SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) February 18, 1999
ALABAMA POWER COMPANY
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(Exact name of registrant as specified in its charter)
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Alabama 1-3164 63-0004250
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(State or other jurisdiction (Commission File (IRS Employer Identification
of incorporation) Number) No.)
600 North 18th Street, Birmingham, Alabama 35291
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (205) 257-1000
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N/A
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(Former name or former address, if changed since last report.)
2
Item 5. Other Events.
On February 18, 1999, Alabama Power Company (the "Company") and
Alabama Power Capital Trust III (the "Trust") entered into an Underwriting
Agreement covering the issue and sale by the Trust of 1,000 Capital Auction
Preferred Securities (liquidation amount $50,000 per Preferred Security). Said
Preferred Securities were registered under the Securities Act of 1933, as
amended, pursuant to the shelf registration statement (Registration Statement
Nos. 333-67453, 333-67453-01, 333-67453-02 and 333-67453-03) of the Company and
the Trust. Item 7. Financial Statements, Pro Forma Financial Information and
Exhibits.
(c) Exhibits.
1 Underwriting Agreement, dated February 18, 1999,
among the Company, the Trust, Goldman, Sachs & Co.
and Lehman Brothers Inc.
4.2 Second Supplemental Indenture, dated as of February
25, 1999, to Subordinated Note Indenture, providing
for the issuance of the Company's Series C Junior
Subordinated Notes due February 28, 2029.
4.5 Amended and Restated Trust Agreement of Alabama Power
Capital Trust III.
4.6 Form of Preferred Security of Alabama Power Capital
Trust III (included in Exhibit 4.5 above).
4.7 Form of Series C Junior Subordinated Note (included
in Exhibit 4.2 above).
4.8 Guarantee Agreement relating to Alabama Power Capital
Trust III.
4.9 Agreement as to Expenses and Liabilities relating to
Alabama Power Capital Trust III (included in Exhibit
4.5 above).
8.1 Tax Opinion of Balch & Bingham LLP.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
Date: February 24, 1999 ALABAMA POWER COMPANY
By /s/Wayne Boston
Wayne Boston
Assistant Secretary