RETIREMENT BENEFITS

Southern Company has a defined benefit, trusteed, pension plan covering substantially all employees, with the exception of employees at Southern Company Gas, as discussed below, and PowerSecure. The Southern Company qualified pension plan is funded in accordance with requirements of the Employee Retirement Income Security Act of 1974, as amended (ERISA). No mandatory contributions to the Southern Company qualified pension plan are anticipated for the year ending December 31, 2017. 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 electric operating companies fund related other postretirement trusts to the extent required by their respective regulatory commissions.

In addition, Southern Company Gas has a qualified defined benefit, trusteed, pension plan covering certain eligible employees, which was closed in 2012 to new employees. This qualified pension plan is funded in accordance with requirements of ERISA. No mandatory contributions to the Southern Company Gas qualified pension plan are anticipated for the year ending December 31, 2017. Southern Company Gas also provides certain non-qualified defined benefit and defined contribution 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 Gas provides certain medical care and life insurance benefits for eligible retired employees through a postretirement benefit plan. Southern Company Gas also has a separate unfunded supplemental retirement health care plan that provides medical care and life insurance benefits to employees of discontinued businesses.

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

Components of the net periodic benefit costs for the three and six months ended June 30, 2017 and 2016 are presented in the following tables.



Pension Plans	Southern Company			Alabama Power			Georgia Power			Gulf Power			Mississippi Power
	(in millions)
Three Months Ended June 30, 2017
Service cost	$	74		$	16		$	18		$	4		$	3
Interest cost	113			24			35			5			5
Expected return on plan assets	(225		)	(49		)	(70		)	(9		)	(10		)
Amortization:
Prior service costs	3			—			1			—			1
Net (gain)/loss	41			11			14			1			2
Net periodic pension cost (income)	$	6		$	2		$	(2	)	$	1		$	1
Six Months Ended June 30, 2017
Service cost	$	147		$	32		$	37		$	7		$	7
Interest cost	227			48			69			10			10
Expected return on plan assets	(449		)	(98		)	(141		)	(19		)	(20		)
Amortization:
Prior service costs	6			1			2			—			1
Net (gain)/loss	81			21			28			3			4
Net periodic pension cost (income)	$	12		$	4		$	(5	)	$	1		$	2
Three Months Ended June 30, 2016
Service cost	$	62		$	15		$	18		$	3		$	3
Interest cost	101			24			34			4			5
Expected return on plan assets	(187		)	(46		)	(65		)	(8		)	(8		)
Amortization:
Prior service costs	3			—			2			1			—
Net (gain)/loss	37			10			13			1			1
Net periodic pension cost	$	16		$	3		$	2		$	1		$	1
Six Months Ended June 30, 2016
Service cost	$	124		$	29		$	35		$	6		$	6
Interest cost	201			48			68			9			10
Expected return on plan assets	(374		)	(92		)	(129		)	(17		)	(17		)
Amortization:
Prior service costs	7			1			3			1			—
Net (gain)/loss	75			20			27			3			3
Net periodic pension cost	$	33		$	6		$	4		$	2		$	2



Pension Plans	Southern Company Gas
	(in millions)
Successor – Three Months Ended June 30, 2017
Service cost	$	5
Interest cost	10
Expected return on plan assets	(17		)
Amortization:
Prior service costs	(1		)
Net (gain)/loss	5
Net periodic pension cost	$	2
Successor – Six Months Ended June 30, 2017
Service cost	$	11
Interest cost	20
Expected return on plan assets	(35		)
Amortization:
Prior service costs	(1		)
Net (gain)/loss	10
Net periodic pension cost	$	5


Predecessor – Three Months Ended June 30, 2016
Service cost	$	7
Interest cost	11
Expected return on plan assets	(17		)
Amortization:
Prior service costs	(1		)
Net (gain)/loss	7
Net periodic pension cost	$	7
Predecessor – Six Months Ended June 30, 2016
Service cost	$	13
Interest cost	21
Expected return on plan assets	(33		)
Amortization:
Prior service costs	(1		)
Net (gain)/loss	13
Net periodic pension cost	$	13



Postretirement Benefits	Southern Company			Alabama Power			Georgia Power			Gulf Power			Mississippi Power
	(in millions)
Three Months Ended June 30, 2017
Service cost	$	6		$	2		$	1		$	1		$	1
Interest cost	20			4			8			—			1
Expected return on plan assets	(17		)	(8		)	(6		)	(1		)	(1		)
Amortization:
Prior service costs	1			1			1			—			—
Net (gain)/loss	5			1			1			—			—
Net periodic postretirement benefit cost	$	15		$	—		$	5		$	—		$	1
Six Months Ended June 30, 2017
Service cost	$	12		$	3		$	3		$	1		$	1
Interest cost	40			9			15			1			2
Expected return on plan assets	(33		)	(14		)	(12		)	(1		)	(1		)
Amortization:
Prior service costs	3			2			1			—			—
Net (gain)/loss	7			1			3			—			—
Net periodic postretirement benefit cost	$	29		$	1		$	10		$	1		$	2
Three Months Ended June 30, 2016
Service cost	$	6		$	2		$	1		$	1		$	1
Interest cost	17			4			7			—			1
Expected return on plan assets	(14		)	(7		)	(5		)	(1		)	(1		)
Amortization:
Prior service costs	1			1			1			—			—
Net (gain)/loss	4			1			2			—			—
Net periodic postretirement benefit cost	$	14		$	1		$	6		$	—		$	1
Six Months Ended June 30, 2016
Service cost	$	11		$	3		$	3		$	1		$	1
Interest cost	35			9			15			1			2
Expected return on plan assets	(28		)	(13		)	(11		)	(1		)	(1		)
Amortization:
Prior service costs	3			2			1			—			—
Net (gain)/loss	7			1			4			—			—
Net periodic postretirement benefit cost	$	28		$	2		$	12		$	1		$	2



Postretirement Benefits	Southern Company Gas
	(in millions)
Successor – Three Months Ended June 30, 2017
Service cost	$	—
Interest cost	2
Expected return on plan assets	(1		)
Amortization:
Prior service costs	—
Net (gain)/loss	1
Net periodic postretirement benefit cost	$	2
Successor – Six Months Ended June 30, 2017
Service cost	$	1
Interest cost	5
Expected return on plan assets	(3		)
Amortization:
Prior service costs	(1		)
Net (gain)/loss	2
Net periodic postretirement benefit cost	$	4


Predecessor – Three Months Ended June 30, 2016
Service cost	$	—
Interest cost	2
Expected return on plan assets	(1		)
Amortization:
Prior service costs	—
Net (gain)/loss	1
Net periodic postretirement benefit cost	$	2
Predecessor – Six Months Ended June 30, 2016
Service cost	$	1
Interest cost	5
Expected return on plan assets	(3		)
Amortization:
Prior service costs	(1		)
Net (gain)/loss	2
Net periodic postretirement benefit cost	$	4