File No. 70-8277


                          SECURITIES AND EXCHANGE COMMISSION
                               Washington, D. C.  20549

                                   Amendment No. 9
                           (Post-Effective Amendment No. 3)
                                          to
                                       FORM U-1

                              APPLICATION OR DECLARATION

                                        under

                    The Public Utility Holding Company Act of 1935

                                 THE SOUTHERN COMPANY
                               64 Perimeter Center East
                                Atlanta, Georgia 30346

                 (Name of company or companies filing this statement
                    and addresses of principal executive offices)

                                 THE SOUTHERN COMPANY

                    (Name of top registered holding company parent
                           of each applicant or declarant)

                              Tommy Chisholm, Secretary
                                 The Southern Company
                               64 Perimeter Center East
                                Atlanta, Georgia 30346

                     (Names and addresses of agents for service)

               The Commission is requested to mail signed copies of all
                        orders, notices and communications to:


               W. L. Westbrook                     John D. McLanahan
          Financial Vice President                 Troutman Sanders
            The Southern Company              600 Peachtree Street, N.E.
          64 Perimeter Center East                    Suite 5200
           Atlanta, Georgia 30346            Atlanta, Georgia  30308-2216







                                 INFORMATION REQUIRED


          Item 1.  Description of Proposed Transactions.

                   The first paragraph of Item 1.3, as amended by Amendment

          Nos. 7 and 8 (Post-Effective Amendment Nos. 1 and 2), is hereby

          deleted and replaced with the following: 

                   "1.3  Guarantees.  Southern requests authority for an

          increase from $500 million to $1.2 billion in the aggregate

          principal amount of securities of EWGs and FUCOs in respect of

          which Southern may at any time provide Guarantees, and for an

          extension of the date through which such Guarantees may be issued

          from December 31, 1996 to December 31, 1999, provided that any

          Guarantee outstanding on December 31, 1999 would expire or

          terminate in accordance with its terms; and provided further that

          the sum of (i) the principal amount of securities of EWGs and

          FUCOs in respect of which Guarantees are at any time outstanding,

          (ii) the net proceeds of sales of the 25 million shares of

          Additional Common Stock invested directly or indirectly by

          Southern in EWGs and FUCOs, as herein proposed, (iii) the net

          proceeds of sales of additional shares of Southern's common stock

          invested directly or indirectly in EWGs and FUCOs, as authorized

          in File No. 70-8435, and (iv) the proceeds of short-term and term

          loan borrowings and/or commercial paper sales by Southern at any

          time invested in EWGs and FUCOs, as authorized in File No. 70-

          8309, shall at no time in the aggregate exceed the greater of (x)

          $1.072 billion, and (y) the difference, at any point in time,

          between 50% of Southern's "consolidated retained earnings" and

          Southern's "aggregate investment," each as determined in







                                        - 2 -

          accordance with Rule 53(a)  (hereinafter, the "Rule 53

          Limitation").  The current Rule 53 Limitation ($1.072 billion) is

          based on Southern's "consolidated retained earnings" and

          "aggregate investment" at March 31, 1995, as shown in Item 1.4,

          below."

                                      SIGNATURE


                   Pursuant to the requirements of the Public Utility

          Holding Company Act of 1935, the undersigned company has duly

          caused this statement to be signed on its behalf by the

          undersigned thereunto duly authorized.



          Dated:  July 6, 1995               THE SOUTHERN COMPANY



                                             By:/s/Tommy Chisholm
                                                Tommy Chisholm, Secretary