Exhibit F

                                  Beggs & Lane
                        Attorneys and Counsellors at Law
                              Post Office Box 12590
                          Pensacola, Florida 32591-2950
                                  850-432-2451

                                 August 12, 2003





Securities and Exchange Commission
Washington, DC  20549

    Re:  Statement on Form U-1 of
         Gulf Power Company

Ladies and Gentlemen:

    We are familiar with the statement on Form U-1 referred to above and are
furnishing this opinion with respect to the proposed borrowing from time to time
prior to July 1, 2007, by Gulf Power Company ("Gulf") of an aggregate principal
amount not to exceed $600,000,000 at any one time outstanding to be evidenced by
notes payable to lenders or commercial paper in the form of promissory notes.

    We are of the opinion that Gulf is validly organized and duly existing as a
corporation under the laws of the State of Maine and is duly admitted to do
business under the laws of the States of Florida, Georgia and Mississippi and
that upon the issuance of your order herein and in the event that the proposed
transactions are consummated in accordance with such statement on Form U-1 and
such order:

    (a)      all State laws applicable to the proposed transactions by Gulf will
             have been complied with;

    (b)      the notes evidencing such borrowings will be valid and binding
             obligations of Gulf in accordance with their terms; and

    (c)      the consummation of such proposed transactions by Gulf will not
             violate the legal rights of the holders of any securities issued by
             Gulf or any associate company thereof.

    We hereby give our written consent to the use of this opinion in connection
with the above-mentioned statement on Form U-1.

                                Very truly yours,

                                 /s/Beggs & Lane