SOUTHERN CO SERVICES INC
U-13-60, 1994-04-29
ELECTRIC SERVICES
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                                 Form U-13-60
                    Mutual and Subsidiary Service Companies
                           Revised February 7, 1980

                                 ANNUAL REPORT

                                For The Period


            Beginning January 1, 1993 and Ending December 31, 1993

                                    TO THE

                   U. S. SECURITIES AND EXCHANGE COMMISSION

                                      OF

                        SOUTHERN COMPANY SERVICES, INC.
                       (Exact Name of Reporting Company)


                           SUBSIDIARY                 SERVICE COMPANY
                          ("Mutual" or "Subsidiary")


      Date of Incorporation April 21, 1949 If not Incorporated, Date of
      Organization                        


      State or Sovereign Power Under Which Incorporated or Organized State of
      Alabama


      Location of Principal Executive Offices of Reporting Company
                              800 Shades Creek Parkway
                              Birmingham, Alabama  35209

      Name, title, and address of officer to whom correspondence concerning
      this report should be addressed:


                        Vice President          64 Perimeter Center East
      W. Dean Hudson    and Comptroller         Atlanta, Georgia  30346
      (Name)               (Title)              (Address)

      Name of Principal Holding Company Whose Subsidiaries are served by
      Reporting Company:


                             THE SOUTHERN COMPANY<PAGE>





                     INSTRUCTIONS FOR USE OF FORM U-13-60


   1. Time of Filing.--Rule 94 provides that on or before the first day of May
      in each calendar year, each mutual service company and each subsidiary
      service company as to which the Commission shall have made a favorable
      finding pursuant to Rule 88, and every service company whose application
      for approval or declaration pursuant to Rule 88 is pending shall file
      with the Commission an annual report on form U-13-60 and in accordance
      with the Instructions for that form.

   2. Number of Copies.--Each annual report shall be filed in duplicate.  The
      company should prepare and retain at least one extra copy for itself in
      case correspondence with reference to the report become necessary.

   3. Period Covered by Report.--The first report filed by any company shall
      cover the period from the date the Uniform System of Accounts was
      required to be made effective as to that company under Rules 82 and 93
      to the end of that calendar year.  Subsequent reports should cover a
      calendar year.

   4. Report Format.--Reports shall be submitted on the forms prepared by the
      Commission.  If the space provided on any sheet of such form is
      inadequate, additional sheets may be inserted of the same size as a
      sheet of the form or folded to such size.

   5. Money Amounts Displayed.--All money amounts required to be shown in
      financial statements may be expressed in whole dollars, in thousands of
      dollars or in hundred thousands of dollars, as appropriate and subject
      to provisions of Regulation S-X ( 210.3-01(b)).

   6. Deficits Displayed.--Deficits and other like entries shall be indicated
      by the use of either brackets or a parenthesis with corresponding
      reference in footnotes.  (Regulation S-X,  210.3-01(c))

   7. Major Amendments or Corrections.--Any company desiring to amend or
      correct a major omission or error in a report after it has been filed
      with the Commission shall submit an amended report including only those
      pages, schedules, and entries that are to be amended or corrected.  A
      cover letter shall be submitted requesting the Commission to incorporate
      the amended report changes and shall be signed by a duly authorized
      officer of the company.<PAGE>





                     INSTRUCTIONS FOR USE OF FORM U-13-60
                                  (Continued)


   8. Definitions.--Definitions contained in Instruction 01-8 to the Uniform
      System of Accounts for Mutual Service companies and Subsidiary Service
      companies, Public Utility Holding Company Act of 1935, as amended
      February 2, 1979 shall be applicable to words or terms used specifically
      within this Form U-13-60.

   9. Organization Chart.--The service company shall submit with each annual
      report a copy of its current organization chart.

  10. Methods of Allocation.--The service company shall submit with each
      annual report a listing of the currently effective methods of allocation
      being used by the service company and on file with the Securities and
      Exchange Commission pursuant to the Public Utility Holding Company Act
      of 1935.

  11. Annual Statement of Compensation for Use of Capital Billed.--The service
      company shall submit with each annual report a copy of the annual
      statement supplied to each associate company in support of the amount of
      compensation for use of capital billed during the calendar year.<PAGE>





2

    LISTING OF SCHEDULES AND ANALYSIS OF ACCOUNTS


                                                      Schedule or       Page
    Description of Schedules and Accounts            Account Number    Number


      COMPARATIVE BALANCE SHEET                       Schedule I       4-5

        SERVICE COMPANY PROPERTY                      Schedule II      6-7

        ACCUMULATED PROVISION FOR DEPRECIATION
          AND AMORTIZATION OF SERVICE COMPANY
             PROPERTY                                 Schedule III     8

        INVESTMENTS                                   Schedule IV      9

        ACCOUNTS RECEIVABLE FROM ASSOCIATE
          COMPANIES                                   Schedule V       10

        FUEL STOCK EXPENSES UNDISTRIBUTED             Schedule VI      11

        STORES EXPENSE UNDISTRIBUTED                  Schedule VII     12

        MISCELLANEOUS CURRENT AND ACCRUED
          ASSETS                                      Schedule VIII    13

        MISCELLANEOUS DEFERRED DEBITS                 Schedule IX      14

        RESEARCH, DEVELOPMENT, OR DEMONSTRATION
          EXPENDITURES                                Schedule X       15

        PROPRIETARY CAPITAL                           Schedule XI      16

        LONG-TERM DEBT                                Schedule XII     17

        CURRENT AND ACCRUED LIABILITIES               Schedule XIII    18

        NOTES TO FINANCIAL STATEMENTS                 Schedule XIV     19

      COMPARATIVE INCOME STATEMENT                    Schedule XV      20

        ANALYSIS OF BILLING - ASSOCIATE
          COMPANIES                                   Account 457      21

        ANALYSIS OF BILLING - NONASSOCIATE
          COMPANIES                                   Account 458      22

        ANALYSIS OF CHARGES FOR SERVICE - ASSOCIATE
          AND NONASSOCIATE COMPANIES                  Schedule XVI     23<PAGE>





                                                                            3

    LISTING OF SCHEDULES AND ANALYSIS OF ACCOUNTS  (Continued)


                                                      Schedule or       Page
    Description of Schedules and Accounts            Account Number    Number


        SCHEDULE OF EXPENSE BY DEPARTMENT OR
          SERVICE FUNCTION                            Schedule XVII    24-25

        DEPARTMENTAL ANALYSIS OF SALARIES             Account 920      26

        OUTSIDE SERVICES EMPLOYED                     Account 923      27

        EMPLOYEE PENSIONS AND BENEFITS                Account 926      28

        GENERAL ADVERTISING EXPENSES                  Account 930.1    29

        MISCELLANEOUS GENERAL EXPENSES                Account 930.2    30

        RENTS                                         Account 931      31

        TAXES OTHER THAN INCOME TAXES                 Account 408      32

        DONATIONS                                     Account 426.1    33

        OTHER DEDUCTIONS                              Account 426.5    34

        NOTES TO STATEMENT OF INCOME                  Schedule XVIII   35

        ORGANIZATION CHART                                             36

        METHODS OF ALLOCATION                                          37

        ANNUAL STATEMENT OF COMPENSATION FOR USE

          OF CAPITAL BILLED                                            38<PAGE>





4
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                            (Thousands of Dollars)

                    SCHEDULE I - COMPARATIVE BALANCE SHEET

Give balance sheet of the Company as of December 31 of the current and prior
year.
<TABLE>
ACCOUNT             ASSETS AND OTHER DEBITS             AS OF DECEMBER 31
                                                        CURRENT      PRIOR
       SERVICE COMPANY PROPERTY
  <C>     <S>                                            <C>        <C>    
  101     Service company property (Schedule II)         281,412    276,364
  107     Construction work in progress (Schedule II)     13,248     13,385
            Total Property                               294,660    289,749
  108     Less accumulated provision for depreciation
            and amortization of service company
            property (Schedule III)                      155,817    149,355
              Net Service Company Property               138,843    140,394

       INVESTMENTS

  123     Investments in associate companies (Schedule IV)   -          -  
  124     Other investments (Schedule IV)                  2,794      2,923
            Total Investments                              2,794      2,923

       CURRENT AND ACCRUED ASSETS

  131     Cash                                               352        167
  134     Special deposits                                   -          -  
  135     Working funds                                       51         63
  136     Temporary cash investments (Schedule IV)           -          -  
  141     Notes receivable                                    70         59
  143     Accounts receivable                             24,095     37,613
  146     Accounts receivable from associate
            companies (Schedule V)                        70,829     51,205
  152     Fuel stock expenses undistributed (Schedule VI)    -          -  
  154     Materials and supplies                           2,389      1,596
  163     Stores expense undistributed (Schedule VII)        -          -  
  165     Prepayments                                      4,058      3,670
  174     Miscellaneous current and accrued assets
            (Schedule VIII)                                  -          -  
              Total Current and Accrued Assets           101,844     94,373

       DEFERRED DEBITS

  181     Unamortized debt expense                            29         67
  184     Clearing accounts                                  -          -  
  186     Miscellaneous deferred debits (Schedule IX)        614        915
  188     Research, development, or demonstration
            expenditures (Schedule X)                        -          -  
  190     Accumulated deferred income taxes                  -          -  <PAGE>





              Total Deferred Debits                          643        982

              TOTAL ASSETS AND OTHER DEBITS              244,124    238,672
/TABLE
<PAGE>





                                                                             5
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                            (Thousands of Dollars)

                    SCHEDULE I - COMPARATIVE BALANCE SHEET
<TABLE>
ACCOUNT        LIABILITIES AND PROPORIETARY CAPITAL     AS OF DECEMBER 31
                                                        CURRENT      PRIOR

       PROPRIETARY CAPITAL
  <C>     <S>                                                <C>        <C>
  201     Common stock issued (Schedule XI)                  725        725
  211     Miscellaneous paid-in-capital (Schedule XI)         56         37
  215     Appropriated retained earnings (Schedule XI)       -          -  
  216     Unappropriated retained earnings
            (Schedule XI)                                    -          -  
              Total Proprietary Capital                      781        762

       LONG-TERM DEBT

  223     Advances from associate companies (Schedule XII)   -          -  
  224     Other long-term debt (Schedule XII)             74,476     84,608
  225     Unamortized premium on long-term debt              -          -  
  226     Unamortized discount on long-term debt-debit       -          -  
              Total Long-Term Debt                        74,476     84,608

       CURRENT AND ACCRUED LIABILITIES

  231     Notes payable                                   28,632     13,883
  232     Accounts payable                                18,007     30,358
  233     Notes payable to associated companies
            (Schedule XIII)                                4,000      7,840
  234     Accounts payable to associate companies
            (Schedule XIII)                               41,000     40,591
  236     Taxes accrued                                      150        222
  237     Interest accrued                                   128        203
  238     Dividends declared                                 -          -  
  241     Tax collections payable                            531        544
  242     Miscellaneous current and accrued
            liabilities (Schedule XIII)                   32,989     32,291
              Total Current and Accrued Liabilities      125,437    125,932

       DEFERRED CREDITS

  253     Other deferred credits                          43,430     27,370
  255     Accumulated deferred investment tax credits        -          -  
              Total Deferred Credits                      43,430     27,370


  282  ACCUMULATED DEFERRED INCOME TAXES                     -          -  

              TOTAL LIABILITIES AND PROPRIETARY
                CAPITAL                                  244,124    238,672<PAGE>





/TABLE
<PAGE>





6
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                                  SCHEDULE II

                           SERVICE COMPANY PROPERTY
<TABLE>
<S>                   <C>        <C>        <C>           <C>      <C>
                      BALANCE AT                                   BALANCE AT
                      BEGINNING             RETIREMENTS   OTHER 1/  CLOSE OF
    DESCRIPTION        OF YEAR   ADDITIONS   OR SALES     CHANGES     YEAR    


SERVICE COMPANY PROPERTY

Account

301  ORGANIZATION            -          -         -          -            -   
303  MISCELLANEOUS
     INTANGIBLE PLANT        -          -         -          -            -   
304  LAND & LAND RIGHTS    2,311        -         -          -          2,311
305  STRUCTURES AND
     IMPROVEMENTS         71,839         22       -          -         71,861
306  LEASEHOLD
     IMPROVEMENTS         22,970      2,266       (117)     (250)      24,869
307  EQUIPMENT 2/        105,567      9,284     (8,984)      (33)     105,834
308  OFFICE FURNITURE 
     AND EQUIPMENT        27,829      3,266       (533)     -          30,562
309  AUTOMOBILES, OTHER
     VEHICLES AND 
     RELATED GARAGE
     EQUIPMENT             4,410        812     (1,833)     -           3,389
310  AIRCRAFT AND
     AIRPORT EQUIPMENT    28,360      4,506     (4,174)     -          28,692
311  OTHER SERVICE COMPANY
     PROPERTY 3/          13,078      1,213         (8)     (389)      13,894

       SUB-TOTAL         276,364     21,369    (15,649)     (672)     281,412

107  CONSTRUCTION WORK
     IN PROGRESS 4/       13,385        607         -       (744)      13,248

       TOTAL             289,749     21,976    (15,649)   (1,416)     294,660


1/ PROVIDE AN EXPLANATION OF THOSE CHANGES CONSIDERED MATERIAL:

     NONE

( ) Denotes red figure.<PAGE>





/TABLE
<PAGE>





                                                                             7
                             SCHEDULE II-CONTINUED

                            (Thousands of Dollars)


2/   SUBACCOUNTS ARE REQUIRED FOR EACH CLASS OF EQUIPMENT OWNED.  THE SERVICE
     COMPANY SHALL PROVIDE A LISTING BY SUBACCOUNT OF EQUIPMENT ADDITIONS
     DURING THE YEAR AND THE BALANCE AT THE CLOSE OF THE YEAR:

<TABLE>
     <S>                                        <C>                 <C>
                                                                    BALANCE AT
                                                                     CLOSE OF
     SUBACCOUNT DESCRIPTION                     ADDITIONS              YEAR   

     Engineering                                   2,276              12,773

     Operating Services                              542               2,397

     General Services                              1,903               8,321

     Information Resources                         4,560              82,267

     System Air                                        3                  76

                   TOTAL                           9,284             105,834


3/   DESCRIBE OTHER SERVICE COMPANY PROPERTY:

     1.  Purchased computer software and software licenses.

     2.  Pulverized coal pilot scale combustion facility.

4/   DESCRIBE CONSTRUCTION WORK IN PROGRESS:

     A.  An energy management system for the Southern Electric System to be
         located at Birmingham, Alabama.



( ) Denotes red figure.
/TABLE
<PAGE>





8
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                                 SCHEDULE III

                  ACCUMULATED PROVISION FOR DEPRECIATION AND
                   AMORTIZATION OF SERVICE COMPANY PROPERTY 

<TABLE>
    <S>                <C>         <C>        <C>          <C>      <C>
                                   ADDITIONS               OTHER
                       BALANCE AT   CHARGED                CHARGES  BALANCE AT
                       BEGINNING      TO                    ADD      CLOSE OF
    DESCRIPTION         OF YEAR    ACCT #403  RETIREMENTS (DEDUCT)1/   YEAR   
                                                                
Account

301  ORGANIZATION            -          -         -           -          -  

303  MISCELLANEOUS
     INTANGIBLE PLANT        -          -         -           -          -  

304  LAND & LAND RIGHTS      -          -         -           -          -  

305  STRUCTURES AND
     IMPROVEMENTS         26,619      2,859       -           -       29,478

306  LEASEHOLD
     IMPROVEMENTS          9,047        833      (112)        -        9,768

307  EQUIPMENT            79,220     10,482    (8,797)          2     80,907

308  OFFICE FURNITURE
     AND FIXTURES         16,032      2,134      (504)         36     17,698

309  AUTOMOBILES, OTHER
     VEHICLES AND
     RELATED GARAGE
     EQUIPMENT             2,248        708    (1,170)         -       1,786

310  AIRCRAFT AND
     AIRPORT EQUIPMENT     8,501      1,034    (2,560)         -       6,975

311  OTHER SERVICE
     COMPANY PROPERTY      7,688      1,521        (4)         -       9,205


     TOTAL               149,355     19,571   (13,147)          38   155,817

1/   PROVIDE AN EXPLANATION OF THOSE CHANGES CONSIDERED MATERIAL:<PAGE>





     NONE

( ) Denotes red figure.
/TABLE
<PAGE>





                                                                             9
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                                  SCHEDULE IV

                                  INVESTMENTS


INSTRUCTIONS:    Complete the following schedule concerning investments.

