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) December 5, 1995 MISSISSIPPI POWER COMPANY - ------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) - ------------------------------------------------------------------------------- - ------------------------------------------------------------------------------- Mississippi 0-6849 64-0205820 - ------------------------------------------------------------------------------- (State or other jurisdiction (Commission File (IRS Employer Identification of incorporation) Number) No.) 2992 West Beach, Gulfport, Mississippi 39501 - ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (601) 864-1211 ----------------------------- N/A - ------------------------------------------------------------------------------- (Former name or former address, if changed since last report.) Item 5. Other Events. On December 5, 1995, Mississippi Power Company (the "Company") entered into a Purchase Contract covering the issue and sale of $30,000,000 aggregate principal amount of First Mortgage Bonds, 6 7/8% Series due December 1, 2025. Said First Mortgage Bonds were registered under the Securities Act of 1933, as amended, pursuant to the Company's shelf registration statement (Registration Statement No. 33-49649). Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits. 1 Form of Proposal for Purchase of First Mortgage Bonds, dated December 5, 1995, between the Company and the Purchasers named therein, with Purchase Contract attached thereto. 4 Supplemental Indenture, dated as of December 1, 1995, between the Company and Bankers Trust Company, as Trustee. 12 Computation of ratio of earnings to fixed charges for the five years ended December 31, 1994 and the twelve months ended October 31, 1995. 23(a) Consent of Eaton & Cottrell, P.A. 23(b) Consent of Arthur Andersen LLP. 25 Form T-1 of Bankers Trust Company, as Trustee. 26(a) Notice of Invitation for Proposals. 26(b) Terms and Conditions Relating to Proposals. 2 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 thereunto duly authorized. Date: December 18, 1995 MISSISSIPPI POWER COMPANY By /s/Wayne Boston Wayne Boston Assistant Secretary