SOUTHERN NUCLEAR OPERATING COMPANY INC
U-13-60, 1994-04-25
Previous: CELLULAR COMMUNICATIONS INC /DE, SC 13D/A, 1994-04-25
Next: ANNTAYLOR STORES CORP, PRE 14A, 1994-04-25



                                 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 Nuclear Operating Company, Inc.
                      (Exact Name of Reporting Company)

                  A        Subsidiary        Service Company
                          ("Mutual or "Subsidiary")


Date of Incorporation    December 17, 1990    

If not Incorporated, Date of Organization                      


State or Sovereign Power under which Incorporated 
or Organized    Delaware   


                                                   Building 40 
Location of Principal Executive Office             Inverness Center Parkway
of Reporting Company                               Birmingham, Alabama  35242 




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


                                                   Building 40 
                                                   Inverness Center Parkway
R. M. Gilbert, Jr.     Comptroller and Treasurer   Birmingham, Alabama 35242 

  (Name)                       (Title)                      (Address)




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


                             The Southern Company<PAGE>



                                                                             1

                     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 becomes 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
      Regulations 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
      (Regulations 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.

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.<PAGE>



                                                                            1A

                 INSTRUCTIONS FOR USE OF FORM U-13-60 (cont.)

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

<TABLE>
                 LISTING OF SCHEDULES AND ANALYSIS OF ACCOUNTS
_____________________________________________________________________________
                                                    Schedule or           
                                                      Account           Page
Description of Schedules and Accounts                  Number          Number
_____________________________________________________________________________
<S>                                                 <C>                 <C>
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
 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

_____________________________________________________________________________
/TABLE
<PAGE>



                                                                             3
<TABLE>
                 LISTING OF INSTRUCTIONAL FILING REQUIREMENTS

_____________________________________________________________________________

                                                Schedule            Page
Description of Schedules and Accounts            Number             Number
_____________________________________________________________________________
<S>                                               <C>               <C>
 NOTES TO STATEMENT OF INCOME                   Schedule             35
                                                 XVIII
 ORGANIZATION CHART                                                  36

 METHODS OF ALLOCATION                                               37

 ANNUAL STATEMENT OF COMPENSATION FOR USE
  OF CAPITAL BILLED                                                  38







































_____________________________________________________________________________
/TABLE
<PAGE>



                                                                             4
<TABLE>
           ANNUAL REPORT OF Southern Nuclear Operating Company, 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.
_____________________________________________________________________________
ACCOUNT              ASSETS AND OTHER DEBITS             AS OF DECEMBER 31
                                                         CURRENT     PRIOR
_____________________________________________________________________________
<C>          <S>                                              <C>       <C>
             SERVICE COMPANY PROPERTY
   101       Service company property (Schedule II)        12,514    12,304
   107       Construction work in progress (Schedule II)        -         -
                 Total Property                            12,514    12,304

   108       Less accumulated provision for depreciation
             and amortization for service company
             property (Schedule III)                        7,062     6,442
                 Net Service Company Property               5,452     5,862

             INVESTMENTS
   123       Investments in associates companies                -         -
             (Schedule IV)
   124       Other investments (Schedule IV)                1,895     1,797
                 total Investments                          1,895     1,797

             CURRENT AND ACCRUED ASSETS
   131       Cash                                             108       335
   134       Special deposits                                  12        15
   135       Working funds                                     50        38
   136       Temporary cash investments (Schedule IV)       5,200     2,800
   141       Notes receivable                                   -         -
   143       Accounts receivable                               12        43
   144       Accumulated provision for uncollectible
             accounts                                           -         -
   146       Accounts receivable from associate
             companies (Schedule V)                        58,115    53,211
   152       Fuel stock expenses undistributed 
             (Schedule VI)                                      -         -
   154       Materials and supplies                             -         -
   163       Stores expense undistributed (Schedule VII)        -         -
   165       Prepayments                                      850     1,990
   174       Miscellaneous current and accrued
             assets (Schedule VIII)                             1         -
                 Total Current and Accrued Assets          64,348    58,432

             DEFERRED DEBITS
   181       Unamortized debt expense                           -         -
   184       Clearing accounts                                  -         -
   186       Miscellaneous deferred debits (Schedule IX)      167       267
   188       Research, development, or demonstration
             expenditures (Schedule X)                          -         -
   190       Accumulated deferred income taxes             20,177    17,249
                 Total Deferred Debits                     20,344    17,516

                 TOTAL ASSETS AND OTHER DEBITS             92,039    83,607
_____________________________________________________________________________
</TABLE> <PAGE>
 



                                                                             5
<TABLE>
           ANNUAL REPORT OF Southern Nuclear Operating Company, Inc.

                            (Thousands of Dollars)
_____________________________________________________________________________
                    SCHEDULE I - COMPARATIVE BALANCE SHEET
_____________________________________________________________________________
ACCOUNT        LIABILITIES AND PROPRIETARY CAPITAL       AS OF DECEMBER 31
                                                         CURRENT        PRIOR
_____________________________________________________________________________
  <C>        <S>                                           <C>           <C>
             PROPRIETARY CAPITAL
  201        Common stock issued (Schedule XI)                10           10
  211        Miscellaneous paid-in-capital 
             (Schedule XI)                                 1,522        1,420
  215        Appropriated retained earnings
             (Schedule XI)                                     -            -
  216        Unappropriated retained earnings 
             (Schedule XI)                                     -            -
                 Total Proprietary Capital                 1,532        1,430

             LONG-TERM DEBT
  223        Advances from associate companies 
             (Schedule XII)                                5,000        5,000
  224        Other long-term debt (Schedule XII)               -            -
  225        Unamortized premium on long-term debt             -            -
  226        Unamortized discount on long-term debt 
             (debit)                                           -            -
                 Total Long-Term Debt                      5,000        5,000

             CURRENT AND ACCRUED LIABILITIES
  231        Notes payable                                     -            -
  232        Accounts payable                              5,936        5,016
  233        Notes payable to associate companies 
             (Schedule XIII)                                   -            -
  234        Accounts payable to associate companies 
             (Schedule XIII)                              20,386       20,646
  236        Taxes accrued                                   441           89
  237        Interest accrued                                 43            -
  238        Dividends declared                                -            -
  241        Tax collections payable                         225          273
  242        Miscellaneous current and accrued liabilities
             (Schedule XIII)                              57,805       50,420
                 Total Current and Accrued
                  Liabilities                             84,836       76,444

             DEFERRED CREDITS    
  253        Other deferred credits                          323          709
  255        Accumulated deferred investment tax credits       -            -
                 Total Deferred Credits                      323          709

  282        ACCUMULATED DEFERRED INCOME TAXES               348           24
             TOTAL LIABILITIES AND PROPRIETARY
             CAPITAL                                      92,039       83,607






_____________________________________________________________________________
</TABLE> <PAGE>
 



                                                                             6
<TABLE>
           ANNUAL REPORT OF Southern Nuclear Operating Company, Inc.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)
_____________________________________________________________________________

                    SCHEDULE II - SERVICE COMPANY PROPERTY
_____________________________________________________________________________

                     BALANCE AT               RETIREMENTS   OTHER    BALANCE
                      BEGINNING   ADDITIONS       OR       CHANGES     AT
      DESCRIPTION      OF YEAR                   SALES       1/     CLOSE OF
                                                                      YEAR
_____________________________________________________________________________

SERVICE COMPANY PROPERTY

Account

<C>   <S>                 <C>         <C>         <C>       <C>      <C>
301   ORGANIZATION        148        (49)           -         -       99
303   MISCELLANEOUS
      INTANGIBLE 
      PLANT                 -           -           -         -        -
304   LAND & LAND 
      RIGHTS                -           -           -         -        -
305   STRUCTURES AND 
      IMPROVEMENTS          -           -           -         -        -
306   LEASEHOLD 
      IMPROVEMENTS      1,539           -           -         -    1,539
307   EQUIPMENT 2/      5,085       1,009         937      (33)    5,124
308   OFFICE 
      FURNITURE AND 
      EQUIPMENT 2/      4,836         121         163         3    4,797
309   AUTOMOBILES, 
      OTHER 
      VEHICLES, AND 
      RELATED GARAGE 
      EQUIPMENT             -           -           -         -        -
310   AIRCRAFT AND 
      AIRPORT 
      EQUIPMENT             -           -           -         -        -
311   OTHER SERVICE 
      COMPANY 
      PROPERTY 3/         696         259           -         -      955

      SUB-TOTAL        12,304       1,340       1,100      (30)   12,514

107   CONSTRUCTION 
      WORK IN 
      PROGRESS              -           -           -         -        -

      TOTAL            12,304       1,340       1,100      (30)   12,514
() Denotes red figure
_____________________________________________________________________________
/TABLE
<PAGE>



                                                                             7
<TABLE>
           ANNUAL REPORT OF Southern Nuclear Operating Company, Inc.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)
_____________________________________________________________________________

                            SCHEDULE II - CONTINUED
_____________________________________________________________________________

1/  PROVIDE AN EXPLANATION OF THOSE CHANGES CONSIDERED MATERIAL:

    No changes were considered material.