                 Under Account 124, "Other Investments", state each investment
                 separately, with description, including the name of issuing
                 company, number of shares or principal amount, etc.

                 Under Account 136, "Temporary Cash Investments", list each
                 investment separately.

<TABLE>
     <S>                                        <C>                 <C>
                                                BALANCE AT          BALANCE AT
                                                BEGINNING            CLOSE OF
     DESCRIPTION                                 OF YEAR              YEAR    


ACCOUNT 123 - INVESTMENT IN ASSOCIATE
  COMPANIES                                          -                 -    




ACCOUNT 124 - OTHER INVESTMENTS

  Employee Energy Loans                            1,776               1,746
  Energy Insurance Mutual LTD - Reserve               11                  11
  ACE Limited - Reserve                               69                  69
  Employee Computer Loans                            955                 866
  Notes Receivable                                    97                  91
  Miscellaneous                                       15                  11



ACCOUNT 136 - TEMPORARY CASH INVESTMENTS             -                   -  

     TOTAL                                         2,923               2,794
/TABLE
<PAGE>





10
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                                  SCHEDULE V

                 ACCOUNTS RECEIVABLE FROM ASSOCIATE COMPANIES

INSTRUCTIONS:    Complete the following schedule listing accounts receivable
                 from each associate company.  Where the service company has
                 provided accommodation or convenience payments for associate
                 companies, a separate listing of total payments for each
                 associate company by subaccount should be provided.

<TABLE>
     <S>                                        <C>                 <C>
                                                BALANCE AT          BALANCE AT
                                                BEGINNING            CLOSE OF
     DESCRIPTION                                 OF YEAR              YEAR    

ACCOUNT 146 - ACCOUNTS RECEIVABLE FROM ASSOCIATE COMPANIES

  The Southern Company                             1,562               1,739
  Alabama Power Company                           10,550              13,113
  Georgia Power Company                           18,546              19,381
  Gulf Power Company                               3,327              13,305
  Mississippi Power Company                        5,426               9,183
  Savannah Electric and Power Company              4,544               5,986
  Southern Electric Generating Company               477                 764
  Southern Electric International, Inc.            1,098               2,208
  The Southern Investment Group, Inc.                  2                   2
  Southern Nuclear Operating Company               5,673               5,108
  Southern Electric Railroad                         -                    40
     TOTAL                                        51,205              70,829

ANALYSIS OF CONVENIENCE OR ACCOMMODATION PAYMENTS:                   TOTAL
                                                                    PAYMENTS

  The Southern Company                                                  3,312
  Alabama Power Company                                                75,276
  Georgia Power Company                                               133,182
  Gulf Power Company                                                   26,433
  Mississippi Power Company                                            46,413
  Savannah Electric and Power Company                                  53,472
  Southern Electric Generating Company                                    907
  Southern Electric International, Inc.                                 2,539
  The Southern Investment Group, Inc.                                     -  
  Southern Nuclear Operating Company                                   21,052
  Southern Electric Railroad                                              -  

The major portion of the above expenses consists of the Integrated<PAGE>





System Power Pool transactions, transactions relating to the 
System Pension Plan, transactions relating to the Employee Savings
Plan and transactions relating to the Employee Stock Ownership Plan.

                                          TOTAL PAYMENTS              362,586
/TABLE
<PAGE>





                                                                           11 
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                                  SCHEDULE VI

                       FUEL STOCK EXPENSES UNDISTRIBUTED


INSTRUCTIONS:    Report the amount of labor and expenses incurred with respect
                 to fuel stock expenses during the year and indicate amount
                 attributable to each associate company.  Under the section
                 headed "Summary" listed below give an overall report of the
                 fuel functions performed by the service company.
<TABLE>
     <S>                                      <C>       <C>           <C>
     DESCRIPTION                              LABOR     EXPENSES      TOTAL


ACCOUNT 152 - FUEL STOCK EXPENSES
  UNDISTRIBUTED                              3,405         2,969      6,374

Total amount billed during current
  year as follows:

Associated Companies

  The Southern Company                         -              (1)        (1)
  Alabama Power Company                      (1,052)      (1,063)    (2,115)
  Georgia Power Company                      (1,434)      (1,121)    (2,555)
  Gulf Power Company                           (321)        (253)      (574)
  Mississippi Power Company                    (371)        (274)      (645)
  Savannah Electric and Power Company           (77)         (63)      (140)
  Southern Electric Generating Company          (83)         (86)      (169)
  Southern Electric International, Inc.         (20)         (40)       (60)
  Southern Electric Railroad                    (47)         (68)      (115)

     Subtotal                                (3,405)      (2,969)    (6,374)

  Nonassociated Companies                        -           -          -   

                                                                           
     TOTAL                                       0             0          0

( ) Denotes red figure.

SUMMARY:    Fuel services performed by the service company consists of acting
            as agent on behalf of all the system operating companies on fossil
            related matters as defined in an operating agreement with each
            company.
/TABLE
<PAGE>





12 
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)


                  SCHEDULE VII - STORES EXPENSE UNDISTRIBUTED




INSTRUCTIONS:    Report the amount of labor and expenses incurred with respect
                 to stores expense during the year and indicate amount
                 attributable to each associate company.

<TABLE>
     <S>                                      <C>       <C>           <C>
     DESCRIPTION                              LABOR     EXPENSES      TOTAL


ACCOUNT 163 - STORES EXPENSE UNDISTRIBUTED




  NOT APPLICABLE





















     TOTAL                                                                 
/TABLE
<PAGE>





                                                                            13
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                                 SCHEDULE VIII

                   MISCELLANEOUS CURRENT AND ACCRUED ASSETS

INSTRUCTIONS:    Provide detail of items in this account.  Items less than
                 $10,000 may be grouped, showing the number of items in each
                 group.
<TABLE>
     <S>                                        <C>              <C>
                                                BALANCE AT       BALANCE AT
                                                BEGINNING         CLOSE OF
     DESCRIPTION                                 OF YEAR           YEAR    


ACCOUNT 174 - MISCELLANEOUS CURRENT AND
              ACCRUED ASSETS                          -                 -      
           


  NOT APPLICABLE























/TABLE
<PAGE>





14
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                                  SCHEDULE IX

                         MISCELLANEOUS DEFERRED DEBITS

INSTRUCTIONS:    Provide detail of items in this account.  Items less than
                 $10,000 may be grouped, showing the number of items in each
                 class.

<TABLE>
     <S>                                        <C>                 <C>
                                                BALANCE AT          BALANCE AT
                                                BEGINNING            CLOSE OF
     DESCRIPTION                                 OF YEAR              YEAR    


ACCOUNT 186 - MISCELLANEOUS DEFERRED DEBITS

  New York State Teachers Retirement System           77                  77

  Deposit for Georgia Sales and Use Tax               13                  13

  Wilsonville Clean-up                               394                 448

  Fixed Asset Deferred Until 1993                    251                 -  

  Expenses Deferred Until 1993                       180                 -  

  Expenses Deferred Until 1994                       -                    76


  Total                                              915                 614
/TABLE
<PAGE>





                                                                           15 
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                                  SCHEDULE X

              RESEARCH, DEVELOPMENT OR DEMONSTRATION EXPENDITURES

INSTRUCTIONS:    Provide a description of each material research, development,
                 or demonstration project which incurred costs by the service
                 corporation during the year.

<TABLE>
     <S>                                                            <C>
     DESCRIPTION                                                    AMOUNT

ACCOUNT 188 - RESEARCH, DEVELOPMENT, OR DEMONSTRATION
              EXPENDITURES                                          25,081

Total amount billed during current year as follows:

Associate Companies

  Clean Coal Projects:
     Alabama Power Company                                          (2,208)
     Georgia Power Company                                          (3,364)
     Gulf Power Company                                               (577)
     Mississippi Power Company                                        (414)
     Savannah Electric & Power Company                                 (33)
     Southern Electric Generating Company                             (312)

  Air Quality Studies                                                 (162)
  Combustion and Fuel Effects                                         (773)
  Research Administration                                             (557)
  Flue Gas Treatment-Gen Evaluation                                   (221)
  Particulate Control Studies                                         (344)
  Water and Waste Management Research                                 (490)
  Advanced Energy Systems                                           (1,777)
  Thermal & Fluid Sciences                                            (196)
  R&D Tech. Econ Assessments                                          (193)

Non-Associate Companies:
  U.S. Department of Energy
     Engineering Development of Selective Oil Agglomeration           (183)
     EPT Coal Quality                                                  (14)
     Hot Gas Cleanup                                                (7,022)
     Clean Coal Technology                                          (6,239)
  Electric Power Research Institute
     10MW High Sulphur Coal Fabric Filter Pilot Plant                   (2)

     TOTAL                                                               0 <PAGE>





( ) Denotes red figure.
/TABLE
<PAGE>





16
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)
 
                       SCHEDULE XI - PROPRIETARY CAPITAL

<TABLE>
<S>        <C>               <C>          <C>              <C>
                             NUMBER OF    PAR OR STATED    OUTSTANDING 
ACCOUNT                       SHARES         VALUE            CLOSE
NUMBER     CLASS OF STOCK    AUTHORIZED    PER SHARE        OF PERIOD 

201        COMMON STOCK                                    NO. OF SHARES
            ISSUED             17,000        50.00         14,500

                                                           TOTAL AMOUNT
                                                           725

INSTRUCTIONS: Classify amounts in each account with brief explanation,
              disclosing the general nature of transactions which gave rise to
              the reported amounts.

DESCRIPTION                                     AMOUNT

ACCOUNT 211
  MISCELLANEOUS PAID-IN CAPITAL                    56

ACCOUNT 215
  APPROPRIATED RETAINED EARNINGS                   -

TOTAL                                              56

INSTRUCTIONS: Give particulars concerning net income or (loss) during the
              year, distinguishing between compensation for the use of capital
              owed or net loss remaining from servicing nonassociates per the
              General Instructions of the Uniform System of Accounts.  For
              dividends paid during the year in cash or otherwise, provide
              rate percentage, amount of dividend, date declared and date
              paid.


                        BALANCE AT  NET INCOME              BALANCE AT
                        BEGINNING       OR      DIVIDENDS     CLOSE
DESCRIPTION              OF YEAR      (LOSS)      PAID       OF YEAR  

ACCOUNT 216
  UNAPPROPRIATED RETAINED
  EARNINGS                     -        -            -          -

TOTAL                          -        -            -          -
/TABLE
<PAGE>





<TABLE>
                                                                           17
                                          ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                                                For the Year Ended December 31, 1993

                                                       (Thousands of Dollars)

                                                   SCHEDULE XII - LONG-TERM DEBT

INSTRUCTIONS:  Advances from associate companies should be reported separately for advances on notes, and advances on open
               account. Names of associate companies from which advances were received shall be shown under the class and series
               of obligation column.  For Account 224 - Other Long-Term Debt provide the name of creditor company or organization,
               terms of the obligation, date of maturity, interest rate, and the amount authorized and outstanding.

<S>                       <C>                <C>         <C>        <C>          <C>           <C>         <C>          <C>
                          TERMS OF OBLIG       DATE                              BALANCE AT                             BALANCE AT
                          CLASS & SERIES        OF       INTEREST     AMOUNT     BEGINNING                         1/     CLOSE
NAME OF CREDITOR          OF OBLIGATION      MATURITY      RATE     AUTHORIZED    OF YEAR      ADDITIONS   DEDUCTIONS    OF YEAR  


ACCOUNT 223 - ADVANCES FROM ASSOCIATE
              COMPANIES:

NOT APPLICABLE

ACCOUNT 224 - OTHER LONG-TERM DEBT:
  Notes Payable
New York State Teacher's Retirement System   4/01/2010      9.75       12,000          9,855        -           9,855          -  
Bankers Trust Company                        9/01/97        8.51       25,000         25,000        -          25,000          -  
Wachovia                                     9/9/96         4.62       10,000            -       10,000           -         10,000
CIBC, Inc.                                   9/9/97         4.94       15,000            -       15,000           -         15,000
    Subtotal                                                           62,000         34,855     25,000        34,855       25,000

OTHER LONG-TERM DEBT:
  CAPITAL LEASE OBLIGATION
Taylor and Mathis                            02/01/2011     9.25        7,225          6,199        -             155        6,044
Taylor and Mathis                            02/01/2011    13.00       41,551         43,554        -             122       43,432
    Subtotal                                                           48,776         49,753        -             277       49,476<PAGE>





TOTAL                                                                 110,776         84,608     25,000        35,132       74,476

1/   GIVE AN EXPLANATION OF DEDUCTIONS:     NYSTRS - Deductions of $9,854,699.85 transferred to current maturities.  Bankers
                                            Trust - Deductions of $25,000,000 is redemption of debt.  Taylor and Mathis -
                                            Deductions of $277,684.77 transferred to current maturities.
/TABLE
<PAGE>





18
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                SCHEDULE XIII - CURRENT AND ACCRUED LIABILITIES

INSTRUCTIONS: Provide balance of notes and accounts payable to each associate
              company.  Give description and amount of miscellaneous current
              and accrued liabilities.  Items less than $10,000 may be
              grouped, showing the number of items in each group.
<TABLE>
     <S>                                      <C>                 <C>
                                              BALANCE AT          BALANCE AT
                                              BEGINNING            CLOSE OF
     DESCRIPTION                               OF YEAR              YEAR     

ACCOUNT 233 - NOTES PAYABLE TO ASSOCIATE COMPANIES

  The Southern Company                         7,840               4,000
     TOTAL                                     7,840               4,000

ACCOUNT 234 - ACCOUNTS PAYABLE TO ASSOCIATE COMPANIES

  The Southern Company                           -                   -  
  Alabama Power Company                       21,247              22,396
  Georgia Power Company                       12,397              10,655
  Gulf Power Company                             358               1,208
  Mississippi Power Company                      275                 311
  Savannah Electric and Power Company             15                  11
  Southern Electric Generating Company            28                  12
  Southern Electric International, Inc.          -                   274    
  Southern Nuclear Operating Company           6,271               6,133
     TOTAL                                    40,591              41,000

ACCOUNT 242 - MISCELLANEOUS CURRENT AND ACCRUED LIABILITIES

  Incentive Pay                               14,040              13,037
  Vacation Clearing Account                   10,465              11,166
  Employee Group Insurance Premiums            2,959               2,903
  Early Retirement Benefits                    1,897               1,758
  Productivity Improvement Program             1,097               1,350
  Accumulated Provision for Major Overhaul 
     of Aircraft                                 770                 762
  Supplemental Pensions and Benefits             727                 996
  Department of Energy                           -                   438
  Flex and Save Benefits                         177                 228
  Post Employment Benefits                       -                    68
  Workmen's Compensation Awards                   55                  17
  Severence Pay                                  -                    50
  Employee Travel - Diners Club                   29                 -  
  Metro Life Advance-Current                      20                 151
/TABLE
<PAGE>





                                                                         18A
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                SCHEDULE XIII - CURRENT AND ACCRUED LIABILITIES
                                  (Continued)



<TABLE>
     <S>                                     <C>                   <C>       
                                             BALANCE AT            BALANCE AT
                                             BEGINNING              CLOSE OF 
     DESCRIPTION                              OF YEAR                YEAR    


ACCOUNT 242 - MISCELLANEOUS CURRENT AND ACCRUED LIABILITIES

  Wages - Regular Part-Time Employees             24                  28
  Payroll - General                               13                  20
  Miscellaneous (9)                              -                    17
  Miscellaneous (4)                               18                 -  

     TOTAL                                    32,291              32,989
/TABLE
<PAGE>





19
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                                 SCHEDULE XIV

                         NOTES TO FINANCIAL STATEMENTS

INSTRUCTIONS:    The space below is provided for important notes regarding the
                 financial statements or any account thereof.  Furnish
                 particulars as to any significant contingent assets or
                 liabilities existing at the end of the year.  Notes relating
                 to financial statements shown elsewhere in this report may be
                 indicated here by reference.


