RETIREMENT BENEFITS

Southern Company has a defined benefit, trusteed, pension plan covering substantially all employees. The qualified pension plan is funded in accordance with requirements of the Employee Retirement Income Security Act of 1974, as amended. No mandatory contributions to the qualified pension plan are anticipated for the year ending December 31, 2013. Southern Company also provides certain defined benefit pension plans for a selected group of management and highly compensated employees. Benefits under these non-qualified pension plans are funded on a cash basis. In addition, Southern Company provides certain medical care and life insurance benefits for retired employees through other postretirement benefit plans. The traditional operating companies fund related other postretirement trusts to the extent required by their respective regulatory commissions.

See Note 2 to the financial statements of Southern Company, Alabama Power, Georgia Power, and Gulf Power in Item 8 of the Form 10-K and Note 2 to the financial statements of Mississippi Power in Item 8 of the Form 10-K/A for additional information.

Components of the net periodic benefit costs for the three and six months ended June 30, 2013 and 2012 were as follows:



Pension Plans	Southern Company			Alabama Power			Georgia Power			Gulf Power			Mississippi Power
	(in millions)
Three Months Ended June 30, 2013
Service cost	$	58		$	14		$	18		$	2		$	2
Interest cost	97			23			35			5			4
Expected return on plan assets	(150		)	(39		)	(53		)	(7		)	(6		)
Amortization:
Prior service costs	6			1			2			1			—
Net (gain)/loss	50			13			18			2			3
Net cost	$	61		$	12		$	20		$	3		$	3
Six Months Ended June 30, 2013
Service cost	$	116		$	27		$	35		$	5		$	5
Interest cost	194			46			69			9			9
Expected return on plan assets	(301		)	(78		)	(106		)	(13		)	(13		)
Amortization:
Prior service costs	13			3			5			1			—
Net (gain)/loss	100			26			37			4			5
Net cost	$	122		$	24		$	40		$	6		$	6
Three Months Ended June 30, 2012
Service cost	$	49		$	11		$	15		$	3		$	3
Interest cost	99			24			36			4			4
Expected return on plan assets	(146		)	(41		)	(55		)	(7		)	(6		)
Amortization:
Prior service costs	8			1			3			1			1
Net (gain)/loss	23			6			8			1			—
Net cost	$	33		$	1		$	7		$	2		$	2
Six Months Ended June 30, 2012
Service cost	$	99		$	22		$	30		$	5		$	5
Interest cost	197			47			71			8			9
Expected return on plan assets	(291		)	(81		)	(110		)	(13		)	(12		)
Amortization:
Prior service costs	15			3			6			1			1
Net (gain)/loss	47			12			16			2			1
Net cost	$	67		$	3		$	13		$	3		$	4



Postretirement Benefits	Southern Company			Alabama Power			Georgia Power			Gulf Power			Mississippi Power
	(in millions)
Three Months Ended June 30, 2013
Service cost	$	6		$	1		$	1		$	1		$	1
Interest cost	18			4			8			—			1
Expected return on plan assets	(14		)	(6		)	(6		)	—			(1		)
Amortization:
Transition obligation	1			—			1			—			—
Prior service costs	1			1			—			—			—
Net (gain)/loss	3			1			2			—			—
Net cost	$	15		$	1		$	6		$	1		$	1
Six Months Ended June 30, 2013
Service cost	$	12		$	3		$	3		$	1		$	1
Interest cost	37			9			16			1			2
Expected return on plan assets	(28		)	(12		)	(12		)	—			(1		)
Amortization:
Transition obligation	2			—			2			—			—
Prior service costs	2			2			—			—			—
Net (gain)/loss	6			1			4			—			—
Net cost	$	31		$	3		$	13		$	2		$	2
Three Months Ended June 30, 2012
Service cost	$	6		$	2		$	2		$	1		$	1
Interest cost	21			6			10			1			1
Expected return on plan assets	(15		)	(6		)	(7		)	(1		)	(1		)
Amortization:
Transition obligation	3			—			1			—			—
Prior service costs	1			1			—			—			—
Net (gain)/loss	1			—			1			—			—
Net cost	$	17		$	3		$	7		$	1		$	1
Six Months Ended June 30, 2012
Service cost	$	11		$	3		$	3		$	1		$	1
Interest cost	42			11			19			2			2
Expected return on plan assets	(30		)	(12		)	(14		)	(1		)	(1		)
Amortization:
Transition obligation	5			1			3			—			—
Prior service costs	2			2			—			—			—
Net (gain)/loss	3			—			2			—			—
Net cost	$	33		$	5		$	13		$	2		$	2