_____________________________________________________________________________

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:

                                                                    BALANCE
      SUBACCOUNT DESCRIPTION                     ADDITIONS            AT
                                                                   CLOSE OF
                                                                     YEAR
_____________________________________________________________________________
    <S>                                               <C>              <C>
    EQUIPMENT
      Personal Computer Equipment                     966            4,753
      Mainframe Computer Equipment                      -              216
      Office Automation Equipment                       -               10
      Telecommunication Equipment                      43              145
                                                    1,009            5,124
    OFFICE FURNITURE AND EQUIPMENT
      Office Furniture and Equipment                   47            2,800
      Miscellaneous Equipment                          74            1,997
                                                      121            4,797
_____________________________________________________________________________

3/  DESCRIBE OTHER SERVICE COMPANY PROPERTY:

    Purchased computer software and licenses.








_____________________________________________________________________________
/TABLE
<PAGE>



                                                                             8
<TABLE>
           ANNUAL REPORT OF Southern Nuclear Operating Company, Inc.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)
_____________________________________________________________________________

                                 SCHEDULE III

                  ACCUMULATED PROVISION FOR DEPRECIATION AND
                   AMORTIZATION OF SERVICE COMPANY PROPERTY
_____________________________________________________________________________
                   BALANCE AT   ADDITIONS                 OTHER   BALANCE AT
                    BEGINNING  CHARGED TO  RETIREMENTS   CHANGES   CLOSE OF
     DESCRIPTION     OF YEAR     ACCOUNT                   ADD       YEAR
                                   403                  (DEDUCT)
                                                           1/
_____________________________________________________________________________

Account
<C>   <S>               <C>         <C>         <C>         <C>        <C>
301   ORGANIZATION        -           -           -           -          -
303   MISCELLANEOUS
      INTANGIBLE PLANT    -           -           -           -          -
304   LAND AND LAND 
      RIGHTS              -           -           -           -          -
305   STRUCTURES AND 
      IMPROVEMENTS        -           -           -           -          -
306   LEASEHOLD 
      IMPROVEMENTS    1,539           -           -           -      1,539
307   EQUIPMENT       2,337         950         823           -      2,464
308   OFFICE 
      FURNITURE AND 
      EQUIPMENT       2,434         496         136           2      2,796
309   AUTOMOBILES, 
      OTHER 
      VEHICLES, AND 
      RELATED 
      GARAGE 
      EQUIPMENT           -           -           -           -          -
310   AIRCRAFT AND 
      AIRPORT 
      EQUIPMENT           -           -           -           -          -
311   OTHER SERVICE 
      COMPANY 
      PROPERTY          132         131           -           -        263

      TOTAL           6,442       1,577         959           2      7,062

_____________________________________________________________________________

      1/ PROVIDE AN EXPLANATION OF THOSE CHANGES CONSIDERED MATERIAL:

         NONE

_____________________________________________________________________________
/TABLE
<PAGE>



                                                                             9
<TABLE>
           ANNUAL REPORT OF Southern Nuclear Operating Company, 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 the
                issuing company, number of shares or principal amount, etc.

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

                                                 BALANCE AT        BALANCE AT
                 DESCRIPTION                      BEGINNING           CLOSE
                                                   OF YEAR           OF YEAR
_____________________________________________________________________________
<S>                                                   <C>               <C>
ACCOUNT 123 - INVESTMENT IN ASSOCIATE 
COMPANIES                                               -                 -





ACCOUNT 124 - OTHER INVESTMENTS                          
    Miscellaneous Employee Loans                        -                 7
    Employee Energy Loans
      (Empl/Retiree)                                1,494             1,562
    Employee Computer Loans                           303               326

                                                    1,797             1,895



ACCOUNT 136 - TEMPORARY CASH INVESTMENTS                 

    Eurodollar Time Deposit                         2,800             5,200

                                          TOTAL     4,597             7,095







_____________________________________________________________________________
/TABLE
<PAGE>



                                                                            10
<TABLE>
           ANNUAL REPORT OF Southern Nuclear Operating Company, 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 should be provided.
_____________________________________________________________________________

                                                 BALANCE AT        BALANCE AT
                 DESCRIPTION                      BEGINNING           CLOSE
                                                   OF YEAR           OF YEAR
_____________________________________________________________________________
<S>                                                   <C>               <C>
ACCOUNT 146 - ACCOUNTS RECEIVABLE FROM 
ASSOCIATE COMPANIES

    Southern Company Services, Inc.                 6,367             6,137
    Alabama Power Company                          34,429            38,308
    Georgia Power Company                          12,415            13,659
    Southern Electric International                     -                11

                                          TOTAL    53,211            58,115
_____________________________________________________________________________

ANALYSIS OF CONVENIENCE OR ACCOMMODATION PAYMENTS:                    TOTAL
                                                                    PAYMENTS








                                                                           
                                          TOTAL PAYMENTS                  -









_____________________________________________________________________________
/TABLE
<PAGE>



                                                                            11
<TABLE>
           ANNUAL REPORT OF Southern Nuclear Operating Company, 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.
_____________________________________________________________________________

                 DESCRIPTION            LABOR        EXPENSES            TOTAL
_____________________________________________________________________________
<S>                                      <C>            <C>               <C>
ACCOUNT 152 - FUEL STOCK EXPENSES 
UNDISTRIBUTED                              -              -                 -



NOT APPLICABLE














_____________________________________________________________________________

SUMMARY:

NOT APPLICABLE








_____________________________________________________________________________
/TABLE
<PAGE>



                                                                            12
<TABLE>
           ANNUAL REPORT OF Southern Nuclear Operating Company, 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.
_____________________________________________________________________________

DESCRIPTION                             LABOR        EXPENSES            TOTAL
_____________________________________________________________________________
<S>                                      <C>            <C>               <C>
ACCOUNT 163 - STORES EXPENSE 
UNDISTRIBUTED                          2,894            438             3,332




Total amount billed during current 
year as follows:



Associate Companies    
    Alabama Power Company              (784)          (122)             (906)
    Georgia Power Company            (2,110)          (316)           (2,426)
                                     (2,894)          (438)           (3,332)












                                                                             
                             TOTAL         -              -                 -


( ) Denotes red figure




_____________________________________________________________________________
/TABLE
<PAGE>



                                                                            13
<TABLE>
           ANNUAL REPORT OF Southern Nuclear Operating Company, 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.
_____________________________________________________________________________

                                                 BALANCE AT        BALANCE AT
                 DESCRIPTION                      BEGINNING           CLOSE
                                                   OF YEAR           OF YEAR
_____________________________________________________________________________
<S>                                                   <C>               <C>
ACCOUNT 174 - MISCELLANEOUS CURRENT AND 
ACCRUED ASSETS

      Interest Earned on Temporary Cash
        Investments (1 Item)                            1                 -



























                                                                           
                                          TOTAL         1                 -
_____________________________________________________________________________
/TABLE
<PAGE>



                                                                            14
<TABLE>
           ANNUAL REPORT OF Southern Nuclear Operating Company, 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 by class showing the number of items in
                each class.
_____________________________________________________________________________

                                                 BALANCE AT        BALANCE AT
                 DESCRIPTION                      BEGINNING           CLOSE
                                                   OF YEAR           OF YEAR
_____________________________________________________________________________
<S>                                                   <C>               <C>
ACCOUNT 186 - MISCELLANEOUS DEFERRED 
DEBITS

Billings from Alabama Power Company                    34                 -


Undistributed Labor Accrual and 
Reversal                                              212               167


Employee Specialty Items                               13                 -

Miscellaneous (2)                                       8                 -















                                                                           
                                          Total       267               167




_____________________________________________________________________________
/TABLE
<PAGE>



                                                                            15
<TABLE>
           ANNUAL REPORT OF Southern Nuclear Operating Company, 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.
_____________________________________________________________________________

                 DESCRIPTION                                 AMOUNT
_____________________________________________________________________________
<S>                                                            <C>
ACCOUNT 188 - RESEARCH, DEVELOPMENT, OR DEMONSTRATION 
EXPENDITURES                                                     -




NOT APPLICABLE





























_____________________________________________________________________________
</TABLE> <PAGE>
 


<TABLE>
                                                                            16

                              ANNUAL REPORT OF Southern Nuclear Operating Company, Inc.

                                         For the Year Ended December 31, 1993

                                                (Thousands of Dollars)

                                          SCHEDULE XI - PROPRIETARY CAPITAL

                                        NUMBER OF      PAR OR STATED        OUTSTANDING CLOSE OF PERIOD    
                                          SHARES           VALUE                
ACCOUNT NUMBER   CLASS OF STOCK         AUTHORIZED       PER SHARE        NO. OF SHARES        TOTAL AMOUNT
    <C>          <S>                      <C>               <C>              <C>                  <C>
    201          COMMON STOCK ISSUED     1,000               10              1,000                 10

    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

    Amount Paid in for Common Stock in Excess of Par Value                                          990
    Other Paid-In Capital                                                                           532

ACCOUNT 215 - APPROPRIATED RETAINED EARNINGS                                                          -
                   TOTAL                                                                          1,522

    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
                 DESCRIPTION            BEGINNING            OR             DIVIDENDS              CLOSE
                                         OF YEAR           (LOSS)             PAID                OF YEAR

ACCOUNT 216 - UNAPPROPRIATED
RETAINED EARNINGS                          -                 -                 -                    -

                   TOTAL                   -                 -                 -                    -
</TABLE> <PAGE>
 




<TABLE>
                                                                           17
                              ANNUAL REPORT OF Southern Nuclear Operating Company, 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.