1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     General

     Southern Company Services, Inc. (the "Company") follows the Uniform
     System of Accounts prescribed by the Securities and Exchange Commission
     ("SEC") for service companies, as amended, effective January 1, 1980.

     The Company has no earnings or retained earnings since it primarily
     renders services at cost to its parent company, The Southern Company, and
     to that company's subsidiaries, as further discussed in Note 2.

     Income Taxes

     The Company is included in the consolidated federal income tax return
     with The Southern Company and its subsidiaries.  Federal income tax
     deferrals primarily resulting from the use of accelerated depreciation
     are fully utilized and accounted for by the operating subsidiaries of The
     Southern Company.

     Pension Costs

     The Company has a defined benefit, trusteed, noncontributory pension plan
     which covers substantially all regular employees.  The Company uses the
     "entry age normal method with frozen initial liability" actuarial method
     for funding purposes, subject to limitations under federal income tax
     regulations.  The Financial Accounting Standards Board (FASB) Statement
     No. 87, "Employers' Accounting for Pensions," requires use of the
     "projected unit credit" actuarial method for financial reporting
     purposes.<PAGE>





                                                                           19A
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                                 SCHEDULE XIV

                         NOTES TO FINANCIAL STATEMENTS


INSTRUCTIONS:    The space below is provided for important notes regarding the
                 financial statements or any account thereof.  Furnish
                 particulars as to any significant contingent assets or
                 liabilities existing at the end of the year.  Notes relating
                 to financial statements shown elsewhere in this report may be
                 indicated here by reference.

     The following table sets forth the defined benefit plan's funded status
     using the projected unit credit method as of December 31, 1993 and 1992: 

                                               1993        1992   
                                                (In Thousands)      

     Actuarial present value of
      benefit obligations:
        Vested benefits                       $141,444    $114,289
        Nonvested benefits                       7,946       6,580

     Accumulated benefit obligation            149,390     120,869
     Additional amounts related to
      projected salary increases                63,131      69,227

     Projected benefit obligation              212,521     190,096
     Less:
      Fair value of plan assets, 
        primarily equity and 
        fixed-income securities                327,208     288,232
      Unrecognized net gain                   (104,658)   (87,315)
      Unrecognized prior service
        cost                                     6,151       6,527
      Unrecognized net transition
        asset                                  (14,442)   (15,552)
      Prepaid pension costs                  $   1,738   $   1,796


     The rates assumed in the actuarial calculations were as follows:

                                                 1993        1992

     Discount                                    7.5%        8.0%
     Annual salary increase                      5.0%        6.0%
     Long-term return on plan assets             8.5%        8.5%<PAGE>





19B
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                                 SCHEDULE XIV

                         NOTES TO FINANCIAL STATEMENTS

INSTRUCTIONS:    The space below is provided for important notes regarding the
                 financial statements or any account thereof.  Furnish
                 particulars as to any significant contingent assets or
                 liabilities existing at the end of the year.  Notes relating
                 to financial statements shown elsewhere in this report may be
                 indicated here by reference.

     The components of net pension cost are shown below:


                                               1993        1992   
                                                (In Thousands)      

     Benefits earned during the year          $  8,865    $  8,043
     Interest cost on projected
      benefit obligation                        14,893      13,599
     Actual return on plan assets              (41,954)   (13,305)
     Net amortization and deferral              18,255     (7,784)

     Net pension costs                       $      59    $    553


     The Company incurred additional expenses of approximately $1,500,000 and
     $2,100,000 in 1993 and 1992, respectively, related to severance benefits
     under a work force reduction program.

     Other Post Retirement Benefits

     The Company also provides certain health care and life insurance benefits
     for retired employees.  Substantially all employees may become eligible
     for these benefits when they retire.  The Company recognizes these
     benefit costs on an accrual basis.  During 1993 and 1992, expenses
     incurred to provide these benefits were approximately $7,000,000 and
     $5,100,000, respectively.

     Effective January 1, 1993, Southern Company Services, Inc. adopted FASB
     Statement No. 106, "Employers' Accounting for Post Retirement Benefits
     Other Than Pensions".  These rules require that the cost of such benefits
     be accounted for on an accrual basis, using a specified actuarial method,
     "benefit/years-of-service".  The method utilized by the Company is on a
     prospective basis where costs will be recognized over a period of 20
     years, commencing in 1993.<PAGE>





                                                                           19C
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                                 SCHEDULE XIV

                         NOTES TO FINANCIAL STATEMENTS


INSTRUCTIONS:    The space below is provided for important notes regarding the
                 financial statements or any account thereof.  Furnish
                 particulars as to any significant contingent assets or
                 liabilities existing at the end of the year.  Notes relating
                 to financial statements shown elsewhere in this report may be
                 indicated here by reference.

     The following table sets forth the funded status of the plans as of
     December 31, 1993:

                                                  Postretirement  
                                                Medical       Life
                                                 1993         1993
                                                   (In Thousands)  
     Actuarial present value of
      benefit obligation:
        Retirees and Dependents               $12,668      $ 6,731
        Employees eligible to retire            4,397          -  
        Other employees                        30,365       10,716
     Accumulated benefit obligations           47,430       17,447
     Less:
      Fair value of plan assets                13,773          105
      Unrecognized net loss (gain)              5,213       (1,394)
      Unrecognized transition obligation       18,901        6,682
     Accrued liability recognized in the
      Balance Sheet                           $ 9,543      $12,054


     The rates assumed in the actuarial calculations were as follows:

     Discount                                    7.5%
     Annual salary increase                      5.0
     Long-term return on plan assets             8.5<PAGE>





19D
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                                 SCHEDULE XIV

                         NOTES TO FINANCIAL STATEMENTS

INSTRUCTIONS:    The space below is provided for important notes regarding the
                 financial statements or any account thereof.  Furnish
                 particulars as to any significant contingent assets or
                 liabilities existing at the end of the year.  Notes relating
                 to financial statements shown elsewhere in this report may be
                 indicated here by reference.

     The components of net periodic post retirement costs for 1993 are as
     follows:

                                                  Postretirement  
                                                Medical       Life
                                                 1993         1993
                                                   (In Thousands)  

     Benefits earned during the year           $1,719       $  686
     Interest cost on accumulated
       benefit obligation                       2,957        1,365
     Amortization of transition
       obligation over 20 years                   995          352
     Actual return on plan assets              (1,774)          (8)
     Net amortization and deferral                754          -  
       Net postretirement cost                 $4,651       $2,395


     Early Retirement Program

     In February 1994, the Company announced an early retirement program that
     would be offered to employees who are 55 years of age with 10 years of
     accredited service.  Costs related to this program are estimated to be
     approximately $25.7 million.  These costs will be charged to income
     during the first quarter of 1994.

     Property, Equipment, and Depreciation and Amortization

     Property and equipment, including any interest capitalized during
     construction, are recorded at cost.  Depreciation and amortization are
     provided on the straight-line method over the estimated economic life of
     the related asset (ranging from 5 to 12 years).  Leasehold improvements
     are amortized over the lives of the respective leases.

     On retirement or sale of assets, the cost of such assets and the related
     accumulated depreciation are removed from the accounts, and the gain or
     loss, if any, is credited or charged to income.<PAGE>





                                                                           19E
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                                 SCHEDULE XIV

                         NOTES TO FINANCIAL STATEMENTS

INSTRUCTIONS:    The space below is provided for important notes regarding the
                 financial statements or any account thereof.  Furnish
                 particulars as to any significant contingent assets or
                 liabilities existing at the end of the year.  Notes relating
                 to financial statements shown elsewhere in this report may be
                 indicated here by reference.


2.   SERVICE AGREEMENTS

     The Southern Company and each of its operating subsidiaries (Alabama
     Power Company, Georgia Power Company, Gulf Power Company, Mississippi
     Power Company, and Savannah Electric and Power Company), Southern
     Electric Generating Company (an operating subsidiary owned equally by
     Alabama Power Company and Georgia Power Company), Southern Electric
     International, Inc. (a subsidiary of The Southern Company which designs,
     builds, owns, and operates power production facilities and provides a
     broad range of technical services to industrial companies and utilities
     in the United States and a number of international markets), Southern
     Development and Investment Group, Inc. (a subsidiary of The Southern
     Company which researches and develops new business opportunities),
     Southern Nuclear Operating Company (a subsidiary of The Southern Company
     which provides services to the Southern electric system nuclear power
     plants), and Southern Electric Railroad Company (a subsidiary of The
     Southern Company, which provides railroad services to the operating
     subsidiaries) have entered into agreements with the Company under which
     the Company renders the following services at cost:  general executive
     and advisory services, general engineering, design engineering,
     purchasing, accounting and statistical, finance and treasury, tax,
     insurance and pension, rate, budgeting, business promotion and public
     relations, employee relations, systems and procedures, and other services
     with respect to business and operations and, in the case of operating
     subsidiaries, power pool operations.  The agreements shall be canceled to
     the extent and from the time that performance thereunder conflicts with
     any rule, regulation, or order of the SEC adopted before or after the
     execution of the agreements.

3.   LONG-TERM OPERATING LEASES

     The rental obligations for noncancelable operating leases total
     approximately $83,800,000 for the years 1994 through 2007, including
     $8,300,000 in 1994, $8,200,000 in 1995, $8,100,000 in 1996, $6,900,000 in
     1997, and $5,800,000 in 1998.    <PAGE>





19F
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                                 SCHEDULE XIV

                         NOTES TO FINANCIAL STATEMENTS

INSTRUCTIONS:    The space below is provided for important notes regarding the
                 financial statements or any account thereof.  Furnish
                 particulars as to any significant contingent assets or
                 liabilities existing at the end of the year.  Notes relating
                 to financial statements shown elsewhere in this report may be
                 indicated here by reference.

4.   LONG-TERM DEBT AND NOTES PAYABLE - OTHER

     Details of long-term debt and notes payable - other at December 31, 1993
     are as follows:

                                                      Due in      Due After 
                                                       1994         1994   
                                                          (In Thousands)   
     Long-term debt
       Notes payable:
          9 3/4% due 1994                           $ 9,855        $   -  
          4.62% due 1996                                -           10,000
          4.94% due 1997                                -           15,000

                                                      9,855         25,000
       Capitalized lease obligations:
          9 1/4% building lease                         155          6,044
          13% building lease                            122         43,432

                                                        277         49,476

       Total long-term debt                         $10,132        $74,476

     Short-term debt
       Notes payable - other:
          3.40% due 1/3/94                          $ 5,500        $   -  
          3.50% due 1/3/94                            5,000            -  
          3.50% due 1/10/94                           3,000            -  
          3.375% due 1/10/94                          5,000            -  

       Total short-term debt                        $18,500        $   -  

     The Southern Company has guaranteed the payment of the above notes and
     the rental payments relating to the 13% building lease.

     In September 1993, the Company retired $25 million of 8.51% note payable
     to Bankers Trust Company due September 1, 1996 and 1997.  In connection
     with such retirement of the above note, the Company paid a $637,500
     penalty which was charged to income.<PAGE>





                                                                           19G
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                                 SCHEDULE XIV

                         NOTES TO FINANCIAL STATEMENTS

INSTRUCTIONS:    The space below is provided for important notes regarding the
                 financial statements or any account thereof.  Furnish
                 particulars as to any significant contingent assets or
                 liabilities existing at the end of the year.  Notes relating
                 to financial statements shown elsewhere in this report may be
                 indicated here by reference.

     In September 1993, the Company issued $10 million of 4.62% notes payable
     due 1996 to Wachovia Bank of Georgia and $15 million of 4.94% notes
     payable due 1997 to CIBC, Inc.

     Maturities over the next five years of the Company's long-term debt
     outstanding at December 31, 1993 are as follows:  1994--$10,132,000;
     1995--$428,000; 1996--$10,598,000; 1997--$15,792,000; 1998--$1,011,000;
     thereafter--$46,647,000.

     The lease agreement for the 13% building lease provides for payments
     which do not cover the interest requirements for the first eight years of
     the lease.  The accrued interest in excess of the lease payments is
     included in the lease obligation.  During 1993, the aggregate lease
     payments were sufficient to cover the accrued interest and began to
     reduce the capitalized lease obligation.

     Assets acquired under capital leases are recorded in the Company's
     balance sheets as office building.  The net book value of assets acquired
     under capitalized leases was approximately $32,340,000 and $34,224,000 at
     December 31, 1993 and 1992, respectively.

     In January 1994, Southern Company Services, Inc. sold to Orchard L.L.C.
     the office building located at 800 Shades Creek Parkway in Birmingham. 
     As a result of this sale, the obligation to New York State Teacher's
     Retirement System was retired.  The Company at that time entered into a
     four year operating lease with Orchard.<PAGE>





19H
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                                 SCHEDULE XIV

                         NOTES TO FINANCIAL STATEMENTS

INSTRUCTIONS:    The space below is provided for important notes regarding the
                 financial statements or any account thereof.  Furnish
                 particulars as to any significant contingent assets or
                 liabilities existing at the end of the year.  Notes relating
                 to financial statements shown elsewhere in this report may be
                 indicated here by reference.

