SOUTHERN CO
35-CERT, 1994-08-11
ELECTRIC SERVICES
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                               CERTIFICATE OF NOTIFICATION

                                       Filed by

                          SOUTHERN ELECTRIC RAILROAD COMPANY

          Pursuant to Order of the Securities and Exchange Commission dated
          January 13, 1993 (HCAR No. 35-25734) in the matter of File No.
          70-7911.

          The following information is provided in response to the
          requirements of the above stated order.

          (1)  Balance Sheet and Income Statement at June 30, 1994. 
               Reference is made to Exhibit A filed herewith.

          (2)  Reasonable detail concerning the activities undertaken by
               Railroad Subsidiary during the applicable six-month period,
               including commencement of construction of any Rail Line and
               information concerning such Rail Line, such as its location
               and the Operating Company and generating facility to be
               served thereby.

               Southern Electric Railroad Company's Miller Railroad Project

               Phase I construction of the rail line which commenced in
               September 1993 is now scheduled for completion in October,
               1994.

               Engineering and studies on Phase II of the project
               continues.

               Southern Electric Railroad Company's McIntosh Railroad Project


               Negotiations are ongoing with CSX for the grade crossing of
               their mainline.  The installation of the grade crossing on
               US Highway 21 will occur concurrently with the Department of
               Transportation's widening of this road, which is scheduled
               to start during the third quarter of 1994.  The Department
               of Transportation is currently reviewing the design of this
               crossing.

               Final draft of the Environmental Assessment of the Right of
               Way is complete and under review.<PAGE>





                                         -2-



          (3)  Reference is made to Certificates of Notification previously
               filed with the Commission dated February 5, 1993 relating to
               Alabama Power Company and May 18, 1993 relating to Savannah
               Electric and Power Company.

          (4)  No information to report at this time.


          Dated  August 11, 1994

                                        SOUTHERN ELECTRIC RAILROAD COMPANY


                                        By      Wayne Boston            
                                                  Wayne Boston
                                               Assistant Secretary<PAGE>







                                                            Exhibit A



                        THE SOUTHERN ELECTRIC RAILROAD COMPANY

                                 FINANCIAL STATEMENTS

                                      JUNE 1994<PAGE>





                          SOUTHERN ELECTRIC RAILROAD COMPANY

                                 FINANCIAL STATEMENTS

                                      JUNE 1994

                         Contents                           Page No.

          Balance Sheet                                        1

          Income Statement                                     2

          Balance Sheet Details                                3

          Notes to the Financial Statements                    4<PAGE>





                                                                          1


                          SOUTHERN ELECTRIC RAILROAD COMPANY
                                    BALANCE SHEET
                                      JUNE 1994


                               ASSETS AND OTHER DEBITS

          PROPERTY AND OTHER INVESTMENTS:
               ORGANIZATION-NET                           $ 1,362.41
               CONSTRUCTION WORK-IN-PROGRESS-NET                0.00

               TOTAL PROPERTY AND OTHER INVESTMENTS         1,362.41

          CURRENTS ASSETS:
               CASH                                         3,973.25
               ACCOUNTS RECEIVABLE-ASSOC.COMPANIES         29,381.36

               TOTAL CURRENT ASSETS                        33,354.61

          TOTAL ASSETS AND OTHER DEBITS                   $34,717.02


                          LIABILITIES AND STOCKHOLDER EQUITY

          STOCKHOLDER EQUITY:
               CAPITAL STOCK - 5,000 SHARES at $1         $ 5,000.00
               RETAINED EARNINGS                                0.00

               TOTAL STOCKHOLDER EQUITY                     5,000.00

          CURRENT LIABILITIES:
               ACCOUNT PAYABLE - NON-ASSOC. COMPANIES           0.00
               ACCOUNTS PAYABLE - ASSOC. COS.              29,717.02