                    TERMS OF      DATE                             BALANCE AT                    1/       BALANCE
NAME OF CREDITOR     OBLIG         OF       INTEREST    AMOUNT    BEGINNING OF  ADDITIONS    DEDUCTIONS      AT
                    CLASS &     MATURITY      RATE    AUTHORIZED    OF YEAR                                CLOSE
                     SERIES                                                                               OF YEAR
                 OF OBLIGATION
<S>                               <C>         <C>        <C>          <C>          <C>          <C>         <C>
ACCOUNT 223 - ADVANCES FROM 
ASSOCIATE COMPANIES:                                                                 

     ADVANCES ON NOTES:                                                 
                                 On or
                                before 
       The Southern Company    12/31/2000   Variable    10,000        5,000            -            -       5,000

     ADVANCES ON OPEN ACCOUNT:                               -            -            -            -           -

ACCOUNT 224 - OTHER LONG-TERM 
DEBT:                                                        -            -            -            -           -

                                                                                                                 
                     TOTAL                              10,000        5,000            -            -       5,000
____________________________________________________________________________________________________________________
1/ GIVE AN EXPLANATION OF DEDUCTIONS:

     NONE
____________________________________________________________________________________________________________________
/TABLE
<PAGE>



                                                                            18
<TABLE>
           ANNUAL REPORT OF Southern Nuclear Operating Company, 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.
_____________________________________________________________________________
                                                       BALANCE      BALANCE
                                                          AT           AT
                  DESCRIPTION                         BEGINNING      CLOSE
                                                       OF YEAR      OF YEAR
_____________________________________________________________________________
<S>                                                       <C>          <C> 
ACCOUNT 233 - NOTES PAYABLE TO ASSOCIATE COMPANIES            -            -


                                                                            
                                                TOTAL         -            -

ACCOUNT 234 - ACCOUNTS PAYABLE TO ASSOCIATE COMPANIES          

Alabama Power Company                                     8,838        8,899
Georgia Power Company                                     4,102        4,413
Southern Company Services, Inc.                           7,706        7,074
                                                TOTAL    20,646       20,386

ACCOUNT 242 - MISCELLANEOUS CURRENT AND ACCRUED                
               LIABILITIES
Accrual for Pensions                                     28,555       33,259
Accumulated Provision for Pensions and Benefits-Post-
  Retirement Life Insurance                               3,663        4,414
Accumulated Provision for Pensions and Benefits-Post-
  Retirement Medical Insurance                            5,545        8,002
Accumulated Provision for Pensions and Benefits-
  Supplemental and Special                                   57           68
Employee Stock Option Plan Contribution                     439          453
Vacation Pay Accrual                                      4,883        5,082
Performance Pay Plan Accrual                              6,767        6,174
Productivity Improvement Plan Accrual                       439          277
Workmen's Compensation Awards                                36           29
Employee Subscriptions-U.S. Savings Bonds                    15           12
Accumulated Provision for Supplemental Benefits-
  ESP/ESOP                                                   11            5
Employee Savings Plan-Loan Payments                          10            0
Accumulated Provision for Post Employment Benefits-
  Medical                                                     0           30

                                                TOTAL    50,420       57,805
_____________________________________________________________________________
</TABLE> <PAGE>
 



                                                                            19

           ANNUAL REPORT OF Southern Nuclear Operating Company, 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

    On December 14, 1990, pursuant to the provisions of the Public Utilities
    Holding Company Act of 1935, the Securities and Exchange Commission
    ("SEC") approved the formation of the Southern Nuclear Operating Company,
    Inc. (the "Company"), a wholly owned subsidiary of The Southern Company
    ("Southern"), to provide services in connection with the Southern electric
    system's nuclear power plants.  The Company was incorporated on December
    17, 1990 and commenced operations on January 1, 1991.

    The Company follows the SEC's Uniform System of Accounts for Mutual
    Service Companies and Subsidiary Service Companies.

    The Company has no earnings or retained earnings since it renders services
    to its client companies' nuclear power plants at cost, as further
    discussed in Note 4.

    The Nuclear Regulatory Commission ("NRC") license for Alabama Power
    Company's Plant Farley was amended to add the Company as plant operator,
    and effective December 23, 1991, the Company assumed responsibility for
    such operations pursuant to an operating agreement with Alabama Power
    Company.  The Company currently has a filing pending with the NRC
    concerning an amendment of the licenses to add the Company as the operator
    of Plant Hatch and Plant Vogtle which are currently being operated by
    Georgia Power Company.

    See Note 2 regarding certain prior year transfers of assets and
    liabilities from affiliated companies.

    Financial Instruments

    The carrying amount of the Company's financial instruments covered under
    Financial Accounting Standards Board ("FASB") Statement of Financial
    Accounting Standard ("SFAS") No. 107, "Disclosure About 
    Fair Value of Financial Instruments" approximates fair value at December
    31, 1993.   



_____________________________________________________________________________<PAGE>



                                                                           19A

           ANNUAL REPORT OF Southern Nuclear Operating Company, 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 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.
_____________________________________________________________________________

    Income Taxes

    The Company is included in the consolidated federal income tax return
    filed by Southern.  Prior to 1993, income taxes were accounted for and
    reported under Accounting Principles Board Opinion No. 11.  Effective
    January 1, 1993, the Company adopted FASB Statement No. 109, "Accounting
    for Income Taxes" on a prospective basis.  SFAS No. 109 required, among
    other things, conversion to the liability method of accounting for
    accumulated deferred income taxes (ADIT).  This approach recognizes
    deferred tax assets and deferred tax liabilities for estimated future
    income tax effects attributable to temporary differences between the
    carrying amounts of assets and liabilities in the financial statements and
    their respective tax basis.  The measurement of deferred taxes is based on
    provisions of enacted tax law.  The adoption of SFAS No. 109 did not have
    a material impact on the provision for income taxes.

    The consolidated taxes payable are allocated between the Company and
    Southern's other subsidiaries based on their respective contributions to
    consolidated taxable income.  See Note 6 for further information regarding
    income taxes.

    Property, Equipment, and Depreciation and Amortization

    Property and equipment 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 shorter of their economic
    life or the lives of the respective leases.

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

2.   TRANSFERS FROM AFFILIATED COMPANIES

     On January 1, 1991 the Company commenced operations and entered into 
     nuclear service agreements with Georgia Power Company and Alabama Power
     Company, operating subsidiaries of Southern.  Effective December 23,
     1991, the service agreement with Alabama Power Company was replaced by an


_____________________________________________________________________________<PAGE>



                                                                           19B

           ANNUAL REPORT OF Southern Nuclear Operating Company, 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.
_____________________________________________________________________________

   operating agreement with Alabama Power Company for the operation of Plant
   Farley.  During 1992, certain employee-related assets and liabilities were
   transferred at cost to the Company from certain affiliated companies.  The
   Company has recorded affiliated company account receivables and payables
   associated with the above mentioned transfers.  A summary of these
   transactions with affiliated companies is as follows:

                                                        1992            
            Description                      Asset              Liability
                                                  (In thousands)
    Accrual for pensions                   $   -                $   594 
    Postretirement benefits                    -                    207
    Deferred income taxes                      610                  -  
    Accounts receivable
       from affiliated companies               801                  -
    Accounts payable
       to affiliated companies                                      610 

    Total                                  $  1,411             $ 1,411 

3.  RETIREMENT BENEFITS

    Pension Plan

    The Company has a defined benefit, trusteed, non-contributory pension plan
    which covers substantially all regular employees.  Benefits are based on
    the greater of amounts calculated using two different formulas considering
    years of service and either final average pay or a flat dollar benefit. 
    Primarily, the Company uses the "entry age normal method with a frozen
    initial liability" actuarial method for funding purposes, subject to
    limitations under federal income tax regulations.  Amounts funded to the
    pension fund are primarily invested in equity and fixed-income securities. 
    The Company uses the "projected unit credit" actuarial method for
    financial reporting purposes as is required under FASB's SFAS No. 87,
    "Employers' Accounting for Pensions."  






_____________________________________________________________________________<PAGE>



                                                                           19C

           ANNUAL REPORT OF Southern Nuclear Operating Company, 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.
_____________________________________________________________________________

    Postretirement Benefits

    The Company also provides certain medical care and life insurance benefits
    for retired employees.  Substantially all employees may become eligible
    for these benefits when they retire.  The Company accounts for these
    benefits on an accrual basis.  Expenses incurred to provide these benefits
    were approximately $3,309,000 and $1,885,000 in 1993 and 1992,
    respectively.