     Financial Instruments

     In accordance with FASB Statement No. 107, "Disclosure About Fair Value
     of Financial Instruments", all financial instruments of the Company - for
     which the carrying amount does not approximate fair value - are shown in
     the table below as of December 31:

                                               Long-Term Debt     
                                          Carrying          Fair
                                          Amount            Value
                                                (In Millions)
                    1993                  $34.9             $34.5
                    1992                  $35.1             $36.4


     The fair values for long-term debt were based on closing prices of
     comparable instruments.

5.   PURCHASE COMMITMENTS

     The Company has significant purchase commitments for computer hardware,
     software and radio communications equipment.  At December 31, 1993,
     future expenditures for these commitments are estimated to be up to
     $149,500,000 as follows:

                                          Year Ending
                                          December 31           Amount
                                                            (In Thousands)

                                          1994               $107,100
                                          1995                 40,000
                                          After 1995            2,400
                                                Total        $149,500<PAGE>





                                                                          19I
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                                 SCHEDULE XIV

                         NOTES TO FINANCIAL STATEMENTS

INSTRUCTIONS:    The space below is provided for important notes regarding the
                 financial statements or any account thereof.  Furnish
                 particulars as to any significant contingent assets or
                 liabilities existing at the end of the year.  Notes relating
                 to financial statements shown elsewhere in this report may be
                 indicated here by reference.


6.   RETAIL RATEPAYERS' SUITS

     In March 1993, several retail ratepayers of Georgia Power filed a civil
     complaint in the Superior Court of Fulton County, Georgia, against
     Georgia Power, The Southern Company, the system service company, and
     Arthur Andersen & Co.  The complaint alleged that Georgia Power obtained
     excessive rate increases by improper accounting for spare parts and
     sought actual damages estimated by the plaintiffs to be in excess of $60
     million - plus treble and punitive damages - for alleged violations of
     the Georgia Racketeer Influenced and Corrupt Organizations Act and other
     state statutes, statutory and common law fraud, and negligence.  These
     state law allegations were substantially the same as those included in a
     1989 suit brought in federal district court in Georgia.  That suit and
     similar ones filed in Alabama, Florida, and Mississippi federal courts
     were subsequently dismissed.

     The defendants' motions to dismiss the current complaint were granted by
     the Superior Court of Fulton County, Georgia, in July 1993.  In January
     1994, the plaintiffs' appeal of the dismissal to the Supreme Court of
     Georgia was rejected, and this matter is concluded.<PAGE>





20
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                                  SCHEDULE XV

                              STATEMENT OF INCOME

<TABLE>
<C>          <S>                                    <C>            <C>
ACCOUNT      DESCRIPTION                            CURRENT YEAR   PRIOR YEAR


        INCOME

 457       Services rendered to associate companies     344,202     315,492
 458       Services rendered to nonassociate
             companies                                   28,016      30,355
 421       Miscellaneous income or loss                      92         164

                Total Income                            372,310     346,011

        EXPENSE

 920       Salaries and wages                           165,257     149,279
 921       Office supplies and expenses                  46,220      45,972
 922       Administrative expense transferred-
             credit                                         -           -  
 923       Outside services employed                     62,800      56,398
 924       Property insurance                             1,002         990
 925       Injuries and damages                             271         253
 926       Employee pensions and benefits                22,556      19,252
 928       Regulatory commission expense                    100          22
 930.1     General advertising expenses                     -           -  
 930.2     Miscellaneous general expenses                 6,238       5,269
 931       Rents                                          8,373       8,551
 932       Maintenance of structures and
             equipment                                   16,615      16,754
 403       Depreciation and amortization expense         19,571      19,151
 408       Taxes other than income taxes                 12,713      11,258
 409       Income taxes                                       3         663
 410       Provision for deferred income taxes              -           -  
 411       Provision for deferred income taxes -
             credit                                         -           -  
 411.5     Investment tax credit                            -           -  
 426.1     Donations                                        587         631
 426.5     Other deductions                                 -           -  
 427       Interest on long-term debt                     8,409      10,609
 430       Interest on debt to associate companies          142          16
 431       Other interest expense                         1,453         943

                Total Expense                           372,310     346,011

                Net Income or (Loss)                        -           -  <PAGE>





/TABLE
<PAGE>





                                                                            21
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                              ANALYSIS OF BILLING

                              ASSOCIATE COMPANIES
                                  ACCOUNT 457

<TABLE>
<S>                                 <C>       <C>      <C>           <C>
                                    DIRECT    INDIRECT COMPENSAT'N   TOTAL
                                    COSTS     COSTS    FOR USE       AMOUNT
NAME OF ASSOCIATE COMPANY           CHARGED   CHARGED  OF CAPITAL    BILLED
                                    457-1     457-2    457-3

The Southern Company              $  9,327    $ 2,763   $   478    $ 12,568

Alabama Power Company               50,066     16,840     2,192      69,098

Georgia Power Company               91,016     31,822     3,811     126,649

Gulf Power Company                  15,025      5,057       663      20,745

Mississippi Power Company           19,671      7,953       824      28,448

Savannah Electric & Power 
  Company                            3,771      1,629       149       5,549

Southern Electric Generating
  Company                              761        374        31       1,166

Southern Electric International,
  Inc.                              12,019      5,593       406      18,018

The Southern Development and
  Investment Group, Inc.                18         14         2          34

Southern Nuclear Operating
  Company                           42,923     17,358     1,364      61,645

Southern Railroad                      188         88         6         282


          TOTAL                   $244,785    $89,491    $9,926    $344,202
/TABLE
<PAGE>





<TABLE>
                                          ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                                                For the Year Ended December 31, 1993

                                                       (Thousands of Dollars)

                                                        ANALYSIS OF BILLING
                                                       NONASSOCIATE COMPANIES
                                                            ACCOUNT 458

<S>                                         <C>           <C>         <C>                  <C>         <C>                 <C>
                                             DIRECT       INDIRECT    COMPENSATION                       EXCESS            TOTAL
                                             COSTS         COSTS        FOR USE            TOTAL           OR              AMOUNT
NAME OF NONASSOCIATE COMPANY                CHARGED       CHARGED      OF CAPITAL          COST        DEFICIENCY          BILLED  
                                             458-1         458-2         458-3                           458-4

Electric Power Research Institute            $   811         $  55          $ 2          $   868           $ 0            $   868

Florida Power & Light Co./Jacksonville
  Electric Authority/
  City of Tallahassee                            108             7            0              115             0                115

MPX Systems, Inc.                                115             8            0              123             0                123

Department of Energy                          23,319         1,567           70           24,956             0             24,956

Oglethorpe Power Corporation                   1,604           108            5            1,717             0              1,717

Powerco Federal Credit Union                       8             1            0                9             0                  9

Southern System Master Retirement Trust          213            14            1              228             0                228

     TOTAL                                   $26,178        $1,760          $78          $28,016            $0            $28,016

INSTRUCTION:  Provide a brief description of the services rendered to each nonassociate company:
 Electric Power Research Institute - Contract services concerning a catalyst test facility, control system training, a groundwater
 manual, high-sulfur coal fabric filter pilot plant, bulk transmission system reliability evaluation, an index system for coal
 combustion by-products, SCL Coal burner project, and FACTS project.
 Florida Power & Light Co./Jacksonville Electric Authority/City of Tallahassee - Services concerning unit power sales agreement.
 MPX Systems, Inc. - Services concerning fiber optic transport system.
 Department of Energy - Contract services concerning clean coal technologies, pressurized fluidized bed combustion studies,<PAGE>





 advanced integrated heat pump project, integrated gasification combined-cycle systems assessment project, engineering development
 of selective agglomeration, hot gas cleanup project, and development of a coal quality expert for reducing emissions and power
 production costs.
 Oglethorpe Power Corporation - Services concerning weather radar transport, and operating and planning services scheduling fees.
 Powerco Federal Credit Union - Services concerning telephone equipment usage.
 Southern System Master Retirement Trust - Services provided by trustee (Bankers Trust) for Southern System Master Retirement
 Trust.
/TABLE
<PAGE>





<TABLE>
                                                                           23
                                            ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                                                  For the Year Ended December 31, 1993
                                                         (Thousands of Dollars)

                                                              SCHEDULE XVI
                                                     ANALYSIS OF CHARGES FOR SERVICE
                                                  ASSOCIATE AND NONASSOCIATE COMPANIES
<S>                                  <C>       <C>         <C>     <C>           <C>           <C>      <C>       <C>        <C>
                                     ASSOCIATE COMPANY CHARGES     NONASSOCIATE COMPANY CHARGES        TOTAL CHARGES FOR SERVICE
                                     DIRECT    INDIRECT            DIRECT        INDIRECT              DIRECT    INDIRECT   
DESCRIPTION OF ITEMS                 COST       COST      TOTAL    COST          COST        TOTAL     COST      COST     TOTAL


920   SALARIES AND WAGES           $134,770    $27,332   $162,102  $3,050         $   105     $3,155   $137,820   $27,437  $165,257
921   OFFICE SUPPLIES & EXPENSES     36,620      7,578     44,198   1,987              35      2,022     38,607     7,613    46,220
922   ADMINISTRATIVE EXP.
       TRANSFERRED-CREDIT               -          -          -       -               -          -          -         -         -  
923   OUTSIDE SERVICES EMPLOYED      38,532      4,824     43,356  19,435               9     19,444     57,967     4,833    62,800
924   PROPERTY INSURANCE                339        660        999       2               1          3        341       661     1,002
925   INJURIES AND DAMAGES              -          271        271     -               -          -          -         271       271
926   EMPLOYEE PENSIONS 
       & BENEFITS                     3,639     18,621     22,260       1             295        296      3,640    18,916    22,556
928   REGULATORY COMMISSION
       EXPENSE                           74          1         75      25             -           25         99         1       100
930.1 GENERAL ADVERTISING
       EXPENSES                         -          -          -       -               -          -          -         -         -  
930.2 MISCELLANEOUS GENERAL
       EXPENSES                       4,567      (813)      3,754   1,577             907      2,484      6,144        94     6,238
931   RENTS                           4,295      3,986      8,281      40              52         92      4,335     4,038     8,373
932   MAINTENANCE OF STRUCTURES
       AND EQUIPMENT                  9,930      6,581     16,511      26              78        104      9,956     6,659    16,615
403   DEPRECIATION & AMORTIZATION
       EXPENSE                       10,207      9,242     19,449      34              88        122     10,241     9,330    19,571
408   TAXES OTHER THAN INCOME
       TAXES                          1,767     10,755     12,522       1             190        191      1,768    10,945    12,713
409   INCOME TAXES                        1          2          3     -               -          -            1         2         3
410   PROVISION FOR DEFERRED
       INCOME TAXES                     -          -          -       -               -          -          -         -         -  
411   PROVISION FOR DEFERRED
       INCOME TAXES CREDIT              -          -          -       -               -          -          -         -         -  <PAGE>





411.5 INVESTMENT TAX CREDIT             -          -          -       -               -          -          -         -         -  
426.1 DONATIONS                         136        451        587     -               -          -          136       451       587
426.5 OTHER DEDUCTIONS                  -          -          -                                                                     
        SUBTOTAL EXPENSES =         244,877     89,491    334,368  26,178           1,760     27,938    271,055    91,251   362,306

INSTRUCTION:  Total cost of service will equal for associate and nonassociate companies the total amount billed under their separate
              analysis of billing schedules.
( ) Denotes red figure.
/TABLE
<PAGE>





<TABLE>
                                                                          23A
                                            ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                                                  For the Year Ended December 31, 1993
                                                         (Thousands of Dollars)

                                                              SCHEDULE XVI
                                                     ANALYSIS OF CHARGES FOR SERVICE
                                                  ASSOCIATE AND NONASSOCIATE COMPANIES

<S>                                  <C>       <C>        <C>       <C>          <C>           <C>       <C>       <C>              
                                     ASSOCIATE COMPANY CHARGES      NONASSOCIATE COMPANY CHARGES       TOTAL CHARGES FOR SERVICE
                                     DIRECT    INDIRECT             DIRECT      INDIRECT               DIRECT    INDIRECT   
DESCRIPTION OF ITEMS                 COST       COST      TOTAL     COST        COST         TOTAL     COST      COST     TOTAL

427   INTEREST ON LONG-TERM DEBT        -          -        8,331      -              -           78        -         -       8,409
430   INTEREST ON DEBT TO
       ASSOCIATE COMPANIES              -          -          142      -              -          -          -         -         142
431   OTHER INTEREST EXPENSE            -          -        1,453      -              -          -          -         -       1,453
        TOTAL EXPENSES =            244,877     89,491    344,294   26,178          1,760     28,016    271,055    91,251   372,310
421   MISCELLANEOUS GAIN               (92)        -         (92)      -              -          -          (92)      -         (92)
        TOTAL COST OF SERVICE =    $244,785    $89,491   $344,202  $26,178         $1,760    $28,016   $270,963   $91,251  $372,218
/TABLE
<PAGE>





<TABLE>
                                                                           24
                                            ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                                                  For the Year Ended December 31, 1993
                                                         (Thousands of Dollars)

                                                              SCHEDULE XVII
                                                   SCHEDULE OF EXPENSE DISTRIBUTION BY
                                                     DEPARTMENT OR SERVICE FUNCTION

                                                                   DEPARTMENT OR SERVICE FUNCTION

<S>                                          <C>      <C>           <C>        <C>        <C>             <C>           <C>
                                                                                Finance                      Human
                                             Total                                and     Governmental   Resources and  Information
DESCRIPTION OF ITEMS                         Amount   Engineering   Executive  Accounting    Affairs     Administration Resources 

920    SALARIES AND WAGES                     $165,257   $55,137    $3,173     $15,525      $   896      $ 8,977         $ 37,003
921    OFFICE SUPPLIES AND EXPENSES             46,220     6,136       390       3,675          406        2,400           24,455
922    ADMINISTRATIVE EXPENSE 
         TRANSFERRED-CREDIT                        -         -         -           -            -            -                 - 
923    OUTSIDE SERVICES EMPLOYED                62,800    13,953       640       4,176        1,524        4,774            9,369
924    PROPERTY INSURANCE                        1,002       226         5          63            3           43              168
925    INJURIES AND DAMAGES                        271        43         1          12          -              8               30
926    EMPLOYEE PENSIONS & BENEFITS             22,556     6,310       231       1,838           87        1,169            4,286
928    REGULATORY COMMISSION EXPENSE               100       -         -            41          -             25              -  
930.2  MISCELLANEOUS GENERAL EXPENSES            6,238       360       229         650          414        3,436            1,324
931    RENTS                                     8,373     1,300        27          77           38          491            2,493
932    MAINTENANCE OF STRUCTURES & EQUIP        16,615     2,086       169         783           20        1,264            5,768
403    DEPRECIATION & AMORTIZATION
         EXPENSE                                19,571     2,764       161       1,114           50        1,422           10,547
408    TAXES OTHER THAN INCOME TAXES            12,713     4,272       104       1,181           41          733            3,171
409    INCOME TAXES                                  3       -         -           -            -            -                -  
410    PROVISION FOR DEFERRED INCOME TAXES         -         -         -           -            -            -                -  
411    PROVISION FOR DEFERRED INCOME 
         TAXES-CREDIT                              -         -         -           -            -            -                -  
426.1  DONATIONS                                   587         1        57         -             51           26              -  
427    INTEREST ON LONG-TERM DEBT                8,409       846       267       1,393           22          757            3,619
430    INTEREST ON DEBT TO ASSOCIATE CO.           142        22         1           6            1           10               53
431    OTHER INTEREST EXPENSE                    1,453       216        10          54           23          101              504
         TOTAL EXPENSES                        372,310    93,672     5,465      30,588        3,576       25,636          102,790
421    MISCELLANEOUS GAIN                         (92)      (30)        (3)        (19)          (2)         (15)              70<PAGE>





INSTRUCTION:  Indicate each department or service function.  (See Instruction 01-3 General Structure of Accounting System:  Uniform
              System Account)
( ) Denotes red figure.

