FINANCING

Bank Credit Arrangements

Bank credit arrangements provide liquidity support to the registrants' commercial paper borrowings and the traditional operating companies' variable rate pollution control revenue bonds. The amount of variable rate pollution control revenue bonds outstanding requiring liquidity support as of March 31, 2015 was approximately $1.8 billion (comprised of approximately $864 million at Alabama Power, $865 million at Georgia Power, $69 million at Gulf Power, and $40 million at Mississippi Power). In addition, at March 31, 2015, the traditional operating companies had approximately $396 million (comprised of approximately $200 million at Alabama Power, $118 million at Georgia Power, and $78 million at Gulf Power) of fixed rate pollution control revenue bonds outstanding that were required to be remarketed within the next 12 months. See Note 6 to the financial statements of each registrant under "Bank Credit Arrangements" in Item 8 of the Form 10-K for additional information. Subsequent to March 31, 2015, $80 million and $65 million of these fixed rate pollution control revenue bonds were purchased and are being held by Alabama Power and Georgia Power, respectively, and currently are not required to be remarketed within the next 12 months. See "Financing Activities" herein for additional information.

The following table outlines the committed credit arrangements by company as of March 31, 2015:



	Expires												Executable Term Loans				Due Within One Year
Company	2015		2016		2017		2018		Total		Unused		One Year		Two Years		Term Out		No Term Out
	(in millions)								(in millions)				(in millions)				(in millions)
Southern Company	$	—	$	—	$	—	$	1,000	$	1,000	$	1,000	$	—	$	—	$	—	$	—
Alabama Power	228		50		—		1,030		1,308		1,308		58		—		58		170
Georgia Power	—		150		—		1,600		1,750		1,736		—		—		—		150
Gulf Power	45		200		30		—		275		275		50		—		50		195
Mississippi Power	135		165		—		—		300		270		25		40		65		235
Southern Power	—		—		—		500		500		488		—		—		—		—
Other	70		—		—		—		70		70		20		—		20		50
Total	$	478	$	565	$	30	$	4,130	$	5,203	$	5,147	$	153	$	40	$	193	$	800

Subject to applicable market conditions, Southern Company and its subsidiaries expect to renew or replace their bank credit arrangements as needed, prior to expiration.

Financing Activities

The following table outlines the long-term debt financing activities for Southern Company and its subsidiaries for the first three months of 2015:



Company^(a)	Senior Note Issuances		Senior Note Redemptions		Other Long-Term Debt Redemptions and Maturities^(b)
	(in millions)
Alabama Power	$	550	$	250	$	—
Georgia Power	—		—		3
Mississippi Power	—		—		76
Other	—		—		4
Total	$	550	$	250	$	83


(a)	Southern Company, Gulf Power, and Southern Power did not issue or redeem any long-term debt during the first three months of 2015.


(b)	Includes reductions in capital lease obligations resulting from cash payments under capital leases.

Alabama Power

In March 2015, Alabama Power issued $550 million aggregate principal amount of Series 2015A 3.750% Senior Notes due March 1, 2045. The proceeds were used to redeem $250 million aggregate principal amount of Series DD 5.65% Senior Notes due March 15, 2035 and for general corporate purposes, including Alabama Power's continuous construction program.

Subsequent to March 31, 2015, Alabama Power purchased and held $80 million aggregate principal amount of Industrial Development Board of the City of Mobile, Alabama Pollution Control Revenue Bonds (Alabama Power Company Barry Plant Project), Series 2007-B. Alabama Power may reoffer these bonds to the public at a later date.

Also subsequent to March 31, 2015, Alabama Power issued $175 million additional aggregate principal amount of its Series 2015A 3.750% Senior Notes due March 1, 2045 (Additional Series 2015A Senior Notes) and $250 million aggregate principal amount of its Series 2015B 2.800% Senior Notes due April 1, 2025 (Series 2015B Senior Notes). A portion of the proceeds of the Additional Series 2015A Senior Notes and the Series 2015B Senior Notes will be used for the announced redemption on May 15, 2015 of 6.48 million shares ($162 million aggregate stated capital) of Alabama Power's 5.20% Class A Preferred Stock at a redemption price of $25 per share plus accrued and unpaid dividends to the redemption date, 4.0 million shares ($100 million aggregate stated capital) of Alabama Power's 5.30% Class A Preferred Stock at a redemption price of $25 per share plus accrued and unpaid dividends to the redemption date, and 6.0 million shares ($150 million aggregate stated capital) of Alabama Power's 5.625% Series Preference Stock at a redemption price of $25 per share plus accrued and unpaid dividends to the redemption date, and the remaining net proceeds will be used for general corporate purposes, including Alabama Power's continuous construction program.

Georgia Power

Subsequent to March 31, 2015, Georgia Power purchased and held $65 million aggregate principal amount of Development Authority of Burke County (Georgia) Pollution Control Revenue Bonds (Georgia Power Company Plant Vogtle Project), Second Series 2008. Georgia Power may reoffer these bonds to the public at a later date.

Mississippi Power

Subsequent to March 31, 2015, Mississippi Power entered into two floating rate bank loans with a maturity date of April 1, 2016, in an aggregate principal amount of $475 million, bearing interest based on one-month LIBOR. The proceeds of these loans were used for the repayment of term loans in an aggregate principal amount of $275 million, working capital, and other general corporate purposes, including Mississippi Power's ongoing construction program. Mississippi Power also amended three outstanding floating rate bank loans for an aggregate principal amount of $425 million which, among other things, extended the maturity dates from various dates in 2015 to April 1, 2016.