    Effective January 1, 1993, the Company adopted FASB Statement No. 106,
    "Employers' Accounting for Postretirement Benefits Other Than Pensions,"
    on a prospective basis.  SFAS No. 106 requires that health care and life
    insurance benefits for retired employees be accounted for on an accrual
    basis using a single actuarial method, "benefit/years-of-service."  This
    method spreads the expected cost of such benefits to each year of an
    employee's service until the employee becomes fully eligible to receive
    the benefits.  Implementation of SFAS No. 106 resulted in a transitional
    obligation related to past employee service of $9 million, which will be
    recognized over 20 years commencing in 1993.  When regulatory approval for
    the transfer of operating responsibility for Plant Hatch and Plant Vogtle
    has been obtained and the employees at those facilities transfer to the
    Company, the postretirement benefit obligation will be approximately $7.8
    million higher than the above actuals.

    Status and Cost of Benefits
    Shown in the following tables are actuarial results and assumptions for
    pension and postretirement medical and life insurance benefits as computed
    under the requirements of FASB Statement Nos. 87 and 106, respectively. 
    Retiree medical and life insurance information is shown only for 1993
    because SFAS No. 106 was adopted as of January 1, 1993, on a prospective
    basis.  The funded status of the plans at December 31 was as follows:









_____________________________________________________________________________<PAGE>



                                                                           19D
<TABLE>
           ANNUAL REPORT OF Southern Nuclear Operating Company, 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.
_____________________________________________________________________________

                                                         Pension         
                                                 1993               1992
                                                      (In thousands)
   <S>                                      <C>                <C>
   Actuarial present value of
      benefit obligations:
      Vested benefits                        $ (29,504)         $ (20,428)
      Nonvested benefits                        (3,379)            (2,447)
   Accumulated benefit
      obligation                               (32,883)           (22,875)
   Additional amounts related
      to projected salary
      increases                                (27,075)           (27,369)
   Projected benefit obligation                (59,958)           (50,244)
   Fair value of plan assets,
      primarily equity and fixed
      income securities                         49,679             42,867
   Unrecognized net gain                       (21,208)           (19,210)
   Unrecognized net transition
      asset                                     (3,555)            (3,861)
   Unrecognized prior service
      cost                                       1,783              1,893 
   Accrued pension cost
      recognized in the
      balance sheets                        $  (33,259)         $ (28,555)


                                                      Postretirement     
                                                Medical              Life
                                                  1993               1993
                                                      (In thousands)
   Actuarial present value of
      benefit obligations:
          Retirees and dependents             $    343            $   317
          Employees eligible to retire           2,042                -
          Other employees                       15,891              4,760 
   Accumulated benefit
      obligation                                18,276              5,077 
   Less:
      Fair value of plan assets                    -                  -
      Unrecognized net loss(gain)                2,798              (495)
Unrecognized transition
          obligation                             7,476              1,158
     Accrued liability recognized in the
      balance sheets                          $  8,002            $ 4,414  <PAGE>
 



_____________________________________________________________________________
</TABLE> <PAGE>
 



                                                                           19E

           ANNUAL REPORT OF Southern Nuclear Operating Company, 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.
_____________________________________________________________________________

   Weighted average rates assumed in the actuarial calculations for 1993 and
   1992 were:
                                                           1993      1992
   Discount                                                7.5%      8.0%
   Annual salary increase                                  5.0%      6.0%
   Long-term return on plan assets                         8.5%      8.5%

   An additional assumption used in measuring the accumulated postretirement
   medical benefit obligation was a weighted average medical care cost trend
   rate of 11.3 percent for 1993, decreasing gradually to 6.0 percent through
   the year 2000 and remaining at that level thereafter.  An annual increase
   in the assumed medical care cost trend rate by 1.0 percent would increase
   the accumulated medical benefit obligation as of December 31, 1993, by $5
   million and the aggregate of the service and interest cost components of
   the net retiree medical cost by $.6 million.

   Components of the plans' net cost are shown below:

                                                          Pension         
                                                 1993                1992
                                                      (In thousands)
   Benefits earned during
      the year                                 $ 4,259            $ 3,867
   Interest cost on projected
      benefit obligation                         4,099              3,354
   Actual return on plan assets                 (6,293)            (1,973)
   Net amortization and deferrals                2,639             (1,147)

   Net pension cost                            $ 4,704            $ 4,101 


   Of the above net pension cost recorded, $4.4 million in 1993 and $3.8 
   million in 1992 were charged to operating expenses, and the remainder was
   charged to construction and other accounts.









_____________________________________________________________________________ <PAGE>
 



                                                                           19F


           ANNUAL REPORT OF Southern Nuclear Operating Company, 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.
_____________________________________________________________________________

                                                       Postretirement      
                                                Medical                Life
                                                 1993                  1993
                                                        (In thousands)
    Benefits earned during
      the year                                  $ 1,052             $   366
    Interest cost on accumulated
      benefit obligation                          1,070                 388
    Amortization of transition
      obligation over 20 years                      374                  58
    Actual return on plan assets                      -                   -
    Net amortization and deferrals                    -                   -
    Net postretirement cost                     $ 2,496             $   812
     

    Net postretirement medical and life insurance costs recorded in 1993 were
    charged to operating expenses.

4.  SERVICE AND OPERATING AGREEMENTS

    Effective January 1, 1991, the Company entered into nuclear service
    agreements with Alabama Power Company and Georgia Power Company under 
    which the Company renders the following nuclear-related services at cost: 
    general executive and advisory services; general operations management and
    technical services; administrative services including procurement,
    accounting and statistical, employee relations, and system and procedures
    services; strategic planning and budgeting services; and other services
    with respect to business and operations.  Effective December 23, 1991, the
    service agreement with Alabama Power Company was replaced with an
    operating agreement with Alabama Power Company for the operation of Plant
    Farley.  
    The Company has also entered into a service agreement with Southern
    Company Services, Inc. ("SCS"), a subsidiary of Southern, to receive the
    following services at cost:  general executive and advisory services,
    general engineering, design engineering, purchasing, accounting and
    statistical, finance and treasury, taxes, insurance and pensions,
    corporate, budgeting, employee relations, systems and procedures, and
    other services with respect to business and operations.


_____________________________________________________________________________<PAGE>



                                                                           19G

           ANNUAL REPORT OF Southern Nuclear Operating Company, 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.
_____________________________________________________________________________

5.  NOTE PAYABLE TO PARENT COMPANY

    The Company is indebted to Southern for a $5 million note payable dated
    December 31, 1990 and due on or before December 31, 2000.  The note bears 
    interest at a rate comparable with market rates which is adjusted monthly,
    with interest payable quarterly.  Proceeds from the note were used to pay
    affiliated companies for certain property and equipment received in
    January 1991.

6.  INCOME TAXES

    A detail of the federal and state income tax provisions is shown below
    (Note 1):
                                           1993                1992
                                                (In thousands)
    Total provision for income
       taxes:
    Federal --
       Current payable                  $ 1,092             $   394 
       Deferred - Current year           (3,391)             (2,448)
           Reversal of prior year         1,306               1,709 
                                           (993)               (345)
    State --
       Current payable                      355                  73 
       Deferred - Current Year             (312)               (268)
           Reversal of prior year           131                 248 
                                            174                  53 
    Federal and state
       income taxes charged
       to operations                   $   (819)            $  (292)

    The tax effects of temporary differences between the carrying amounts of
    assets and liabilities in the financial statements and their respective 
    tax basis, which give rise to deferred tax assets and liabilities are as
    follows:







_____________________________________________________________________________ <PAGE>
 



                                                                           19H

           ANNUAL REPORT OF Southern Nuclear Operating Company, 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.
_____________________________________________________________________________

                                                              1993      
                                                         (In thousands)
    Deferred tax liabilities:
      Accelerated depreciation                              $    281 
      Other                                                       66 

    Total                                                        347 

    Deferred tax assets:
      Other deferred costs                                   (19,904)
      Other                                                     (273)
    Total                                                    (20,177)

    Net deferred tax liabilities (assets)                    (19,830)
    Portion included in current assets                         1,170 

    Accumulated deferred income taxes
      in the consolidated balance sheets                    $(18,660)

    Deferred income taxes result from certain costs that are recognized for
    income tax purposes in periods different from those used for book
    purposes.

7.  RENTS

    The Company subleases its office space from an affiliated company on a
    month-to-month basis.  Current monthly billing is approximately $86,000.

8.  OUTSIDE SERVICES

    The Company incurred expenses of approximately $61 million and $64 million
    for 1993 and 1992, respectively, associated with services provided by SCS
    (see Note 4 for description of services provided).  These expenses are
    primarily included in outside services in the accompanying statements of
    income.