       TOTAL COSTS   =                        $372,218   $93,642     $5,462     $30,569      $3,574      $25,621          $102,860

/TABLE
<PAGE>





<TABLE>
                                                                          25
                                            ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                                                  For the Year Ended December 31, 1993
                                                         (Thousands of Dollars)

                                                              SCHEDULE XVII
                                                   SCHEDULE OF EXPENSE DISTRIBUTION BY
                                                     DEPARTMENT OR SERVICE FUNCTION

                                                     DEPARTMENT OF SERVICE FUNCTION

<S>                 <C>        <C>              <C>          <C>         <C>           <C>        <C>            <C>
                                  Planning                               Research and             Corp Control
ACCOUNT             Internal   Market Research                 Public    Environmental  System     Accounting    Administrative
NUMBER                Audit      and Support    Production   Relations     Affairs     Aircraft     Use           and General  

  920              $5,093        $4,614          $19,081      $1,912      $ 3,912      $2,387      $1,819         $ 5,728
  921                 463           902            2,024       1,082        2,554         635         -             1,098
  922                 -             -                -           -            -           -           -               -  
  923                 262         4,458            2,395         414       20,052          42         -               741
  924                  20            17               74           9           15          11         -               348
  925                   4             3               14           2            3           2         -               149
  926                 632           521            2,163         237          455         308         -             4,319
  928                 -              34              -           -            -           -           -               -  
  930.2               161          (47)              228         103           66          (8)        116            (794)
  931                 545             7              492          12          132          23         -             2,736
  932                 110           295            1,130         111          187       3,025         -             1,667
  403                 158           456            1,114         131          426       1,190         -                38
  408                 401           357            1,475         150          305         188         -               335
  409                 -             -                -           -            -           -           -                 3
  410                 -             -                -           -            -           -           -               -  
  411                 -             -                -           -            -           -           -               -  
  426.1               -             -                 18         434          -           -           -               -  
  427                 158           386              446         176           80         242         -                17
  430                   1             3                8           1            3          33         -               -  
  431                  14            32               79          11           26         311          71               1
Expenses            8,022        12,038           30,741       4,785       28,216       8,389       2,006          16,386
  421                  (5)          (7)               (8)        (3)          -           (60)        -               (10)

TOTAL COSTS        $8,017       $12,031          $30,733      $4,782      $28,216      $8,329      $2,006         $16,376<PAGE>





( ) Denotes red figure.
/TABLE
<PAGE>





                                                                           26
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                       DEPARTMENTAL ANALYSIS OF SALARIES

                                  ACCOUNT 920

                                  DEPARTMENTAL SALARY EXPENSE      
<TABLE>
<S>                         <C>     <C>      <C>         <C>         <C>      
NAME OF DEPARTMENT                  INCLUDED IN AMOUNTS BILLED TO    PERSONNEL
Indicate each department    TOTAL   PARENT     OTHER        NON       END OF  
or service function         AMOUNT  COMPANY  ASSOCIATES  ASSOCIATES    YEAR   


Engineering               $ 55,137  $   72    $ 53,677     $1,388         882

Executive                    3,173     720       2,453        -            10

Finance & Accounting        15,525   1,165      14,205        155         253

Governmental Affairs           896      14         882        -             9

Human Resources & Admin      8,977      50       8,927        -           168

Information Resources       37,003     423      36,323        257         590

Internal Auditing            5,093      37       5,056        -            84

Planning Marketing 
 Research & Support          4,614     741       3,867          6          74

Production                  19,081      19      18,893        169         281

Public Relations             1,912     356       1,556        -            33

Research & Environmental
 Affairs                     3,912      26       3,137        749          59

System Aircraft              2,387     345       2,042        -            47

Corporate Control
 Accounting Use              1,819     697       1,122        -           -  

Administrative & General     5,728     198       5,099        431         -  

    TOTAL                 $165,257  $4,863    $157,239     $3,155       2,490



( ) Denotes red figure.
/TABLE
<PAGE>





27
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                           OUTSIDE SERVICES EMPLOYED

                                  ACCOUNT 923

INSTRUCTIONS:     Provide a breakdown by subaccount of outside services
                  employed.  If the aggregate amounts paid to any one payee
                  and included within one subaccount is less than $25,000,
                  only the aggregate number and amount of all such payments
                  included within the subaccount need be shown.  Provide a
                  subtotal for each type of service.


<TABLE>
<S>                         <C>                           <C>           <C>  
                                                          RELATIONSHIP
                                                          "A"=ASSOCIATE
                                                          "NA"= NON
FROM WHOM PURCHASED         ADDRESS                        ASSOCIATE   AMOUNT

Legal Services
American Electric Power     1 Riverside Plz, Columbus,OH 43216     NA $    55
Balch & Bingham             P.O.Box 306, B'ham, AL 35201           NA   1,501
Crowell and Moring          1001 Pennsylvania Ave,Wash, DC 20004   NA      26
Dillion, Read & Co, Inc.    535 Madison Ave., New York, NY 10022   NA      66
Edison Electric Institute   701 Pennsylvania Ave, Wash, DC 20004   NA     155
Hunton and Williams         P.O.Box 18936, Washington, DC 20036    NA      85
Keller and Heckman          1001 G St, Washington, DC 20001        NA     760
King & Spalding             191 Peachtree St., Atlanta, GA 30303   NA     151
Lewis & Lewis               P.O.Box 88, Waynesboro, GA 30830       NA      30
Mayer, Brown & Platt        787 7th Ave., Suite 2400,NY,NY 10019   NA      70
Troutman, Sanders, Lockerman
  & Ashmore                 600 Peachtree St.,NE,Atlanta,GA 30308  NA   1,536

Nine Other Items (less
  than $25,000 paid to other
  than Associate Cos.)      Aggregate                              NA      46
                                                                        4,481

Auditing Service
Arthur Andersen & Co.       133 Peachtree St, Atlanta, GA 30303    NA   1,008

Two Other Items (less 
  than $25,000 paid to other
  than Associate Cos.)      Aggregate                              NA      20
                                                                        1,028

(Continued on Page 27A)
/TABLE
<PAGE>





                                                                           27A
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                           OUTSIDE SERVICES EMPLOYED

                                  ACCOUNT 923

INSTRUCTIONS:     Provide a breakdown by subaccount of outside services
                  employed.  If the aggregate amounts paid to any one payee
                  and included within one subaccount is less than $25,000,
                  only the aggregate number and amount of all such payments
                  included within the subaccount need be shown.  Provide a
                  subtotal for each type of service.


<TABLE>
<S>                         <C>                                   <C>  <C>   
                                                         RELATIONSHIP
                                                        "A"=ASSOCIATE
                                                            "NA"= NON
FROM WHOM PURCHASED         ADDRESS                      ASSOCIATE     AMOUNT


Engineering Services
Adia Services, Inc.         P.O.Box 360161M, Pittsburgh, PA 15250  NA      62
Advanced R&D, Inc.          P.O.Box 540747,Orlando,FL 32854-0747   NA     135
Alabama Power Company       P.O.Box 2641, B'ham, AL 35291           A     181
Ardaman & Associates        P.O.Box 593003, Orlando, FL 32859      NA      33
BE&K Engineering Co.        P.O.Box 102466,Atlanta,GA 30368-0466   NA   8,817
Bechtel Power Corp.         P.O.Box 905168, Charlotte, NC 28290    NA     213
Brock & Blevins, Inc.       5000 Calhoun Ave.,P.O.Box 71966,
                              Chattanooga, TN  37407               NA      54
Chiyoda Corporation         P.O.Box 10, Tsurumi, Yokohama, Japan   NA      69
Clay Knapp                  2314 S. Ellis St., Lakewood,CO 80228   NA      31
Combustion Power Co.        1020 Marsh Rd., Suite 100, 
                              Menlo Park, CA 94025                 NA     178
Comprehensive Computer      5098 Post Oak Tritt Rd.,
  Consulting, Inc.            Roswell, GA  30075                   NA      39
Ellard Construction, Inc.   P.O.Box 101477, Irondale Station,
                              Birmingham, AL 35210                 NA     452
Enclean, Inc.               P.O.Box 71820, Chicago, IL 60694-1820  NA      75
Energy & Environmental      University of North Dakota, Box 8164,
  Research Center             University Station, Dept of Grants,
                              Grand Forks, ND  58202               NA   1,301
Energy Technology           One Technology, Suite I-809
  Consultants, Inc.           Irvine, CA  92718                    NA     112
EQE, Inc.                   44 Montgomery St., Suite 3200,
                              San Francisco, CA 94104              NA      30

(Continued on Page 27B)
/TABLE
<PAGE>





27B
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                           OUTSIDE SERVICES EMPLOYED

                                  ACCOUNT 923

INSTRUCTIONS:     Provide a breakdown by subaccount of outside services
                  employed.  If the aggregate amounts paid to any one payee
                  and included within one subaccount is less than $25,000,
                  only the aggregate number and amount of all such payments
                  included within the subaccount need be shown.  Provide a
                  subtotal for each type of service.


<TABLE>
<S>                         <C>                                   <C>     <C>
                                                         RELATIONSHIP
                                                        "A"=ASSOCIATE
                                                            "NA"= NON
FROM WHOM PURCHASED         ADDRESS                      ASSOCIATE     AMOUNT

Flame Refractories, Inc.    P.O.Box 65561, Charlotte, NC 28265     NA      68
Foster Wheeler Energy Corp. P.O.Box 360100, Pittsburgh, PA 15251   NA     153
Foster Wheeler USA Corp.    P.O.Box 360100, Pittsburgh, PA 15251   NA   2,269
Foxboro Company             P.O.Box 905014, Charlotte, NC 28290    NA      54
Georgia Power Company       333 Piedmont Ave, Accts Rec, 
                              12th Fl, Atlanta, GA 30308            A     270
Gulf Power Company          P.O.Box 1151, Pensacola, FL 32520       A   4,927
Hayes Tool & Eng. Co.       c/o Barnett Bank/Deposit #161567671
                              150 Teequista Dr.,Tequesta,FL 33469  NA      34
I.C.S.                      P.O.Box 101548, Atlanta, GA 30392      NA      35
Merz and McLellan, AG       Gewerbebank Baden, Bahnhofplatz 1,
                              Baden, Switzerland                   NA     108
Mississippi Power Co.       P.O.Box 4079, Gulfport, MS 39501        A      47
Monex Resources, Inc.       45 NE Loop 410, Suite 700, 
                              San Antonio, TX 78216                NA      80
Mustang Engineering, Inc.   P.O.Box 4848, Monroe, LA 71211-4848    NA     138
The M.W. Kellogg Co.        P.O.Box 299502, Houston,TX 77299-0502  NA   4,388
Nolon Multimedia            22A Commercial Blvd., Navato, CA 94949 NA      45
Performance Development 
  Corp.                     29 Airpark Rd., Princeton, NJ 08540    NA      41
Praxis Engineers, Inc.      852 North Hillview Dr, Milpatis, CA    NA      27
Radian Corporation          P.O.Box 841687,Dallas, TX 75284-1687   NA     959
Seatec, Inc.                P.O.Box 127, Warrior, AL 35180         NA     148
Software Technical          3020 Holcomb Bridge Rd.,
  Services, Inc.              Norcross, GA 30071                   NA      34


(Continued on page 27C)  
/TABLE
<PAGE>





                                                                           27C
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                           OUTSIDE SERVICES EMPLOYED

                                  ACCOUNT 923


INSTRUCTIONS:     Provide a breakdown by subaccount of outside services
                  employed.  If the aggregate amounts paid to any one payee
                  and included within one subaccount is less than $25,000,
                  only the aggregate number and amount of all such payments
                  included within the subaccount need be shown.  Provide a
                  subtotal for each type of service.


<TABLE>
<S>                         <C>                                   <C>     <C>
                                                         RELATIONSHIP
                                                        "A"=ASSOCIATE
                                                            "NA"= NON
FROM WHOM PURCHASED         ADDRESS                      ASSOCIATE     AMOUNT

Southern Electric Int'l     900 Ashwood Pkwy, Suite 500,
                              Atlanta, GA 30338                     A     270
Southern Research Institute P.O.Box 11407, Drawer 0375,
                              Birmingham, AL 35246-0375            NA   1,757
Spectrum Systems, Inc.      3410 W Nine Mile Rd,
                              Pensacola,FL 32526                   NA     146
Tempworld                   P.O.Box 360161M,
                              Pittsburgh,PA 15250                  NA      27
U of GA Research            Business Svcs Bldg, Rm 102,
  Foundation                  Athens, GA  30602                    NA    119
Viatech Services, Inc.      P.O.Box 531135, Birmingham, AL 35253   NA     38
Woodward-Clyde Consultants  2020 E. 1st St., Suite 400, 
                              Santa Ana, CA 92705                  NA     28
W.S. Pitts Consulting,Inc.  5505 Creedmoor Rd., Suite 216,
                              Raleigh, NC 27612                    NA     46

One Hundred Twenty-One Other Items (less
  than $25,000 paid to other
  than Associate Cos.)      Aggregate                              NA    632

                                                                      28,670





(Continued on page 27D)
/TABLE
<PAGE>





27D
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                           OUTSIDE SERVICES EMPLOYED

                                  ACCOUNT 923


INSTRUCTIONS:     Provide a breakdown by subaccount of outside services
                  employed.  If the aggregate amounts paid to any one payee
                  and included within one subaccount is less than $25,000,
                  only the aggregate number and amount of all such payments
                  included within the subaccount need be shown.  Provide a
                  subtotal for each type of service.


<TABLE>
<S>                         <C>                           <C>             <C>
                                                          RELATIONSHIP
                                                          "A"=ASSOCIATE
                                                          "NA"= NON
FROM WHOM PURCHASED         ADDRESS                        ASSOCIATE   AMOUNT

Other Services

A. Foster Higgins & Co.     P.O.Box 905235, Charlotte, NC 28290    NA      34
A&C Enercom                 P.O.Box 930246, Atlanta, GA 31193      NA      77
Access Inc.                 P.O.Drawer 566428, Atlanta, GA 30356   NA     119
Acmar Regional Landfill     P.O.Box 144, Moody, AL 35004           NA      97
Adia Services, Inc.         P.O.Box 360161M, Pittsburgh, PA 15250  NA     915
ADM Associates, Inc.        3239 Ramos Circle,Sacremento,CA 95827  NA      35
ADP Proxy Services          P.O.Box 23487, Newark, NJ 07189        NA     216
Agro Power Development      P.O.Box 250, Milltown, NJ 08850        NA      34
Alabama Power Company       P.O.Box 2641, Birmingham, AL 35291      A     899
Allison-Smith Company       P.O.Box 20215, Station N, 
                              Atlanta, GA  30325                   NA      31
Alternative Resource Corp.  P.O.Box 94020, Palatine, IL 60094      NA      75
Analytical Tech. Inc.       P.O.Box 840436, Dallas, TX 75284       NA      48
Andersen Consulting         133 Peachtree St.,NE,
                              Atlanta, GA 30303                    NA     265
Application Group, Inc.     200 Pine St., Suite 800
                              San Francisco, CA 94104              NA      63
Arko Executive Services,    2840 Mount Wilkinson Parkway,
  Inc.                        Suite 120, Atlanta, GA 30339         NA     303
Arthur Andersen & Co.       133 Peachtree St,NE, Atlanta,GA 30303  NA     831
ASAP Software Express, Inc. P.O.Box 91898, Chicago, IL 60693       NA     131
Atkearney                   P.O.Box 96796, Chicago, IL 60693       NA     133


(Continued on page 27E)
/TABLE
<PAGE>





                                                                           27E
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                           OUTSIDE SERVICES EMPLOYED

                                  ACCOUNT 923


INSTRUCTIONS:     Provide a breakdown by subaccount of outside services
                  employed.  If the aggregate amounts paid to any one payee
                  and included within one subaccount is less than $25,000,
                  only the aggregate number and amount of all such payments
                  included within the subaccount need be shown.  Provide a
                  subtotal for each type of service.


