File No. 70-8421


                          SECURITIES AND EXCHANGE COMMISSION
                               Washington, D. C   20549

                                   Amendment No. 6
                           (Post-Effective Amendment No. 4)

                                       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, Esq.
          Financial Vice President               Troutman Sanders LLP
            The Southern Company              600 Peachtree Street, N.E.
          64 Perimeter Center East                    Suite 5200
           Atlanta, Georgia 30346             Atlanta, Georgia 30308-2216







                                 INFORMATION REQUIRED


                   Post-Effective Amendment No. 1 (Amendment No. 3) to the

          Application or Declaration heretofore filed in this proceeding,

          as previously amended by Post-Effective Amendment Nos. 2 and 3

          (Amendment Nos. 4 and 5), is hereby further amended as follows:

                   1.  The third paragraph of Item 1.2, Proposed

          Modifications to 1994 Order, is amended and restated in its

          entirety to read as follows: 

                   "Second, Southern requests authority to make direct or

          indirect investments in Project Parents in an aggregate amount

          which, when added to Southern's "aggregate investment" in all

          EWGs, FUCOs, and Project Parents, does not exceed, at any point

          in time, 50% of Southern's "consolidated retained earnings" (the

          "Rule 53 Limitation").  Southern's "aggregate investment" and

          "consolidated retained earnings" shall be determined in

          accordance with Rule 53(a).  The current Rule 53 Limitation,

          which is based on Southern's "consolidated retained earnings" for

          the four quarters ended March 31, 1995, and "aggregate

          investment" through July 24, 1995, is approximately $903.9

          million, as shown in Item 1.3, below.  In any case in which an

          investment by Southern in a Project Parent takes the form of a

          guaranty by Southern of a security of a Project Parent that is

          denominated in a currency other than U.S. dollars, the amount of

          such guaranty, for purposes of determining Southern's "aggregate

          investment," would be determined by converting the stated or face

          amount of the underlying security into U.S. dollars at currency







                                        - 2 -

          exchange rates in effect at the time such guaranty is issued by

          Southern." 

                   2.  The second paragraph of Item 1.3, Compliance with

          Rule 53, is amended and restated in its entirety to read as

          follows:

                   "Rule 53(a)(1):  At July 24, 1995, Southern had

          invested, directly or indirectly, an aggregate of $668.1 million

          in EWGs and FUCOs, inclusive of indirect investments through

          Project Parents.1  The average of the consolidated retained

          earnings of Southern reported on Form 10-K or Form 10-Q, as

          applicable, for the four consecutive quarters ended March 31,

          1995, is $3.144 billion.  Accordingly, based on Southern's

          "consolidated retained earnings" at March 31, 1995, the current

          Rule 53 Limitation is about $903.9 million, calculated as

          follows: 50% of "consolidated retained earnings" ($1.572 billion)

          less "aggregate investment" at July 24, 1995 ($668.1 million)

          equals $903.9 million."

                   3.  Item 2, Fees, Commissions and Expenses, is amended

          and restated to read as follows:

                   "The additional fees, commissions and expenses paid or

          to be incurred in connection with this Post-Effective Amendment

          are estimated not to exceed $4,500, which includes the



                              

               1  These investments are in the securities of EWGs operating
          or constructing  facilities in Hawaii, Virginia  and Trinidad and
          Tobago,  and FUCOs  operating facilities  and utility  systems in
          Chile, Argentina, The Bahamas, and England.







                                        - 3 -

          Commission's filing fee and the estimated fees of counsel for the

          applicant."



                                      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 25, 1995              THE SOUTHERN COMPANY



                                             By:/s/Tommy Chisholm
                                                Tommy Chisholm, Secretary