               TOTAL CURRENT LIABILITIES                   29,717.02

          TOTAL LIABILITIES AND STOCKHOLDER EQUITY        $34,717.02


          THE ACCOMPANYING  NOTES  ARE  AN INTEGRAL  PART  OF  THE  BALANCE
          SHEETS.<PAGE>





                                                                          2

                          SOUTHERN ELECTRIC RAILROAD COMPANY
                                   INCOME STATEMENT
                                    JUNE 30, 1994




          REVENUE

               SERVICES RENDERED                           $4,664.65

               TOTAL REVENUE                                4,664.65


          EXPENSES

               AMORTIZATION EXPENSE-ORGANIZATION COSTS        166.80
               TAXES OTHER THAN INCOME TAX                    600.00
               LEGAL EXPENSES                               2,679.90
               CORPORATE FEES AND EXPENSES                  1,217.95

               TOTAL EXPENSES                               4,664.65

          NET INCOME (LOSS)                                $    0.00<PAGE>





                                                                          3

                          SOUTHERN ELECTRIC RAILROAD COMPANY
                                BALANCE SHEET DETAILS
                                    JUNE 30, 1994


                            PROPERTY AND OTHER INVESTMENTS

          ORGANIZATION                                           $ 1,668.21
          ACCUMULATED AMORITIZATION                                  305.80
               ORGANIZATIONAL COSTS - NET                        $ 1,362.41

                            CONSTRUCTION-WORK-IN-PROGRESS

          CONSTRUCTION-WORK-IN-PROGRESS (CWIP):
               ALABAMA POWER COMPANY                          $3,190,389.91
               SAVANNAH ELECTRIC AND POWER CO.                   261,136.78
                  TOTAL CWIP                                   3,451,526.69

          LESS: CWIP BILLED
               ALABAMA POWER COMPANY                          $3,190,389.91
               SAVANNAH ELECTRIC AND POWER CO.                   261,136.78
                   TOTAL CWIP BILLED                           3,451,526.69

               NET CONSTRUCTION-WORK-IN-PROGRESS                      $0.00


                                    CURRENT ASSETS

          CASH - NATIONSBANK                                     $ 3,973.25

                                 ACCOUNTS RECEIVABLE

          ALABAMA POWER COMPANY                                  $15,238.46
          SAVANNAH ELECTRIC AND POWER COMPANY                     14,142.90

                    TOTAL ACCOUNTS RECEIVABLE                    $29,381.36


                                 CURRENT LIABILITIES

          SOUTHERN COMPANY SERVICES, INC.                        $29,717.02<PAGE>





                                                                          4

                          SOUTHERN ELECTRIC RAILROAD COMPANY

                            NOTES TO FINANCIAL STATEMENTS

                                    JUNE 30, 1994

          1.   General

               Description


               Southern Electric Railroad Company  (SERC) is a wholly owned
               subsidiary of The Southern  Company (Southern).  Southern is
               registered  as a  holding company  under the  Public Utility
               Holding Company Act of 1935  (PUHCA).  Other companies owned
               by Southern  include  five  operating  companies,  a  system
               service  company, Southern Electric International, Inc., The
               Southern  Development and  Investment Group,  Inc., Southern
               Nuclear   Operating   Company,  Southern   Electric  Bahamas
               Holdings  Ltd.,  Southern  Electric International  Holdings,
               Inc. and Southern Electric Wholesale Generators.

               SERC   is  currently  designing  and  constructing  railroad
               facilities  to  be   owned  by  various  operating   company
               subsidiaries of Southern.   During the construction  period,
               construction work  in progress is reflected on  the books of
               the  operating company.    However, SERC  continues to  hold
               title.  After construction  is completed, SERC will transfer
               title  to  the appropriate  operating  company  but hold  an
               easement granting sole authority to operate and maintain the
               facilities.  All services are provided at cost.


          2.   SERC has authorized capital stock  of 100,000 shares of  one
               dollar ($1.00) par  value common stock.   Southern owns  all
               5,000 shares currently outstanding.<PAGE>


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