_____________________________________________________________________________ <PAGE>
 



                                                                           19I

           ANNUAL REPORT OF Southern Nuclear Operating Company, 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.
_____________________________________________________________________________

9.  DUES AND ASSESSMENTS

    Effective with the signing of the operating agreement with Alabama Power
    Company, as discussed in Note 2, the Company became responsible for dues
    and assessments from the Nuclear Regulatory Commission and other industry
    trade and business associations.   The detail of dues and assessments
    expenses incurred for 1993 and 1992 is as follows:

                                             1993            1992
                                                (In thousands)

    Nuclear Regulatory Commission          $  8,562       $  7,576
    Electric Power Research Institute           579            810
    Institute of Nuclear Power Operators        770            760
    Other                                     1,231            918

                                           $ 11,142       $ 10,064
























_____________________________________________________________________________<PAGE>



                                                                            20
<TABLE>
           ANNUAL REPORT OF Southern Nuclear Operating Company, Inc.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)
_____________________________________________________________________________

                       SCHEDULE XV - STATEMENT OF INCOME
_____________________________________________________________________________

ACCOUNT                 DESCRIPTION                      CURRENT       PRIOR
                                                           YEAR         YEAR
                                                         (Note 2)
_____________________________________________________________________________
<C>      <S>                                             <C>          <C>
     INCOME

457      Services rendered to associate companies        195,174      196,010 
458      Services rendered to nonassociate companies           -            - 
421      Miscellaneous income or loss                        254          236 
                               TOTAL INCOME              195,428      196,246 

     EXPENSE
920      Salaries and wages                               81,719       85,979 
921      Office supplies and expenses                     11,717       10,288 
922      Administrative expense transferred -
             credit                                            -            - 
923      Outside services employed                        61,284       64,073 
924      Property insurance                                   27            7 
925      Injuries and damages                              1,146        1,043
926      Employee pensions and benefits                   16,111       13,264
928      Regulatory commission expense                         -            - 
930.1    General advertising expenses                          -            - 
930.2    Miscellaneous general expenses                   12,261       10,772 
931      Rents                                             1,580        1,891 
932      Maintenance of structures and equipment             725          120 
403      Depreciation and amortization expense             1,577        1,685 
408      Taxes other than income taxes                     6,157        5,741 
409      Income taxes                                      1,448          466 
410      Provision for deferred income taxes               1,981        2,043
411      Provision for deferred income taxes -
             credit                                       (4,248)      (2,801)
411.5    Investment tax credit                                 -            - 
426.1    Donations                                           141           78 
426.5    Other deductions                                  1,635        1,390 
427      Interest on long-term debt                            -            - 
430      Interest on debt to associate companies             167          205 
431      Other interest expense                                -            2 

                               TOTAL EXPENSE             195,428      196,246 
                               NET INCOME OR (LOSS)            -            - 


( ) Denotes red figure




_____________________________________________________________________________
/TABLE
<PAGE>



                                                                            21
<TABLE>
           ANNUAL REPORT OF Southern Nuclear Operating Company, Inc.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)
_____________________________________________________________________________

                              ANALYSIS OF BILLING
                              ASSOCIATE COMPANIES
                                  ACCOUNT 457
_____________________________________________________________________________

                              DIRECT      INDIRECT    COMPENSATION   TOTAL
NAME OF ASSOCIATE COMPANY     COSTS        COSTS       FOR USE OF    AMOUNT
                             CHARGED      CHARGED       CAPITAL      BILLED
                              457-1        457-2         457-3      
_____________________________________________________________________________
<S>                            <C>          <C>             <C>      <C>
Alabama Power Company          99,229       11,823            56     111,108
                                     
Georgia Power Company          60,309       23,646           111      84,066

                 TOTAL        159,538       35,469           167     195,174

































_____________________________________________________________________________ <PAGE>
 




</TABLE>
<TABLE>
                                                                            22
                              ANNUAL REPORT OF Southern Nuclear Operating Company, 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
                                COST          COST         FOR USE       TOTAL         OR          AMOUNT
NAME OF NONASSOCIATE          CHARGED       CHARGED       OF CAPITAL      COST     DEFICIENCY      BILLED
                               458-1         458-2          458-3                    458-4            
____________________________________________________________________________________________________________
     Not Applicable
                                                











____________________________________________________________________________________________________________


Instruction:   Provide a brief description of the services rendered to each nonassociate company:
               None
</TABLE> <PAGE>
 

<TABLE>
                                                                           23

                                ANNUAL REPORT OF Southern Nuclear Operating Company, Inc.
                                          For the Year Ended December 31, 1993
                                                 (Thousands of Dollars)
_______________________________________________________________________________________________________________________
                                                      SCHEDULE XVI
                                             ANALYSIS OF CHARGES FOR SERVICE
                                          ASSOCIATE AND NONASSOCIATE COMPANIES

                                    ASSOCIATE COMPANY          NONASSOCIATE COMPANY             TOTAL CHARGES
                                         CHARGES                      CHARGES                    FOR SERVICE
_______________________________________________________________________________________________________________________

      DESCRIPTION OF ITEMS       DIRECT   INDIRECT            DIRECT   INDIRECT         DIRECT   INDIRECT  RECLASSI- 
                                 COST      COST      TOTAL    COST     COST     TOTAL   COST     COST      FICATION*  TOTAL
<C>   <S>                        <C>       <C>         <C>     <C>      <C>     <C>     <C>      <C>        <C>       <C>
920   SALARIES AND WAGES         67,616    14,103    81,719     -        -       -      67,616   14,103        -      81,719
921   OFFICE SUPPLIES AND
       EXPENSES                   6,478*    5,382*   11,860*    -        -       -       6,478    5,382     (143)     11,717 
922   ADMINISTRATIVE EXPENSE
       TRANSFERRED - CREDIT           -         -         -     -        -       -           -        -        -           - 
923   OUTSIDE SERVICES
       EMPLOYED                  53,386     7,798    61,184     -        -       -      53,386    7,798        -      61,184
924   PROPERTY INSURANCE              -        27        27     -        -       -           -       27        -          27
925   INJURIES AND DAMAGES          304       842     1,146     -        -       -         304      842        -       1,146
926   EMPLOYEE PENSIONS AND
       BENEFITS                  12,981     2,987    15,968*    -        -       -      12,981     2,987     143      16,111
928   REGULATORY COMMISSION
       EXPENSE                        -         -        -      -        -       -           -         -       -           -
930.1 GENERAL ADVERTISING
       EXPENSES                       -         -        -      -        -       -           -         -       -           - 
930.2 MISCELLANEOUS GENERAL
       EXPENSES                  11,545       816    12,361     -        -       -        11,545     816       -      12,361
931   RENTS                         947       633     1,580     -        -       -           947     633       -       1,580
932   MAINTENANCE OF
       STRUCTURES AND
       EQUIPMENT                    587       138       725     -        -       -           587     138       -         725
403   DEPRECIATION AND
       AMORTIZATION EXPENSE         349     1,228     1,577     -        -       -           349   1,228       -        1,577
408   TAXES OTHER THAN
       INCOME TAXES               5,248       909     6,157     -        -       -         5,248     909       -        6,157
409   INCOME TAXES                    -      (819)     (819)    -        -       -             -    (819)  2,267        1,448
410   PROVISION FOR DEFERRED                                                                                                     
       INCOME TAXES                   -         -         -     -        -       -             -       -   1,981        1,981
411   PROVISION FOR DEFERRED
       INCOME TAXES -
       CREDIT                         -         -         -     -        -       -             -       -  (4,248)      (4,248)
411.5 INVESTMENT TAX CREDIT           -         -         -     -        -       -             -       -       -            - 
426.1 DONATIONS                       -       141       141     -        -       -             -      141      -          141
426.5 OTHER DEDUCTIONS               97     1,538     1,635     -        -       -            97    1,538      -        1,635
427   INTEREST ON LONG -
       TERM DEBT                      -         -         -     -        -       -             -        -      -            -
431   OTHER INTEREST EXPENSE          -         -         -     -        -       -             -        -      -            -
(Continued on page 23A)                                                                                                             
</TABLE>

<TABLE>
                                                                           23A
                                ANNUAL REPORT OF Southern Nuclear Operating Company, Inc.
                                          For the Year Ended December 31, 1993
                                                 (Thousands of Dollars)
_______________________________________________________________________________________________________________________

                                                      SCHEDULE XVI
                                             ANALYSIS OF CHARGES FOR SERVICE
                                          ASSOCIATE AND NONASSOCIATE COMPANIES
_______________________________________________________________________________________________________________________

                                      ASSOCIATE COMPANY           NONASSOCIATE COMPANY                   TOTAL CHARGES
                                           CHARGES                     CHARGES                          FOR SERVICE

   DESCRIPTION OF ITEMS            DIRECT   INDIRECT         DIRECT   INDIRECT         DIRECT  INDIRECTRECLASSI-
                                   COST     COST     TOTAL   COST     COST    TOTAL    COST    COST    FICATION*   TOTAL
<S>                                <C>      <C>      <C>     <C>      <C>     <C>      <C>     <C>     <C>         <C>             
INSTRUCTIONS:  Total cost of 
service will equal for 
associate and nonassociate 
companies the total amount 
billed under their separate 
analysis of billing 
schedules.

