SOUTHERN CO
POS AMC, 1995-06-21
ELECTRIC SERVICES
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                                                                File No. 70-8309



                          SECURITIES AND EXCHANGE COMMISSION
                               Washington, D. C.  20549

                                   Amendment No. 5 
                                (Post-Effective No. 2)
                                          to
                                       FORM U-1

                              APPLICATION OR DECLARATION
                                        under

                    The Public Utility Holding Company Act of 1935


                                 THE SOUTHERN COMPANY
                               64 Perimeter Center East
                                Atlanta, Georgia 30346

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


                                 THE SOUTHERN COMPANY

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


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

                     (Names and addresses of agents for service)



         The Commission is requested to mail signed copies of all orders,
         notices and communications to the above agents for service and to:


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






          Item 1.   Description of Proposed Transactions.

                    The first paragraph of Item 1.2 as amended by Amendment

          No. 4 (Post-Effective No. 1) is hereby deleted and replaced with

          the following:

                    "Southern now requests authority to issue and sell,

          from time to time prior to April 1, 2000, short-term and/or term

          loan notes to lenders and commercial paper to dealers in an

          aggregate principal amount at any one time outstanding of up to

          $1 billion.  Such notes and commercial paper would be sold

          subject to all other terms and conditions set forth in the 1994

          Order, except that Southern is proposing herein that notes issued

          to banks may have maturities of up to seven (7) years from the

          date of issuance."

                    Item 1.5 as amended by Amendment No. 4 (Post-Effective

          No. 1) is hereby deleted and replaced with the following:

                    "Any short-term borrowings outstanding hereunder after

          March 31, 2000 will be retired from internal sources of cash or

          the proceeds of financings heretofore or hereafter approved in

          separate filings, including but not limited to File Nos. 70-8277

          and 70-8435."
<PAGE>






                                        - 2 -





                                      SIGNATURE

               Pursuant to the requirements of the Public Utility Holding

          Company Act of 1935, the undersigned company has duly caused this

          statement to be signed on its behalf by the undersigned thereunto

          duly authorized.


          Dated: June 21, 1995               THE SOUTHERN COMPANY



                                             By  /s/Tommy Chisholm
                                                   Tommy Chisholm
                                                      Secretary
<PAGE>


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