<TABLE>
<S>                         <C>                           <C>             <C>
                                                          RELATIONSHIP
                                                          "A"=ASSOCIATE
                                                          "NA"= NON
FROM WHOM PURCHASED         ADDRESS                        ASSOCIATE   AMOUNT

Atlantic Aerial Surveys     208 Exchange Place,
                              Huntsville, AL 35806                 NA      34
Auburn University           RBO Library, Auburn, AL 36849          NA      32
Auburn University           301 Samford Hall, Auburn, AL 36849     NA      29
Automated Design Systems    1000 Holcombe Woods Pkwy, Suite 210
                              Roswell, Ga 30076                    NA      28
Barakat & Chamberlin, Inc.  1800 Harrison St., 18th Floor,
                              Oakland, CA 94612                    NA      32
BE&K Engineering Co.        P.O.Box 102466, Atlanta, GA 30368      NA      47
Blankenship & Seay, Inc.    Suite 304 2204 Lakeshore Dr,
                              Birmingham, AL 35209                 NA      44
Blue Ridge Resource Group   415 Woodlawn Ave.,Greensboro,NC 27401  NA      68
BMF&R, Inc.                 721 Rt. 202-206, Bridgewater,NJ 08807  NA      50
Bob Andrews                 4100 Highland Cir., B'ham, AL 35213    NA      75
Booke & Company             P.O.Box 75157, Charlotte, NC 28295     NA      30
Booz-Allen & Hamilton, Inc. P.O.Box 10655, Newark, NJ 07193-0655   NA     554
Bowne of Atlanta, Inc.      P.O.Box 250288, Atlanta, GA 30325      NA     133
Harllee Branch, Jr.         3106 Nancy Creek Rd.,NW, Atlanta, GA   NA      40
Brandon Systems Corp.       G.P.O.Box 5222, New York, NY 10087     NA      28
Brannon & Tully             3690 Holcomb Bridge Rd.,
                              Norcross, GA 30092                   NA     159
Brenda L. Beasley           1917 Bill Murdock Rd.,
                              Marietta, GA 30062                   NA      26
Business Information        P.O.Box 8500-S2635,
  Technology, Inc.            Philadelphia, PA 19178               NA     169


(Continued on page 27F)
/TABLE
<PAGE>





27F
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                           OUTSIDE SERVICES EMPLOYED

                                  ACCOUNT 923


INSTRUCTIONS:     Provide a breakdown by subaccount of outside services
                  employed.  If the aggregate amounts paid to any one payee
                  and included within one subaccount is less than $25,000,
                  only the aggregate number and amount of all such payments
                  included within the subaccount need be shown.  Provide a
                  subtotal for each type of service.


<TABLE>
<S>                         <C>                           <C>             <C>
                                                          RELATIONSHIP
                                                          "A"=ASSOCIATE
                                                          "NA"= NON
FROM WHOM PURCHASED         ADDRESS                        ASSOCIATE   AMOUNT

Cameron & Associates, Inc.  6100 Lake Forest Dr., Suite 550
                              Atlanta, GA  30328                   NA     112
Carithers-Wallace-Courtnay  P.O.Box 1674, Atlanta, GA 30301        NA      35
Climate Control 
  Systems, Inc.             501 25th St.,South Irondale,AL 35210   NA      33
Comdisco Disaster Recovery   
  Services, Inc.            P.O.Box 91753, Chicago, IL 60693       NA     101
Comdisco Disaster Recovery
  Services, Inc.            6111 N. River Rd., Rosemont, IL 60018  NA      30
Comprehensive Computer      5098 Post Oak Tritt Rd.,
   Consulting, Inc.           Roswell, GA 30075                    NA   1,706
Compupro Consulting Serv.   6255 Barfield Rd., Suite 150
                              Atlanta, GA 30328                    NA      71
Computer People, Inc.       P.O.Box 1213 Dept 765,Newark,NJ 07101  NA     197
Computerxperts, Inc.        1252 W. Peachtree St., Suite 415
                              Atlanta, GA 30309                    NA     107
Concord Associates, Inc.    Suite 560, 1455 Pennsylvania, Ave.
                              Washington, DC  20004                NA     109
Consumermetrics             P.O.Box 888246, Atlanta, GA 30356      NA      32
CWM Remedial Services
  South, Inc.               P.O.Box 840185, Dallas,TX 75284-0185   NA      58
Data Management             P.O.Box 93607, Atlanta, GA 30377       NA      50
Data Resources, Inc.
  /McGraw Hill              P.O.Box 5-0210,Woburn, MA 02815-0210   NA     110
DCA                         P.O.Box 100493, Atlanta, GA 303084     NA      44

(Continued on page 27G)
/TABLE
<PAGE>





                                                                           27G
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                           OUTSIDE SERVICES EMPLOYED

                                  ACCOUNT 923


INSTRUCTIONS:     Provide a breakdown by subaccount of outside services
                  employed.  If the aggregate amounts paid to any one payee
                  and included within one subaccount is less than $25,000,
                  only the aggregate number and amount of all such payments
                  included within the subaccount need be shown.  Provide a
                  subtotal for each type of service.


<TABLE>
<S>                         <C>                           <C>             <C>
                                                          RELATIONSHIP
                                                          "A"=ASSOCIATE
                                                          "NA"= NON
FROM WHOM PURCHASED         ADDRESS                        ASSOCIATE   AMOUNT

Deloitte & Touche           2000 1st Citizens Bank Plaza, 
                              128 S. Tryson St.,
                              Charlotte, NC 28202                  NA      67
Draftech Computer Systems   P.O.Box 563, Norcross, GA 30091        NA      28
Duff & Phelps, Credit
  Rating Co.                P.O.Box 96834, Chicago, IL 60693       NA      45
Edward T. Houts D/B/A       2738 Chimney Springs Dr.,
  the Ecta Group              Marietta, GA 30062                   NA      69
Electric Management
  Associates, Inc.          P.O.Box 10552, Newark, NJ 07193        NA      52
Electric Power Research     Dept. 1527, P.O.Box 61000,
  Inst.                       San Francisco, CA 94161              NA     642
Entre Computer Center       100 Consourse Pkwy, 
                              Birmingham, AL 35244                 NA      28
Environment Consulting
  Engineers, Inc.           P.O.Box 22668, Knoxville, TN 37933     NA      26
Environmental Services      P.O.Box 22668, Knoxville, TN 37933     NA      51
Epley Marketing             One Quail Creek Circle, North
  Services, Inc.              Liberty, Iowa 52317                  NA      45
EQE, Inc.                   44 Montgomery St, Suite 3200,
                              San Francisco, CA  94104             NA      83
ERG, Inc.                   400 5th Ave., Waltham, MA 02154        NA      70
Ernst & Young               2121 SanJacinto Ave., Suite 500,
                              Dallas, TX 75201                     NA     490



(Continued on page 27H)
/TABLE
<PAGE>





27H
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                           OUTSIDE SERVICES EMPLOYED

                                  ACCOUNT 923


INSTRUCTIONS:     Provide a breakdown by subaccount of outside services
                  employed.  If the aggregate amounts paid to any one payee
                  and included within one subaccount is less than $25,000,
                  only the aggregate number and amount of all such payments
                  included within the subaccount need be shown.  Provide a
                  subtotal for each type of service.


<TABLE>
<S>                         <C>                           <C>             <C>
                                                          RELATIONSHIP
                                                          "A"=ASSOCIATE
                                                          "NA"= NON
FROM WHOM PURCHASED         ADDRESS                        ASSOCIATE   AMOUNT

Executive Education         1140 Hammond Dr., Suite H-1295,
  & Management                Atlanta, GA 30328                    NA      57
Fahlgren Martin, Inc.       P.O.Box 1628, Parkersburg, WV 26102    NA      72
Fiber Fuel International    221 Executive Circle, #11,
                              Savannah, GA 31406                   NA      50
Foxboro Co.                 P.O.Box 905014, Charlotte, NC 28290    NA     306
Fox-Morris Associates,      One Penn Ctr. at Suburban Station
  Inc.                        1617 JFK Blvd. Suite 210,
                              Philadelphia, PA  19103              NA      30
Frank M. Hyde               4707 Big Oak Bend, Marietta, GA 30062  NA      87
FTP Software, Inc.          P.O.Box 4526, Boston, MA 02212         NA      28
The Gallup Organization     P.O.Box 3366, Omaha, NE 68176-0280     NA     190
Gartner Group, Inc.         P.O.Box 10212, Stamford, CT 06904      NA     182
Gary Jewkes                 170 Spalding Mill, Dunwoody,GA 30350   NA      27
Georgia Power Company       333 Piedmont Ave.,Atlanta, GA 30308     A   1,064
Georgia Tech Research       Gtices System Laboratories, Georgia
  Corp.-Attn: Joan M.         Institution of Technologies, 
  Incrocci                    Atlanta, GA 30332                    NA      35
Global Utilities Institute
  of Samford U. Foundation  S.U.Box 2311, Birmingham, AL  35229    NA     972
Grace Computer Resources    204 Merchants Dr., Norcross,GA 30093   NA     455
Paul Griffin & Assoc.       1000 Urban Center Pkwy, Suite 250,
                              P.O.Box 43366, Birmingham,AL 35243   NA      49
Gulf Power Company          P.O.Box 1151, Pensacola, FL 32520       A      42
Gupta Technologies          1060 Marsh Rd, Menlo Park, CA 94025    NA      62


(Continued on page 27I)
/TABLE
<PAGE>





                                                                           27I
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                           OUTSIDE SERVICES EMPLOYED

                                  ACCOUNT 923


INSTRUCTIONS:     Provide a breakdown by subaccount of outside services
                  employed.  If the aggregate amounts paid to any one payee
                  and included within one subaccount is less than $25,000,
                  only the aggregate number and amount of all such payments
                  included within the subaccount need be shown.  Provide a
                  subtotal for each type of service.


<TABLE>
<S>                         <C>                           <C>             <C>
                                                          RELATIONSHIP
                                                          "A"=ASSOCIATE
                                                          "NA"= NON
FROM WHOM PURCHASED         ADDRESS                        ASSOCIATE   AMOUNT

Hallmark, Brooks &          1479 Brockett Rd., Suite 100
  Lozier Incorporated         Tucker, GA  30084                    NA     196
Heat Exchanger Systems      374 Congress St., Boston, MA 02210     NA      32
Hendrick Associates         5 Piedmont Ctr.,Suite 300,Atlanta,GA   NA      32
Hewitt Associates           P.O.Box 95135, Chicago, IL 60694       NA     276
HMH Associates              18 Hickory Lane, 
  Harold M. Horowitz, PHD     New Fairfield, CT 06812              NA      49
H N S Software Inc.         7000 Central Pky, Suite 220,
                              Atlanta, GA  30328                   NA      59
Douglass R. Hoadley,        5935 So. Shades Crest Rd.,
  Hoadley & Assoc.            Bessemer, AL 35023                   NA      25
Hogan & Hartson             Columbia Sq, 555 Thirteenth St.,
                              NW, Washington, DC  20004-1109       NA     156
Hugh A. Gower               195 Edgemere Way S., Naples,FL 33999   NA      73
The Hunter Group, Inc.      P.O.Box 17110, Baltimore, MD 21203     NA      66
Information Management      26750 U.S. Hwy 19 North, Suite 500,
  Resources                   Clearwater, FL 34621                 NA     230
James Martin & Co.          P.O.Box 18089, Merrifield, VA 22118    NA      64
James F. Reinhardt          230 River N. Dr., Suite 100,
                              Atlanta, GA 30346                    NA     126
James R. Sapp Management    9068 Tarnwood Circle, 
  Consultant                  Villa Rica, GA 30180                 NA      55
Jeffcoat & Associates, L.P. 5266 Grantswood Rd., B'ham, AL 35210   NA      92
Jeff Smith                  30 East 21st St, New York, NY 10010    NA      59
Jefferson G. Zeanah         9430 Huntcliff Trace,
                              Atlanta, GA 30350                    NA      50


(Continued on page 27J)
/TABLE
<PAGE>





27J
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                           OUTSIDE SERVICES EMPLOYED

                                  ACCOUNT 923


INSTRUCTIONS:     Provide a breakdown by subaccount of outside services
                  employed.  If the aggregate amounts paid to any one payee
                  and included within one subaccount is less than $25,000,
                  only the aggregate number and amount of all such payments
                  included within the subaccount need be shown.  Provide a
                  subtotal for each type of service.


<TABLE>
<S>                         <C>                           <C>             <C>
                                                          RELATIONSHIP
                                                          "A"=ASSOCIATE
                                                          "NA"= NON
FROM WHOM PURCHASED         ADDRESS                        ASSOCIATE   AMOUNT

JES Search Firm, Inc.       3475 Lenox Rd., Suite 970, 
                              Atlanta, GA 303026                   NA     31
Judy Moriarty Lewis, Inc.   3534 Blue Jay Rd., B'ham, AL 35243     NA     27
Jundt/Capen Associates,     1550 Utica Avenue South,
  Inc.                        Suite 950, Minneapolis, MN 55416     NA    120
Keane, Inc.                 P.O.Box 4201, Boston, MA  02211        NA     73
Kelly Services, Inc.        P.O.Box 198477, Atlanta, GA  30384     NA     33
King & Spalding             191 Peachtree St., Atlanta, GA 30303   NA     73
Kyle E. Wilcutt/Axcess
  Consulting & Training     P.O.Box 1235, Roswell, GA  30077       NA     47
Kravetz Associates          671 Timber Ridge Dr., 
                              Bartlett, IL 60103                   NA     55
Lavonne Poore               45 Kitty Hawk Dr., 
                              Stockbridge, GA 30281                NA     34
Law Environmental, Inc.     P.O.Box 102051, Atlanta, GA 30368      NA     41
Lynn Edward, Inc.           P.O.Box 80814, Conyers, GA 30208       NA     50
Magnus Software Corp.       c/o Commercial Bank of Georgia, 
  Attn: Sherri Clower         500 Northridge Rd., Suite 200,
                              Atlanta, GA 303050                   NA     35
Management Advances, Inc.   P.O.Box 513, Larkspur, CA 94977        NA    211
Manpower Temporary Services P.O.Box 55297, Birmingham, AL 35255    NA    122
Marjiana M. Schumann        1210 Key Terrace, Conyers, GA 30208    NA     89
Marketing Workshop          3294 Medlock Bridge Rd., Suite 200
                              Norcross, GA  30092                  NA     52
Martin Program Development  5088 Victor Trail, Norcross,GA 30071   NA     89

(Continued on page 27K)
/TABLE
<PAGE>





                                                                           27K
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                           OUTSIDE SERVICES EMPLOYED

                                  ACCOUNT 923


INSTRUCTIONS:     Provide a breakdown by subaccount of outside services
                  employed.  If the aggregate amounts paid to any one payee
                  and included within one subaccount is less than $25,000,
                  only the aggregate number and amount of all such payments
                  included within the subaccount need be shown.  Provide a
                  subtotal for each type of service.