    SUB-TOTAL EXPENSES       =     159,538   35,723  195,261    -        -        -    159,538  35,723         -    195,261
    COMPENSATION FOR 
    USE OF
    EQUITY CAPITAL           =           -        -        -    -        -        -          -       -         -          -

430 INTEREST ON DEBT TO
    ASSOC. COMPANIES         =           -      167      167    -        -        -          -     167         -        167
    TOTAL EXPENSES           =     159,538   35,890  195,428    -        -        -    159,538  35,723         -    195,428

421 MISCELLANEOUS
    NONOPERATING
    INCOME                   =           -     (254)    (254)   -        -        -          -    (254)        -       (254)

    TOTAL COST OF 
    SERVICE                  =     159,538   35,636  195,174    -        -        -    159,538  35,636         -    195,174



* Reclassified for financial          ( ) Denotes red figure
  reporting purposes

</TABLE> <PAGE>
 


<TABLE>
                                                                            24
                                ANNUAL REPORT OF Southern Nuclear Operating Company, 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
         DESCRIPTION                               Total               Strategic  Governmental  Vogtle    Hatch     Farley
                                                   Amount  Executive   Analysis   Affairs       Project   Project   Project
<C>   <S>                                          <C>        <C>         <C>        <C>       <C>       <C>       <C> 
920   SALARIES AND WAGES                           81,719       773       259         -         4,316     4,052     3,841
921   OFFICE SUPPLIES AND EXPENSES                 11,717        85        48         -           365       511       529
922   ADMINISTRATIVE EXPENSE TRANSFERRED - CREDIT       -         -         -         -             -         -         -
923   OUTSIDE SERVICES EMPLOYED                    61,184     1,749        17         -        13,008    17,945    13,202
924   PROPERTY INSURANCE                               27         -         -         -             -         -         -
925   INJURIES AND DAMAGES                          1,146         -         -         -             -         -         -
926   EMPLOYEE PENSIONS AND BENEFITS               16,111         -         -         -             -         -         -
928   REGULATORY COMMISSION EXPENSE                     -         -         -         -             -         -         - 
930.1 GENERAL ADVERTISING EXPENSE                       -         -         -         -             -         -         -        
930.2 MISCELLANEOUS GENERAL EXPENSES               12,361        83         -         -            83         2     9,467
931   RENTS                                         1,580         -         -         -             -         -         -
932   MAINTENANCE OF STRUCTURES AND EQUIPMENT         725         -         -         -             -         -         -
403   DEPRECIATION AND AMORTIZATION EXPENSE         1,577         -         -         -             -         -         -
408   TAXES OTHER THAN INCOME TAXES                 6,157         -         -         -             -         -         -
409   INCOME TAXES                                  1,448         -         -         -             -         -         -
410   PROVISION FOR DEFERRED INCOME TAXES           1,981         -         -         -             -         -         -
411   PROVISION FOR DEFERRED INCOME TAXES - CREDIT (4,248)        -         -         -             -         -         -
411.5 INVESTMENT TAX CREDIT                             -         -         -         -             -         -         -
426.1 DONATIONS                                       141       124         -         -             -         -         -
426.5 OTHER DEDUCTIONS                              1,635        57         -       938             -         -         3
427   INTEREST ON LONG-TERM DEBT                        -         -         -         -             -         -         -
430   INTEREST ON DEBT TO ASSOCIATE COMPANIES         167         -         -         -             -         -         -
431   OTHER INTEREST EXPENSE                            -         -         -         -             -         -         -

      TOTAL EXPENSES                              195,248     2,871       324       938        17,772    22,510    27,042
421   MISCELLANEOUS GAIN                             (254)        -         -         -             -         -         -
_______________________________________________________________________________________________________________________
INSTRUCTION:        Indicate each department or service 
                    function.  (see Instruction 01-3 
                    General Structure of Accounting 
                    System: Uniform System of Account).

                              TOTAL COSTS =       195,174     2,871       324       938        17,772    22,510    27,042


         ( ) Denotes red figure
</TABLE> <PAGE>
 


<TABLE>
                                                                            25
                                   ANNUAL REPORT OF Southern Nuclear Operating Company
                                          For the Year Ended December 31, 1993                                                  (Tho
_______________________________________________________________________________________________________________________
                                                      SCHEDULE XVII
                                            SCHEDULE OF EXPENSE DISTRIBUTION
                                                           BY
                                             DEPARTMENT OR SERVICE FUNCTION

                                          DEPARTMENT OR SERVICE FUNCTION

        ACCOUNT         Farley        Technical          Administrative           Corporate
         NUMBER          Plant         Services              Services              General
_______________________________________________________________________________________________________________________
       <S>             <C>              <C>                 <C>                   <C>
       920             45,270           6,577               10,729                5,902 
       921                566           1,222                6,843                1,584
       922                  -               -                    -                    -
       923                 28           2,938                8,085                4,212
       924                  -               -                    -                   27
       925                  -               -                  (3)                1,149
       926                  -               -                  194               15,917
       928                  -               -                    -                    -
       930.1                -               -                    -                    -
       930.2                -           2,474                  151                  101
       931                  1               1                  537                1,041
       932                  -               -                  725                    -
       403                  -               -                    -                1,577
       408                  -               -                    7                6,150
       409                  -               -                    -                1,448
       410                  -               -                    -                1,981
       411                  -               -                    -               (4,248)
       411.5                -               -                    -                    -
       426.1                -               -                    3                   14
       426.5                1               -                    9                  627
       427                  -               -                    -                    -
       430                  -               -                    -                  167
       431                  -               -                    -                    -
       Expenses        45,866          13,212               27,280               37,613
       421                                                                         (254)
_______________________________________________________________________________________________________________________

Total Costs            45,866          13,212               27,280               37,359

( ) Denotes red figure.<PAGE>



/TABLE
<PAGE>



                                                                            26
<TABLE>
           ANNUAL REPORT OF Southern Nuclear Operating Company, Inc.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)
_____________________________________________________________________________

                       DEPARTMENTAL ANALYSIS OF SALARIES
                                   ACCOUNT 920
_____________________________________________________________________________

                              DEPARTMENTAL SALARY EXPENSE            NUMBER
NAME OF DEPARTMENT                INCLUDED IN AMOUNTS BILLED TO     PERSONNEL
Indicate each          TOTAL   PARENT       OTHER        NON         END OF
department or         AMOUNT   COMPANY    ASSOCIATES  ASSOCIATES      YEAR
service function
_____________________________________________________________________________
<S>                     <C>      <C>          <C>         <C>         <C>
Executive               773                   773                       8

Strategic Analysis      259                   259                       4
                                                 
Vogtle Project        4,316                 4,316                      72

Hatch Project         4,052                 4,052                      68
                                                 
Farley Project        3,841                 3,841                      66
                                                 
Farley Plant         45,270                45,270                     910

Technical Services    6,577                 6,577                     108
                                                 
Administrative 
Services             10,729                10,729                     217

Corporate General                                            
  (Accrual for                                               
  incentive pay                                              
  plan, etc.)         5,902                 5,902                       -
      TOTAL          81,719        -       81,719           -       1,453














                                                 






_____________________________________________________________________________
/TABLE
<PAGE>



                                                                            27
<TABLE>
           ANNUAL REPORT OF Southern Nuclear Operating Company, 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.
_____________________________________________________________________________
                                                          RELATIONSHIP
                                                              "A"=
                                                           ASSOCIATE
                                                            "NA"=NON
     FROM WHOM PURCHASED              ADDRESS              ASSOCIATE   AMOUNT
<S>                           <C>                              <C>      <C>
Legal Services

Troutman, Sanders             600 Peachtree St. N.E.,           NA      1,854
    Lockerman and Ashmore         Suite 5200
                                  Atlanta, GA  30303-1810
Balch & Bingham               P. O. Box 306,                    NA      1,098
                                  Birmingham, AL 35201
Shaw, Pittman, Potts &        2300 N. Street, N.W.              NA        232
    Trowbridge                    Washington, D.C.
                                  20037-1128
Winston & Strawn              1400 L. St. N.W.,                 NA         81
                                  Washington, D.C. 
                                  20005-3502
Newman & Holtzinger           1615 L. St. N.W.,                 NA         34
                                  Washington, D.C. 
                                  20036-5680
Finestone, Morris &           3340 Peachtree Rd., N.W.          NA         32
    Wildstein                     Suite 2540 Tower Place
                                  Atlanta, GA 30326
Finch, McCranie, Brown, &     225 Peachtree St., N.E.           NA         25
    Thrash                        1700 South Tower
                                  Atlanta, GA 30303

Six Other Items (less than    Aggregate                         NA         92
  $25,000 paid to other than
  Associate Cos.)                                                            
                                                                        3,448

Auditing Services

Arthur Andersen &  Co.        133 Peachtree St., N.E.,          NA        175
                                  Atlanta, GA 30303                          
                                                                          175<PAGE>



(Continued on page 27A)
_____________________________________________________________________________<PAGE>



                                                                           27A

           ANNUAL REPORT OF Southern Nuclear Operating Company, 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.
_____________________________________________________________________________
                                                          RELATIONSHIP
                                                              "A"=
                                                           ASSOCIATE
                                                            "NA"=NON
     FROM WHOM PURCHASED              ADDRESS              ASSOCIATE   AMOUNT
_____________________________________________________________________________
Engineering Services

