35-CERT

                           CERTIFICATE OF NOTIFICATION

                                    Filed by

                               GULF POWER COMPANY

Pursuant to order of the Securities and Exchange  Commission  dated May 14, 1998
in the matter of File No. 70-9171.

                                 --------------

Gulf Power Company (the "Company") hereby certifies to said Commission, pursuant
to Rule 24, as follows:

         1. On June 24, 1998, the issuance by the Company of $50,000,000
aggregate principal amount of its Series A 6.70% Senior Insured Quarterly Notes
due June 30, 2038 (the "Series A Notes"), pursuant to the First Supplemental
Indenture dated as of June 24, 1998, supplementing the Senior Note Indenture
dated as of January 1, 1998 between the Company and The Chase Manhattan Bank, as
Trustee, was carried out in accordance with the terms and conditions of and for
the purposes represented by the application, as amended, and of said order with
respect thereto.

         2. Filed herewith are the following exhibits:

       Exhibit A -- Copy of the  prospectus  supplement  with respect to
                    the   Series  A  Notes,   dated   June  17,   1998.   (Filed
                    electronically  June  18,  1998,  in  File  Nos.  333-42033,
                    333-42033-01 and 333-42033-02.)

       Exhibit B -- Underwriting  Agreement with respect to the Series A
                    Notes  dated June 17,  1998.  (Designated  in Form 8-K dated
                    June 17, 1998, as Exhibit 1.1.)

       Exhibit C -- Senior  Note  Indenture  dated as of January 1, 1998
                    between  the  Company  and  The  Chase  Manhattan  Bank,  as
                    Trustee,  and First Supplemental  Indenture dated as of June
                    24, 1998.  (Designated  in Form 8-K dated June 17, 1998,  as
                    Exhibits 4.1 and 4.2.)

      Exhibit F --  Opinion  of  Beggs &  Lane,  A  Registered  Limited
                    Liability Partnership, dated June , 1998.



Dated    June 30, 1998                               GULF POWER COMPANY



                                                     By     /s/Wayne Boston
                                                             Wayne Boston
                                                          Assistant Secretary

EX-99

                                                                      Exhibit F


                                  Beggs & Lane
                   A Registered Limited Liability Partnership
                              3 West Garden Street
                            Pensacola, Florida 32501
                                  850-432-2451


                                  June 30, 1998





Securities and Exchange Commission
Washington, DC 20549

RE:      Statement on Form U-1
         of Gulf Power Company
         (herein called the "Company") et al.
         File No. 70-9171

Ladies and Gentlemen:

We have read the statement on Form U-1, as amended, referred to above and are
furnishing this opinion with respect to the issuance and sale by the Company of
$50,000,000 aggregate principal amount of its Series A 6.70% Senior Insured
Quarterly Notes due June 30, 2038 (the "Series A Notes").

We are of the opinion that:

(a)   the Company is validly organized and duly existing as a corporation under
      the laws of the State of Maine and is duly admitted to do business as a
      foreign corporation in the States of Florida, Georgia and Mississippi;

(b) the subject transactions have been consummated in accordance with such
statement on Form U-1, as amended;

(c) all state laws applicable to the transactions have been complied with;

(d) the Series A Notes are valid and binding obligations of the Company in
accordance with their terms; and

(e)   the consummation of the transactions did not violate the legal rights of
      the holders of any securities issued by the Company or any associate
      company thereof.






Securities and Exchange Commission
June 30, 1998
Page 2




We hereby give our written consent to the use of this opinion in connection with
the above-mentioned statement on Form U-1, as amended, and to the filing thereof
with the Commission at the time of the filing by the Company of its certificate
pursuant to Rule 24.


                                                              Very truly yours,

                                                              /s/Beggs & Lane