Exhibit F


                               Balch & Bingham LLP
                       1901 Sixth Avenue North, Suite 2600
                            Birmingham, Alabama 35203
                                 (205) 251-8100


                                 March 17, 2004



Securities and Exchange Commission
Washington, D.C.

         Re:      Statement on Form U-1 of
                  The Southern Company (the "Company")

Ladies and Gentlemen:

         We are familiar with the statement on Form U-1 referred to above
relating to (i) the Outside Directors Stock Plan for The Southern Company and
its Subsidiaries (the "Plan") and (ii) the solicitation of proxies from the
Company's stockholders in connection with the Plan, and we are familiar with the
proceedings relating thereto.

         We are of the opinion that the Company is a validly organized and duly
existing corporation under the laws of the State of Delaware and that, upon the
issuance of your order or orders permitting such statement on Form U-1 to become
effective, upon the adoption of an appropriate resolution by the stockholders of
the Company, upon compliance with the Securities Act of 1933, as amended, and
with such State securities or "blue sky" laws as may be applicable, and upon the
proposed transactions being consummated in accordance with such statement on
Form U-1 and such order or orders and in accordance with the Plan:

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

         (b) the common stock, par value $5.00 per share, of the Company
proposed to be issued pursuant to the Plan will be validly issued, fully paid
and nonassessable and the holders of such common stock will be entitled to the
rights and privileges appertaining thereto set forth in the Certificate of
Incorporation of the Company, as amended; and

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

         We hereby consent to the filing of this opinion as an exhibit to the
above-mentioned statement on Form U-1.

                                                   Very truly yours,

                                                  /s/Balch & Bingham LLP