Southern Company Services,    64 Perimeter Center East,         A      43,419
    Inc.                          Atlanta, GA 30346
Universal Systems, Inc.       4350 Fair Labor Court             NA        777
                                  Fairfax, VA 22033
SONIC Systems International   1880 Dairy Ashford                NA        756
                                  Suite 207, 
                                  Houston, TX 77077
Lambert MacGill Thomas, Inc.  525 Aldo Avenue,                  NA        541
                                  Santa Clara, CA 
                                  95054-2205
Electric Power Research       P. O. Box 61000                   NA        275
    Institute                     Dept. 1527
                                  San Francisco, CA
                                  94161
ABB Combustion Engineering,   P. O. Box 905443                  NA        191
    Inc.                          Charlotte, NC 28290
Master-Lee Energy Services    1639 Clearview Dr.,               NA        137
                                  Latrobe, PA 15650
Cramer and Lindell            227 W. Main St.,                  NA        128
    Engineering                   P. O. Box 600,
                                  Niantic, CT 06357
PLG, Inc.                     4590 Macarthur Blvd.,             NA         96
                                  Newport Beach, CA 92660
Nuclear Energy Services, Inc. P. O. Box 75475                   NA         89
                                  Charlotte, NC 28275
MQS Inspection                P. O. Box 1531, Elk Grove         NA         63
                                  Village, IL 60009
NUS Corporation               2650 McCormick Dr.,               NA         61
                                  Clearwater, FL 34519

(Continued on page 27B)
_____________________________________________________________________________<PAGE>



                                                                           27B

           ANNUAL REPORT OF Southern Nuclear Operating Company, 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.
_____________________________________________________________________________

                                                          RELATIONSHIP
                                                              "A"=
                                                           ASSOCIATE
                                                            "NA"=NON
     FROM WHOM PURCHASED              ADDRESS              ASSOCIATE   AMOUNT
_____________________________________________________________________________
Engineering Services (Continued)
Duke Engineering & Services,  P. O. Box 65415                   NA         52
    Inc.                          Charlotte, NC 28265
Con Edison of New York, Inc.  4 Irving Place                    NA         50
                                  New York, NY 10003
Energy Resources              1015 18th St., N.W.,              NA         40
    International                 Washington, D.C. 20036
Bechtel Power Corporation     P. O. Box 905168,                 NA         35
                                  Charlotte, NC 28290-5168
TLG Services                  148 New Milford Rd. E,            NA         34
                                  Bridgewater, CT 06752
Enertech                      Dept. 66812                       NA         33
                                  El Monte, CA 91735

Nine Other Items              Aggregate                         NA        101
  (less than $25,000 paid to
  other than Associate Cos.)                                                 
                                                                       46,878
Management Consulting Services

Andersen Consulting           133 Peachtree St., N.E.           NA         32
                                  Atlanta, GA 30303

Four Other Items              Aggregate                         NA         26
  (less than $25,000 paid to
  other than Associates Cos.)                                                
                                                                           58
Other Services

Southern Company Services,    64 Perimeter Center East,         A       9,912
    Inc.                          Atlanta, GA 30346
Woods Technical               P. O. Box 984,                    NA        180
    Support Group                 Baxley, GA 31513

(Continued on page 27C)
_____________________________________________________________________________<PAGE>



                                                                           27C

           ANNUAL REPORT OF Southern Nuclear Operating Company, 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.
_____________________________________________________________________________

                                                          RELATIONSHIP
                                                              "A"=
                                                           ASSOCIATE
                                                            "NA"=NON
     FROM WHOM PURCHASED              ADDRESS              ASSOCIATE   AMOUNT

Other Services (Continued)

ADIA Services                 P. O. Box 360161M,                NA        162
                                  Pittsburgh, PA 15250
Red Mountain Internists       840 Montclair Rd., Ste. 321,      NA         63
                                  Birmingham, AL 35213
Massachusetts Institute of    77 Massachusetts Ave.,            NA         53
    Technology                    Room 10-110
                                  Cambridge, MA 02139
Smithkline Beecham Labs       P. O. Box 101828,                 NA         53
                                  Atlanta, GA 30392
Southern Electric             100 Ashford Center N.             A          50
    International                 Suite 400
                                  Atlanta, GA 30346
Fairview Clinic               1602 E. Main St., Ste. 303,       NA         31
                                  Dothan, AL 36301
B. Lamar Murray M.D.          311 4th St.,                      NA         27
                                  Waynesboro, GA 30830

One Hundred Thirty-four       Aggregate                         NA        194
  Other Items (less than
  $25,000 paid to other
  than Associate Cos.)                                                       
                                                                       10,725

                                                                TOTAL  61,284





_____________________________________________________________________________
/TABLE
<PAGE>



                                                                            28
<TABLE>
           ANNUAL REPORT OF Southern Nuclear Operating Company, 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.
_____________________________________________________________________________

            DESCRIPTION                                          AMOUNT
    <S>                                                           <C>
    Pensions                                                      4,733
    Employee's Group Insurance                                    5,084
    Post-retirement Life Benefits                                   812
    Post-retirement Medical Benefits                              2,496
    Post-employment Medical Benefits                                 31
    Other Employee Benefits                                         370
    Employee Saving Plan Contribution                             2,585

                                                 TOTAL           16,111






























_____________________________________________________________________________
/TABLE
<PAGE>



                                                                            29
<TABLE>
           ANNUAL REPORT OF Southern Nuclear Operating Company, 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 $3000 applicable to a single payee, show
                 separately the name of the payee and the aggregate amount
                 applicable thereto.
_____________________________________________________________________________

DESCRIPTION                    NAME OF PAYEE                 AMOUNT
_____________________________________________________________________________

<S>                                 <C>                       <C>


   Not Applicable



















          







_____________________________________________________________________________
/TABLE
<PAGE>



                                                                            30
<TABLE>
           ANNUAL REPORT OF Southern Nuclear Operating Company, Inc.

                     For the Year Ended December 31, 1993

                            (Thousands of Dollars)
_____________________________________________________________________________

                        MISCELLANEOUS GENERAL EXPENSES
                                 ACCOUNT 930.2
_____________________________________________________________________________

   INSTRUCTIONS:   Provide a listing of the amount included in Account 930.2,
                   "Miscellaneous General Expenses", classifying such expenses
                   according to their nature.  Payments and expenses permitted
                   by Section 321 (b) (2) of the Federal Election Campaign
                   Act, as amended by Public Law 94-283 in 1976 (2 U.S.C.S.
                   441 (b) (2) shall be separately classified.
_____________________________________________________________________________

         DESCRIPTION                                                 AMOUNT
   <S>                                                                <C>
   Assessments and Fees                                               8,939

   Membership Dues                                                    1,940

   Nuclear Power Research Expenses                                    1,149

   Fixed Asset Retirement                                                98

   Employee Communications                                               25

   Employee Activities                                                   18

   Nuclear Information Program                                           16

   Vital Records Storage                                                  9

   Other Expenses                                                        67

                                                      TOTAL          12,261

















_____________________________________________________________________________
/TABLE
<PAGE>



                                                                            31
<TABLE>
           ANNUAL REPORT OF Southern Nuclear Operating Company, 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.
_____________________________________________________________________________

       TYPE OF PROPERTY                                              AMOUNT
_____________________________________________________________________________
   <S>                                                                <C>
   Office Rents                                                       1,041


   Computer Equipment and Software Rental                               527


   Other Rents                                                           12


                                                      TOTAL           1,580



























_____________________________________________________________________________
/TABLE
<PAGE>



                                                                            32
<TABLE>
           ANNUAL REPORT OF Southern Nuclear Operating Company, 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.
_____________________________________________________________________________

                   KIND OF TAX                                       AMOUNT
_____________________________________________________________________________
        <S>                                                            <C>
        Other than U.S. Government Taxes

            Property                                                    69

            State Unemployment                                          70

            State Franchise                                             19

                  Subtotal - Other                                     158

        U. S. Government Taxes

            Federal Insurance Contribution Act                       5,907

            Federal Unemployment                                        85

            Corporate Environmental                                      7

                  Subtotal - U.S. Government                         5,999





                                                      TOTAL          6,157










_____________________________________________________________________________
/TABLE
<PAGE>



                                                                            33
<TABLE>
           ANNUAL REPORT OF Southern Nuclear Operating Company, 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.
_____________________________________________________________________________

      NAME OF RECIPIENT                 PURPOSE OF DONATION            AMOUNT
_____________________________________________________________________________
<S>                                     <C>                            <C>
Georgia Tech. Research Corp.            Support of Program              53
Chelsea High School                     Support of Program               5
Scholarship Administrators, Inc.        Support of Program               6
United Way                              Support of Program              26
Lee College                             Employee Matching Gift           4
American Nuclear Society - 
  Public Education Program              Support of Program               5
22   Other Items (Less than $3,000)     Health & Human Services         17
41   Other Items (Less than $3,000)     Employee Matching Gift          12
 5   Other Items (Less than $3,000)     Civic & Community                3
 3   Other Items (Less than $3,000)     Educational Contributions        5
 3   Other Items (Less than $3,000)     Culture & Arts                   5

