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) October 30, 2002
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GEORGIA POWER COMPANY
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(Exact name of registrant as specified in its charter)
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Georgia 1-6468 58-0257110
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(State or other jurisdiction (Commission File (IRS Employer Identification
of incorporation) Number) No.)
241 Ralph McGill Boulevard, Atlanta, Georgia 30308
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (404) 506-6526
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N/A
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(Former name or former address, if changed since last report.)
Item 5. Other Events.
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On October 30, 2002, Georgia Power Company (the "Company") and
Georgia Power Capital Trust VI (the "Trust") entered into an Underwriting
Agreement covering the issue and sale by the Trust of not to exceed 300,000
Flexible Trust Preferred Securities (Liquidation Amount $1,000 per Preferred
Security). Said Preferred Securities were registered under the Securities Act of
1933, as amended, pursuant to the registration statement (Registration Nos.
333-57884, 333-57884-01, 333-57884-02, 333-57884-03 and 333-57884-04) of the
Company and the Trust.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
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(c) Exhibits.
1 Underwriting greement, dated October 30, 2002, among the
Company, the Trust and Lehman Brothers Inc., as the
representative of the underwriters named in Schedule I thereto.
4.4 Fourth Supplemental Indenture dated as of November 6, 2002,
providing for the issuance of the Company's Series F Junior
Subordinated Notes due November 1, 2042.
4.7-A Amended and Restated Trust Agreement of Georgia Power
Capital Trust VI.
4.8-A Form of referred Security of Georgia Power Capital Trust VI
(included in Exhibit 4.7-A above).
4.10 Form of Series F Junior Subordinated Note due November 1,
2042 (included in Exhibit 4.4 above).
4.11-A Guarantee Agreement relating to Georgia Power Capital
Trust VI.
4.12-A Agreement as to Expenses and Liabilities relating to
Georgia Power Capital Trust VI (included in Exhibit 4.7-A
above).
5.1 Opinion of Troutman Sanders LLP.
5.2-A Opinion of Richards, Layton & Finger, P.A., relating to
Georgia Power Capital Trust VI.
8 Tax Opinion of Troutman Sanders LLP.
12.1 Computation of ratio of earnings to fixed charges.
12.2 Computation of ratio of earnings to fixed charges plus
preferred dividend requirements (pre-income tax basis).
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: November 6, 2002 GEORGIA POWER COMPANY
By /s/Wayne Boston
Wayne Boston
Assistant Secretary