<TABLE>
<S>                         <C>                           <C>             <C>
                                                          RELATIONSHIP
                                                          "A"=ASSOCIATE
                                                          "NA"= NON
FROM WHOM PURCHASED         ADDRESS                        ASSOCIATE   AMOUNT

C.V. & R.V. Maudlin         1511 K Street,NW,Washington,DC 20005   NA     49
Mead Data Central, Inc.     P.O.Box 100176, Atlanta, GA 30384      NA     47
Media Management Services   6096 South Lima St.,
                              Englewood, CO 80111                  NA     46
Mercer Management
  Consulting                P.O.Box 3800-28, Boston, MA 02241      NA     63
Merrill Lynch Pierce        P.O.Box 12251, Church Street Station
  Fenner & Smith              New York, NY  10249                  NA     71
Merz & McLallan, AG         Gewerbebank Baden, Bahnhofplatz 1,
                              CH-5400 Baden, Switzerland           NA     30
The Mescon Group            One Peachtree Center, 303 Peachtree 
                              St.,NE, Suite 1620,
                              Atlanta, GA 30308                    NA     68
Micro Investment Systems    P.O.Box 8599, Atlanta, GA 30306        NA    142
Mississippi Power Co.       P.O.Box 4079, Gulfport, MS 39501        A     64
The Mitchell Group          8913 Ellsworth Court, Silver
                              Spring, MD 20910                     NA     91
National Economic Research   
  Associates                P.O.Box 13917, Newark, NJ 07101        NA     54
National Environmental 
  Strategies                P.O.Box 13917, Newark, NJ 07101        NA    214
NationsBank of Georgia, NA  P.O.Box 198718, Atlanta, GA 30384      NA     45

Northern Bank Note Company  P.O.Box 370, LaGrange, GA 60525        NA     29
Olsten of Georgia, Inc.     P.O.Box 1091, Westbury, NY 11590-0219  NA     30

(Continued on page 27L)
/TABLE
<PAGE>





27L
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                           OUTSIDE SERVICES EMPLOYED

                                  ACCOUNT 923


INSTRUCTIONS:     Provide a breakdown by subaccount of outside services
                  employed.  If the aggregate amounts paid to any one payee
                  and included within one subaccount is less than $25,000,
                  only the aggregate number and amount of all such payments
                  included within the subaccount need be shown.  Provide a
                  subtotal for each type of service.


<TABLE>
<S>                         <C>                           <C>             <C>
                                                          RELATIONSHIP
                                                          "A"=ASSOCIATE
                                                          "NA"= NON
FROM WHOM PURCHASED         ADDRESS                        ASSOCIATE   AMOUNT

On-Line Consultants         4356 Springfield Dr., 
                              Norcross, GA 30092                   NA     93
Oracle Corporation          P.O.Box 44471, San Francisco,CA 94144  NA    144
Osoft Development Corp.     2964 Peachtree Rd, NE,Suite 350,
                              Atlanta, GA 30305                    NA    112
Parks Associates            5310 Harvest Hills Rd., Suite 235,
                              Lock Box 162, Dallas, TX  75230      NA     96
People Soft                 1331 N. California Blvd.,
                              Walnut Creek, CA 94596               NA    192
Performance Development 
  Corporation               29 Airpark Rd., Princeton, NJ 08540    NA    126
Persoft, Inc.               P.O.Box 44953, Madison, WI 53744       NA     29
Peter Osterio Associates    360 Sharon Ind. Way, Swanee,GA 30174   NA    116
Phillip Crosby Associates   P.O.Box 260000, Orlando, FL 32819      NA    765
Pony Express Courier        P.O.Box 75079, Charlotte, NC 28275     NA    104
Praxis Engineers, Inc.      852 N. Hillview Dr., 
                              Charlotte, NC 28275                  NA    246
Proudfoor Crosby
  Sun Bank, NA              P.O. Box 620000, Orlando, FL 32891     NA     32
Radian Corp.                P.O.Box 841687, Dallas, TX 75284       NA     92
Ralph M. Parsons Co.        File # 51790, Los Angeles, CA 90074    NA     76
Real Decisions Corporation  22 Thorndal Circle, Darien, CT 06820   NA     35
Resource Data International P.O.Box 106, Boulder, CO  80306        NA     54
Resources for the Future    1616 P St., NW, Washingon, DC 20036    NA     25
Robertson-Caruso & Assoc.   Alastar Corp., 5575B Chamblee-Dunwoody
                              Rd., Suite 205, Atlanta, GA 30338    NA     37

(Continued on page 27M)
/TABLE
<PAGE>





                                                                           27M
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                           OUTSIDE SERVICES EMPLOYED

                                  ACCOUNT 923


INSTRUCTIONS:     Provide a breakdown by subaccount of outside services
                  employed.  If the aggregate amounts paid to any one payee
                  and included within one subaccount is less than $25,000,
                  only the aggregate number and amount of all such payments
                  included within the subaccount need be shown.  Provide a
                  subtotal for each type of service.


<TABLE>
<S>                         <C>                           <C>             <C>
                                                          RELATIONSHIP
                                                          "A"=ASSOCIATE
                                                          "NA"= NON
FROM WHOM PURCHASED         ADDRESS                        ASSOCIATE   AMOUNT

Robert Taylor Associates    100 Europa Dr., Suite 400, 
                              Chapel Hill, NC 27514                NA     98
Roy F. Weston, Inc.         P.O.Box 8500 (S-6175),
                              Philadelphia, PA 19178               NA     50
SAS Institute, Inc.         P.O.Box 65505, Charlotte, NC 28265     NA     27
Savannah Laboratories &
  Environmental Serv.       P.O.Box 13548, Savannah, GA 31416      NA     53
Scott, Madden &             2626 Glenwood Ave., Suite 480,
  Associates, Inc.            Raleigh, NC 27608                    NA    207
SCSPDA                      64 Perimeter Ctr. E.,Atlanta,GA 30346   A     51
Seatec, Inc.                P.O.Box 127, Warrior, AL  35180        NA     28
Software Spectrum           P.O.Box 840150, 
                              Dallas, TX 75284                     NA     54
Software Technical          3020 Holcomb Bridge Road
  Services, Inc.              Norcross, GA 30071                   NA    106
Southeast Marketing         1000 Northbrook Parkway, Suite B
  Services, Inc.              Suwanee, GA 30174                    NA     25
Southern Electric           900 Ashwood Pkwy, Suite 500,
  International               Atlanta, GA 30338                     A    171
Southern Nuclear Operating  P.O.Box 1295-Bin B027,
  Company                     Birmingham, AL 35201                  A    192
Southern Research Institute P.O.Box 11407,Drawer 0375, B'ham, AL   NA    244
Spectrum Systems, Inc.      3410 W. Nine Mile Rd.,
                              Pensacola, FL 32526                  NA     26


(Continued on page 27N)
/TABLE
<PAGE>





27N
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                           OUTSIDE SERVICES EMPLOYED

                                  ACCOUNT 923


INSTRUCTIONS:     Provide a breakdown by subaccount of outside services
                  employed.  If the aggregate amounts paid to any one payee
                  and included within one subaccount is less than $25,000,
                  only the aggregate number and amount of all such payments
                  included within the subaccount need be shown.  Provide a
                  subtotal for each type of service.


<TABLE>
<S>                         <C>                           <C>             <C>
                                                          RELATIONSHIP
                                                          "A"=ASSOCIATE
                                                          "NA"= NON
FROM WHOM PURCHASED         ADDRESS                        ASSOCIATE   AMOUNT

Standards & Poors Corp.     25 Broadway, New York, NY 10004        NA      29
The Stein Printing Co.      2161 Monroe Dr., Atlanta, GA 30324     NA      47
Stephen N. Cole, Inc.       4745 Paran Valley, Atlanta, GA 30327   NA     116
Steven Johnson Group        1801 Peachtree St., Suite 140, 
                              Atlanta, GA 30309                    NA      88
Superior Temporaries        P.O.Box 1182, Houston, TX 77251        NA      32
Systems Applications Intl   P.O.Box 44025, San Francisco,CA 94144  NA     590
TATA Consulting Services    101 Park Ave., 26th Floor,
                              New York, NY 10178                   NA     252
Tempworld, Inc.             P.O.Box 360161M, Pittsburgh, PA 15250  NA     156
Texas Instruments, Inc.     P.O.Box 198645, Atlanta, GA 30384      NA      34
Arthur A. Thompson          7200 Commodore Dr.,
  & Assoc.                    Tuscaloosa, AL 35406                 NA     155
TPF&C                       P.O.Box 8500-50195110, 
                              Philadelphia, PA 19178               NA     127
Transkey                    5 Concourse Pkwy, Sutie 2300, 
                              Atlanta, GA 30328                    NA     174
Trust Company               P.O.Box 4418, Center 033, 
                              Atlanta, GA 30302                    NA      47
Universal Systems, Inc.     4350 Fairlakes Court, Suite 300,
                              Fairfax, VA  22033                   NA     155

The University of Alabama   College of Continuing Studies,
                              Box 870388, Tuscaloosa, AL 35487     NA      34
The University of Alabama   Contract & Grant Accounting,
                              P.O.Box 870136, Tuscaloosa,AL 35487  NA      83

(Continued on page 27O)  
/TABLE
<PAGE>





                                                                           27O
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                           OUTSIDE SERVICES EMPLOYED

                                  ACCOUNT 923


INSTRUCTIONS:     Provide a breakdown by subaccount of outside services
                  employed.  If the aggregate amounts paid to any one payee
                  and included within one subaccount is less than $25,000,
                  only the aggregate number and amount of all such payments
                  included within the subaccount need be shown.  Provide a
                  subtotal for each type of service.


<TABLE>
<S>                         <C>                           <C>             <C>
                                                          RELATIONSHIP
                                                          "A"=ASSOCIATE
                                                          "NA"= NON
FROM WHOM PURCHASED         ADDRESS                        ASSOCIATE   AMOUNT

User Tech                   1 Selleck St.,East Norwalk,CT 06855    NA     154
Barry A. Vittor &           8060 Cottage Hill Road,
  Associates, Inc.            Mobile, AL 36695                     NA      44
Wachovia Bank of            P.O.Box 4148, MC1001, 
  Georgia, NA                Wachovia Employee Benefit 
                              Trust, Atlanta, GA 30302             NA      47
Walker/Free Associates      1730 Pennsylvania Ave., NW,
                              Washington, DC 20006                 NA     157
Wise Consulting             215 Zeblin Rd., Atlanta, GA 30342      NA      33
Wells Fargo Guard Services  P.O.Box 668100, File #98993,
                              Charlotte, NC  28266                 NA     591
W. Robert Worley            190 St. Clair Dr.,St. Simons Island,
                              GA 31522                             NA      45
Xerox Corporation           Xerox Sq-0870, Rochester, NY 14664     NA     377


1,113 Other Items (less than
  $25,000 paid to other
  than Associate Cos.)      Aggregating                            NA   3,400
                                                                       28,621

                                                                      $62,800
/TABLE
<PAGE>





28
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                        EMPLOYEE PENSIONS AND BENEFITS

                                  ACCOUNT 926

INSTRUCTIONS:     Provide a listing of each pension plan and benefit program
                  provided by the service company.  Such listing should be
                  limited to $25,000.

<TABLE>
<S>                                                                       <C>
DESCRIPTION                                                            AMOUNT

Pensions                                                              $   824

Early Retirement Benefits                                               1,471

Employees Group Insurance                                               6,739

Postretirement Medical Benefits                                         4,651

Postretirement Life Benefits                                            2,394

Post-employment Benefits                                                  647

Educational Assistance Plan                                               118

Minority Scholarship Program                                               96

ESOP and ESP - Supplemental Plan                                          206

Employee Savings Plan - Company Contribution                            4,920

Employee Health and Physical Examinations                                 150

Other (Employees' Professional Fees and 
  Other Employee Fringe Benefits)                                         340

  TOTAL                                                               $22,556







/TABLE
<PAGE>





                                                                            29
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                         GENERAL ADVERTISING EXPENSES

                                 ACCOUNT 930.1


INSTRUCTIONS:     Provide a listing of the amount included in Account 930.1,
                  "General Advertising Expenses", classifying the items
                  according to the nature of the advertising and as defined in
                  the account definition.  If a particular class includes an
                  amount in excess of $3,000 applicable to a single payee,
                  show separately the name of the payee and the aggregate
                  amount applicable thereto.
<TABLE>
<S>               <C>                                                     <C>
DESCRIPTION       NAME OF PAYEE                                        AMOUNT

NOT APPLICABLE
























/TABLE
<PAGE>





30
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                        MISCELLANEOUS GENERAL EXPENSES

                                 ACCOUNT 930.2


INSTRUCTIONS:     Provide a list of the amount included in Account 930.2,
                  "Miscellaneous General Expenses", classifying the items
                  according to their nature.  Payments and expenses permitted
                  by Section 321 (b) (2) of the Federal Election Campaign Act,
                  as amended by Public Law 94-284 in 1976 (2 U.S.C.S. 441 (b)
                  (2) shall be separately classified.

<TABLE>
<S>                                                                       <C>
DESCRIPTION                                                            AMOUNT


Meetings/Seminars/Hotels/Catering/Meals/Conferences                    $1,402

Dues and Memberships                                                      653

Recruiting/Interviewing/Placement                                          31

Employee Training                                                       3,619

Transportation/Personnel Expense                                           64

Billing Adjustments                                                     (248)

Membership Fee                                                             20

Employee Activities                                                        61

Corporate Moving Expense                                                  149

Other General Expense                                                     487

  TOTAL                                                                $6,238





/TABLE
<PAGE>





                                                                            31
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                                     RENTS

                                  ACCOUNT 931


INSTRUCTIONS:     Provide a listing of the amount included in Account 931,
                  "Rents", classifying such expenses by major groupings of
                  property, as defined in the account definition of the
                  Uniform System of Accounts.
<TABLE>
<S>                                                                       <C>
DESCRIPTION                                                            AMOUNT

Office Rents                                                            5,211

Computer and Other Data Processing Equipment Rental                       440

Software Rental                                                         1,917

Automobile, Office Furniture & Equipment, and
  Miscellaneous Storage & Equipment Rental                                805

  TOTAL                                                                 8,373




















/TABLE
<PAGE>





32
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                         TAXES OTHER THAN INCOME TAXES

                                  ACCOUNT 408

INSTRUCTIONS:     Provide an analysis of Account 408, "Taxes Other Than Income
                  Taxes".  Separate the analysis into two groups:  (1) other
                  than U.S. Government taxes, and (2) U.S. Government taxes. 
                  Specify each of the various kinds of taxes and show the
                  amounts thereof.  Provide a subtotal for each class of tax.

<TABLE>
<S>                                                                       <C>
KIND OF TAX                                                            AMOUNT


Other Than U.S. Government Taxes

  State Unemployment                                                      131

  State Franchise                                                           7

  City and County License                                                  24

  City Commercial Rent and Occupancy                                       13

  Property and Other City and State                                     1,543

      Subtotal - Other                                                  1,718


U.S. Government Taxes

  Federal Insurance Contributions Act                                  10,819

  Federal Unemployment                                                    176

      Subtotal - U.S. Government                                       10,995


  TOTAL                                                                12,713




/TABLE
<PAGE>





                                                                            33
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                                   DONATIONS

                                 ACCOUNT 426.1

INSTRUCTIONS:     Provide a listing of the amount included in Account 426.1,
                  "Donations", classifying such expenses by its purpose.  The
                  aggregate number and amount of all items of less than $3,000
                  may be shown in lieu of details.

<TABLE>
<S>                                        <C>                            <C>
NAME OF RECIPIENT                          PURPOSE OF DONATION         AMOUNT

280 Shades Creek Project                   Civic & Charitable              17
Alabama, University of                     Employee Matching Gift          11
American Legislative Exchange Council      Support of Program               5
Auburn University                          Employee Matching Gift           7
Birmingham Area Chamber of Commerce        Civic & Charitable              50
Birmingham Path Program                    Civic & Charitable               3
Birmingham-Southern College                Employer Matching Gift           4
Boy Scouts of America                      Civic & Charitable               7
Center for Legislative Energy &
 Environmental Research                    Support of Program               8
Children's Hospital                        Civic & Charitable               8
City Stages Run                            Civic & Charitable               4
Commission of Presidential Debates         Civic & Charitable               5
Congressional Black Caucus Foundation      Civic & Charitable               5
Council of Energy Resource Tribes          Civic & Charitable               5
Edison Electric Institute                  Support of Program              50
Georgia Council on Economic Education      Educational Contribution         5
Georgia Institute of Technology            Employee Matching Gift           8
Georgia Mental Health Association          Civic & Charitable               4
Georgia Youth Science & Technology Center  Civic & Charitable              30
Junior Achievement of Greater Birmingham   Civic & Charitable               3
Literacy Council of Central Alabama        Civic & Charitable               5
March of Dimes                             Civic & Charitable              23
The National Coal Council                  Support of Program              18
National Multiple Sclerosis                Civic & Charitable               4
Savannah A's Baseball Team                 Civic & Charitable               5
Scottish Rite Children's Hospital          Civic & Charitable               4
Senator's Ski Cup                          Civic & Charitable               7
Southern Governor's Association            Support of Program               5

/TABLE
<PAGE>





33A
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                                   DONATIONS

                                 ACCOUNT 426.1

INSTRUCTIONS:     Provide a listing of the amount included in Account 426.1,
                  "Donations", classifying such expenses by its purpose.  The
                  aggregate number and amount of all items of less than $3,000
                  may be shown in lieu of details.



<TABLE>
<S>                                        <C>                            <C>
NAME OF RECIPIENT                          PURPOSE OF DONATION         AMOUNT

Taste of the South (Up 
 with Downs Syndrome)                      Civic & Charitable               7
Tax Foundation, Inc.                       Civic & Charitable               3
United Cerebral Palsy                      Civic & Charitable               5
United Negro College Fund                  Educational Contribution        15
United States Energy Association           Support of Program               3
United Way                                 Civic & Charitable             132


92 Other Items (Less than $3,000)          Civic & Charitable              76

69 Other Items (Less than $3,000)          Employee Matching Gift          25

13 Other Items (Less than $3,000)          Support of Program              11

  TOTAL                                                                   587
/TABLE
<PAGE>





                                                                            34
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                               OTHER DEDUCTIONS

                                 ACCOUNT 426.5


INSTRUCTIONS:     Provide a listing of the amount included in Account 426.5,
                  "Other Deductions", classifying such expenses according to
                  their nature.


<TABLE>
<S>                                 <C>                                   <C>
DESCRIPTION                         NAME OF PAYEE                      AMOUNT



NOT APPLICABLE




























/TABLE
<PAGE>





35

               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)

                                SCHEDULE XVIII

                         NOTES TO STATEMENT OF INCOME


INSTRUCTIONS:     The space below is provided for important notes regarding
                  the statement of income or any account thereof.  Furnish
                  particulars as to any significant increase in services
                  rendered or expenses incurred during the year.  Notes
                  relating to financial statements shown elsewhere in this
                  report may be indicated here by reference.


See Notes to Financial Statements on Pages 19 - 19I.<PAGE>
<TABLE>

                              ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                                             ORGANIZATION CHART
<S>                  <C>                 <C>            <C>                <C>
                                                  President
                                                    & CEO
                                                      |
       -------------------------------------------------------------------------
       |          |   |                  |               |                     |
  Sr. Executive   |   |-Dir. Internal    |-Vice Pres.    |-Vice Pres.       Executive
  Vice Pres.          | Auditing         | Human         | Corporate        Vice Pres.
     |            |   | Atlanta          | Resources     | Communications   Finance &
     |                | Region           |               |                  Accounting
     |            |   |                  |               |                     |
|----|                |                  |               |                 |---|
|                 |   |                  |               |                 |
|-Dir. Internal---|   |-Dir. Internal    |-Vice Pres.    |-Vice Pres.      |-Vice Pres.
| Auditing            | Auditing         | Plnng., Mkt.  | Governmental    | & Comptroller
| Birmingham          | Mississippi      | Research &    | Affairs         |
| Region              |                  | Support       |                 |
|                     |                  |               |                 |
|-Vice Pres.          |-Dir. Internal    |-Vice Pres.    |-Sr. Vice Pres.  |-Vice Pres.
| Materials             Auditing           Environmental   Information     | Finance &
| Management            Savannah           Policy          Resources       | Treasurer
|                                                                          |
|-Vice Pres.                                                               |-Vice Pres.
| Research &                                                               | Secretary &
| Environmental                                                            | House Counsel
| Affairs                                                                  |
|                                                                          |
|-Vice President                                                           |-Vice Pres.
| Operating &                                                                N.Y. Investor
| Planning Svcs.                                                             Relations
|
|-Executive           Vice Pres.
| Vice Pres.----------Projects
| Engineering         Management
|
|-Vice Pres.
  Fuel
  Services<PAGE>

</TABLE>



37
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                             METHODS OF ALLOCATION

   1.   Annual Operating Area Territorial Load Basis

        Each Client Operating Company, other than Southern Electric Generating
        Company (SEGCO), will be charged that percentage of the total Service
        Company charges to be distributed by this method which its annual
        operating area territorial load is of the total annual operating area
        territorial load of the Southern electric system, defined as total
        energy generated plus energy received minus energy deliveries to
        exclude loads and include all Southeastern Power Administration (SEPA)
        Preference Customer loads (exclusive of the direct SEPA-Crisp County
        component), as well as loads served jointly by Georgia Power Company
        and Oglethorpe Electric Membership Corporation, Municipal Electric
        Association of Georgia (MEAG), and City of Dalton through the
        aforesaid companies joint ownership of generating facilities with
        Georgia Power Company.  The MEAG component includes any component for
        Crisp County under the provisions of the MEAG-Crisp County Agreement. 
        Excluded areas are such as those of South Mississippi Electric Power
        Association, Alabama Electric Cooperative, Tennessee Valley Authority,
        Florida Power Corporation, etc.

   2.   Customer Basis

        Each Client Operating Company, other than SEGCO, will be charged that
        percentage of the total Southern Company charges to be distributed by
        this method which its average number of customers for the preceding
        year is of the total average number of customers of the Southern
        electric system, other than SEGCO, for such year.

   3.   Employee Basis

        Each Client Operating Company, other than SEGCO, will be charged that
        percentage of the total Service Company charges to be distributed by
        this method which its average number of employees for the preceding
        year is of the total average number of employees of all Client
        Operating Companies, other than SEGCO, for such year.

   4.   Direct Billing Basis

        Each Client Operating Company will be charged that percentage of the
        total Service Company charges to be distributed by this method which
        its applicable Service Company direct billings for the preceding year
        is to the total Service Company direct billings for such year.<PAGE>





                                                                           37A
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                             METHODS OF ALLOCATION



   5.   Financial Basis

        Each Client Operating Company will be charged that percentage of the
        total Service Company charges to be distributed by this method which
        its average of the percentages of net fixed assets, operating expenses
        and operating revenue sources is to the total Client Operating Company
        net fixed assets, operating expenses and operating revenue of the
        Southern electric system.

   6.   Fossil Fuel Generation Basis

        Each Client Operating Company will be charged that percentage of the
        total Service Company charges to be distributed by this method which
        its generation from fossil fuel sources is of the total generation
        from fossil fuel sources of the Southern electric system.

   7.   Fossil and Hydro Capacity Basis

        Each Client Operating Company will be charged the factor determined by
        dividing the total fossil and hydro generating capacity for each
        company, including capacity attributed to joint owners of system
        plants, by the total fossil and hydro generating capacity for the
        Southern electric system.

   8.   Insurance Premium Basis

        Each Client Operating Company will be charged that percentage of the
        total Service Company charges to be distributed by this method which
        its applicable insurance premiums is to the total applicable insurance
        premiums of the Southern electric system.

   9.   Net Fixed Assets Basis

        Each Client Operating Company will be charged that percentage of the
        total Service Company charges to be distributed by this method which
        its net fixed assets is to the total net fixed assets of the Southern
        electric system.

  10.   Number of Nuclear Plants

        Each Client Operating Company will be charged that percentage of the
        total Service Company charges to be distributed by this method which
        its number of nuclear plants is to the total nuclear plants.<PAGE>





37B
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                             METHODS OF ALLOCATION




  11.   Number of Vehicles Basis

        Each Client Operating Company will be charged that percentage of the
        total Service Company charges to be distributed by this method which
        its number of vehicles is to the total vehicles maintained on the
        Standard Transportation System.

  12.   Nuclear Plant Capacity Basis

        Each Client Operating Company will be charged that percentage of the
        total Service Company charges to be distributed by this method which
        its name plate kilowatt capacity of nuclear plants is to the total
        kilowatt capacity of all nuclear plants.

  13.   Nuclear Plant Generation Basis

        Each Client Operating Company will be charged that percentage of the
        total Service Company charges to be distributed by this method which
        its net generation of nuclear plants is to the total net generation of
        all nuclear plants.

  14.   Preferred Stockholder Basis

        Each Client Operating Company will be charged that percentage of the
        total Service Company charges to be distributed by this method which
        is the number of preferred stockholders per Client Operating Company
        to the total preferred stockholders maintained on the Standard
        Preferred Stock System.

  15.   Salary Basis

        The ratio of all applicable work orders for the appropriate division,
        department, groups of departments or other cost centers that incur
        salary charges per month.  The larger the amount of salary charges to
        a direct work order, the larger the amount that work order will
        receive in the allocation.<PAGE>





                                                                           37C
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

                             METHODS OF ALLOCATION




  16.   Southern System Basis

        This method will be applicable only to charges for services which
        relate to Southern and other Client Operating Companies.  Each Client
        Operating Company will be charged for the charges to be distributed by
        this method in the ratio of such Client Company's total capitalization
        to the sum of the total capitalization of all Client Operating
        Companies.

  17.   System Aircraft

        Variable costs incurred related to system aircraft are charged to the
        participating Client Companies using one of three methods:

        A)   Variable costs incurred for travel within the Southern electric
             system are allocated using the Southern System Basis;
        B)   Variable costs incurred for travel outside the Southern electric
             system are allocated based on the percentage of miles flown for
             each specific Client Company to the total miles flown by all
             participating Client Companies.
        C)   Variable costs incurred for travel inside a particular Client
             Company's service territory are allocated based on the percentage
             of miles flown for each specific Client Company to the total
             miles flown by all participating Client Companies.

        Fixed costs related to system aircraft (rent, depreciation, salaries,
        etc.) are allocated to participating Client Companies using a three-
        year rolling average of variable costs.<PAGE>





38
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993

          ANNUAL STATEMENT OF COMPENSATION FOR USE OF CAPITAL BILLED


The following annual statement was supplied to each associate client company
regarding interest billed for compensation of equity capital and borrowed
capital in 1993.

Pursuant to the amended Uniform System of Accounts for Mutual and Subsidiary
Service Companies implemented in January 1980, Southern Company Services is
required to submit an annual statement to its associated client companies
stating the amount and calculation of interest billed for compensation of
equity capital and borrowed capital.  Southern Company Services does not bill
its associated client companies for compensation of equity capital.

In 1993 Southern Company Services initiated short-term borrowings from The
Southern Company and other outside banking institutions.  The interest rates
on these borrowings ranged from 3.06% to 3.63%.  Interest in the amounts of
$141,975.67 and $705,621.79 was accrued on Southern Company and outside
borrowings respectively and was billed to the client companies.  The interest
was distributed to each company either on the appropriate fixed percentage
allocation basis or on the salary allocation basis in accordance with the SEC
orders and our service contracts.

In addition, as of December 31, 1993, Southern Company Services had long-term
debt outstanding from various institutions in the amount of $84,608,323.57. 
The interest rates on these borrowings ranged from 4.62% to 13.0%.  Interest
of $9,155,897.61 was accrued and billed to the client companies.  The interest
was distributed to each company either on the appropriated fixed percentage
allocation basis or on the salary allocation basis in accordance with the SEC
orders and service contracts.

The interest on total service company indebtedness was billed to the associate
and nonassociate companies as follows:

        The Southern Company                                 $   478,251.27
        Alabama Power Company                                  2,191,647.06
        Georgia Power Company                                  3,810,793.32
        Gulf Power Company                                       663,383.89
        Mississippi Power Company                                824,087.54
        Savannah Electric & Power Company                        149,193.98
        Southern Electric Generating Company                      30,592.80
        Southern Electric International, Inc.                    405,938.71
        Southern Nuclear Operating Company                     1,364,353.94
        Southern Development and Investment Group, Inc.            1,746.32
        Southern Electric Railroad Company                         5,315.90
        Nonassociate                                              78,190.34

                                                             $10,003,495.07<PAGE>





                                                                            39
               ANNUAL REPORT OF SOUTHERN COMPANY SERVICES, INC.

                     For the Year Ended December 31, 1993











                               SIGNATURE CLAUSE

                        Pursuant to the requirements of the Public

                  Utility Holding Company Act of 1935 and the rules

                  and regulations of the Securities and Exchange

                  Commission issued thereunder, the undersigned

                  company has duly caused this report to be signed on

                  its behalf by the undersigned officer thereunto

                  duly authorized.



                          Southern Company Services, Inc.  
                          (Name of Reporting Company)


                        By:  /s/W. Dean Hudson
                             (Signature of Signing Officer)


                        W. Dean Hudson, Vice President & Comptroller
                        (Printed Name and Title of Signing Officer)


                  Date:        April 29, 1994      <PAGE>


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