                                                      TOTAL            141























_____________________________________________________________________________
/TABLE
<PAGE>



                                                                            34
<TABLE>
           ANNUAL REPORT OF Southern Nuclear Operating Company, 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.
_____________________________________________________________________________

          DESCRIPTION                        NAME OF PAYEE            AMOUNT
_____________________________________________________________________________
<S>                                       <C>                           <C>
Civic and Political Activities

Labor, Travel, Membership               Various Payees                  664
    Dues and Other Expenses of 
    Company Employees
Nevada Initiative                       Edison Electric Institute       101
Transportation and Other Services       Southern Company
                                            Services, Inc.               42
Legal Fees                              Troutman Sanders                 80
Legal Fees                              Balch & Bingham                  53
Lobbying Expenses                       American Nuclear
                                           Energy Council                17
Waste Disposal & Advanced Reactor       Science Applications
    Services                               International                  6
Other Civic/Political                   Various Payees                   11

Employee Memberships
Memberships and Dues                    Various Associations            160

Other Deductions

Employee Stock Option Plan Contribution Southern Company
                                          Services, Inc.                451
Retirement Activities                   PMC                               3
Support of Community Activities and
  Programs                              Various Payees                   15
Program Support                         Southeastern Conference -
                                           Football                      10
Program Support                         Birmingham Barons                12
Deferred Productivity Improvement       Various Employees                 7
    Plan
Other                                   Various Payees                    3

                                        TOTAL                         1,635



_____________________________________________________________________________
/TABLE
<PAGE>



                                                                            35

           ANNUAL REPORT OF Southern Nuclear Operating Company, Inc.

                     For the Year Ended December 31, 1993
_____________________________________________________________________________
                                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>
                                                                                                                      36
                                ANNUAL REPORT OF Southern Nuclear Operating Company, Inc.
                                                    December 31, 1993

<S>                             <C>                                <C>                      <C>                    <C>
                                                                   _________________
                                                                   |    President   |
                                                                   |       and      |
                                                                   |       CEO      |
                                                                   |                |
                                                                   _________________
                                                                           |
         __________________________________________________________________|________________________________________________
        |                                |                                 |                        |                       |
        |                                |                                 |                        |                       |      
_________________               _________________                 __________________        _______________        ________________
| Vice President |              | Vice President |                |     Director    |       |  Executive   |       | Vice President
| Administrative |              |    Technical   |                |  Governmental   |       |     Vice     |       |       and     
|    Services    |              |    Services    |                |     Affairs     |       |  President*  |       |   Secretary   
|________________|              |________________|                |_________________|       |______________|       |_______________
  |                                 |                                                               |                              
  |-General Manager -               |-Manager - Nuclear Fuel               _________________________|_______________________       
  |   Human Resources               |-Manager - Inspection &               |                        |                       |  
  |-Manager - Public Affairs        |   Testing Svcs               _________________       __________________       _______________
  |-Manager - Security              |-Manager - Regulatory         | Vice President |      | Vice President  |      | Vice Presiden
  |-Manager - Info Resources        |   Engineering, Environ       |                |      |                 |      |              
  |-Supervisor - Records Mgmt &     |   Svcs                       | Farley Project |      | Vogtle Project* |      | Hatch Project
  |   Gen Svcs                      |-Manager - Corporate          |________________|      |_________________|      |______________
  |-Manager - Material Services     |   Quality Services              |                        |                      |
  |                                 |-General Manager -               |-General Mgr -          |-General Mgr -        |-General Mgr
  |    ______________               |   Nuc Tech Svcs                 |   Nuc Support          |   Nuc Support*       |   Nuc Suppo
  |   |              |              |-Project Engineer                |-Mgr - Safety           |-Mgr - Safety         |-Mgr - Safet
  |___|  Comptroller/|                                                |   Audit & Eng              Audit & Eng            Audit & E
      |   Treasurer  |                                                |   Review                   Review                 Review
      |______________|                                                |-General Mgr
        |                                                                 Nuc Plant  
        |-Manager - Accounting 
        |   Systems & Support
        |-Supervisor - Cash Mgt
        |   and Forecasting                         
        |-Supervisor - General
        |   Accounting
        |-Manager - Corporate
        |   Accounting
        |-Manager - Financial
        |   Planning
        |-Manager - Regulatory
            Analysis

                                                         *Also a shared employee with Georgia Power Company.       
/TABLE
<PAGE>



                                                                            37

           ANNUAL REPORT OF Southern Nuclear Operating Company, Inc.

                     For the Year Ended December 31, 1993

__________________________________________________________________

                       METHODS OF ALLOCATION
__________________________________________________________________

For the descriptions below, the term "plant" means each separate
nuclear electric generating site for which Southern Nuclear is
providing services, regardless of the capacity of the operating
units and regardless of the number of units operating at the site,
and the term "plants" means all of such sites.

1.   Employee Basis

     Southern Nuclear's organization is designed to focus
     primarily on operation of each plant.  Plant "modules" will
     be established for each plant in which will be employed
     personnel directly responsible for the operation of the
     plant, including off-site personnel.  All of the cost of
     employees within a plant module will be directly charged to
     the owners of that particular plant.  The Employee Basis for
     allocation of indirect costs among the plants shall be the
     factor for each plant arrived at by dividing the number of
     employees in a particular plant module by the total number of
     employees in all plant modules.  The employee number to be
     used initially shall be the initial staffing of the plant
     modules.  In determining the number of employees after the
     first year of operations, the average number of employees in
     each module during the previous year shall be used.

2.   Plant Basis

     The Plant Basis for allocation is the factor determined by
     dividing one plant by the total number of plants.

3.   Plant Capacity Basis

     The Plant Capacity Basis for allocation is the factor
     determined by dividing the name plate kilowatt capacity of a
     plant by the total kilowatt capacity of all plants.

4.   Plant Generation Basis

     The Plant Generation Basis for allocation shall be the factor
     for each plant established by dividing the total net
     generation output from each plant in the previous calendar
     year by the total net generation output of all plants.  With
     respect to a plant for which Southern Nuclear will begin 

     (Continued on page 37A)

__________________________________________________________________<PAGE>



                                                                           37A

           ANNUAL REPORT OF Southern Nuclear Operating Company, Inc.

                     For the Year Ended December 31, 1993

__________________________________________________________________

                       METHODS OF ALLOCATION
                            (Continued)
__________________________________________________________________

     providing services during a year, or to a plant having a unit
     due to be placed in service in a year to which the allocation
     will apply, the net generation output for such plants used
     for the calculation shall be adjusted to reflect the expected
     generation from the unit during the calendar year.

5.   Salary Basis

     The Salary Basis for allocation shall be the factor
     determined by the ratio of direct salary charges assigned to
     each plant to the total direct salary charges for each month.

































__________________________________________________________________<PAGE>



                                                                            38

           ANNUAL REPORT OF Southern Nuclear Operating Company, 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
     Nuclear 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
     Nuclear does not bill its associated client companies for compensation of
     equity capital.

     On December 31, 1990, Southern Nuclear borrowed $5,000,000 from The
     Southern Company (Southern) for working capital requirements.  The
     interest rate is adjusted as of the first of each month and applicable to
     the outstanding principal on a daily basis.  The rate applicable to each
     month is equal to the average effective interest cost of Southern's
     outstanding obligations for borrowed money on the first day of each
     month, or if no obligations are outstanding at the time, at a rate equal
     to the weekly average of the thirty-day certificate of deposit rate
     (secondary market) as reported in Federal Reserve statistical release
     H.15 (519) for the next to last complete business week of the preceding
     calendar month.  However, this rate shall not exceed the prime rate at
     Trust Company Bank of Georgia, Atlanta, Georgia in effect on the first of
     each month.  The interest rate on these funds ranged from 3.06% to 3.54%. 
     Interest of $167,183.32 was accrued and billed to the associate client
     companies.  The interest was distributed to each associate client company
     on the Plant Allocation Basis in accordance with the SEC order and our
     service contracts.

     The interest on total company indebtedness was billed to the associate
     client companies as follows:


        Alabama Power Company       $ 55,727.77

        Georgia Power Company        111,455.55

                                    $167,183.32







_____________________________________________________________________________<PAGE>



                                                                            39

           ANNUAL REPORT OF Southern Nuclear Operating Company, 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 issues thereunder, the
          undersigned company has duly caused this report to be
          signed on its behalf by the undersigned officer thereunto
          duly authorized.






                          Southern Nuclear Operating Company, Inc.
                         _________________________________________
                                (Name of Reporting Company)                  



                                  /s/ R.M. Gilbert, Jr.
                       By:    ____________________________________
                              (Signature of Signing Officer)



                       R.M. Gilbert, Jr., Comptroller and Treasurer
                       ____________________________________________
                        (Printed Name and Title of Signing Officer)




          Date:       April 30, 1994  










_____________________________________________________________________________<PAGE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission