,666	$	3,683	-0.5%
Earnings Before Income Taxes		309		553	-44.2%
Net Income Available to Common		126		359	-65.0%
Alabama Power –
Operating Revenues	$	1,340	$	1,337	0.2%
Earnings Before Income Taxes		241		213	13.0%
Net Income Available to Common		146		130	12.4%
Georgia Power –
Operating Revenues	$	1,766	$	1,865	-5.3%
Earnings Before Income Taxes		189		264	-28.4%
Net Income Available to Common		122		176	-30.6%
Gulf Power –
Operating Revenues	$	284	$	312	-8.7%
Earnings Before Income Taxes		26		31	-18.4%
Net Income Available to Common		17		20	-15.3%
Mississippi Power –
Operating Revenues	$	269	$	285	-5.8%
Earnings Before Income Taxes		29		26	10.0%
Net Income Available to Common		18		16	11.1%
Southern Power –
Operating Revenues	$	232	$	216	7.4%
Earnings Before Income Taxes		45		46	-1.5%
Net Income Available to Common		28		29	-3.7%

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-Q.