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) July 28, 2004
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Commission Registrant, State of Incorporation, I.R.S. Employer
File Number Address and Telephone Number Identification No.
1-3526 The Southern Company 58-0690070
(A Delaware Corporation)
270 Peachtree Street, N.W.
Atlanta, Georgia 30303
(404) 506-5000
1-3164 Alabama Power Company 63-0004250
(An Alabama Corporation)
600 North 18th Street
Birmingham, Alabama 35291
(205) 257-1000
1-6468 Georgia Power Company 58-0257110
(A Georgia Corporation)
241 Ralph McGill Boulevard, N.E.
Atlanta, Georgia 30308
(404) 506-6526
0-2429 Gulf Power Company 59-0276810
(A Maine Corporation)
One Energy Place
Pensacola, Florida 32520
(850) 444-6111
001-11229 Mississippi Power Company 64-0205820
(A Mississippi Corporation)
2992 West Beach
Gulfport, Mississippi 39501
(228) 864-1211
1-5072 Savannah Electric and Power Company 58-0418070
(A Georgia Corporation)
600 East Bay Street
Savannah, Georgia 31401
(912) 644-7171
333-98553 Southern Power Company 58-2598670
(A Delaware Corporation)
270 Peachtree Street, N.W.
Atlanta, Georgia 30303
(404) 506-5000
The addresses of the registrants have not changed since the last report.
This combined Form 8-K is filed separately by seven registrants: The Southern
Company, Alabama Power Company, Georgia Power Company, Gulf Power Company,
Mississippi Power Company, Savannah Electric and Power Company and Southern
Power Company. Information contained herein relating to each registrant is filed
by each registrant solely on its own behalf. Each registrant makes no
representation as to information relating to the other registrants.
Item 12. Results of Operations and Financial Condition.
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The information in this Current Report on Form 8-K, including the
exhibits attached hereto, shall not be deemed "filed" for purposes of Section 18
of the Securities Exchange Act of 1934, as amended, or otherwise subject to the
liabilities under that Section. Furthermore, such information, including the
exhibits attached hereto, shall not be deemed to be incorporated by reference in
any filing under the Securities Act of 1933, as amended, except as shall be
expressly set forth by specific reference in such filing.
On July 28, 2004, The Southern Company ("Southern Company") issued a
press release regarding its earnings for the periods ended June 30, 2004. A copy
of this release is being furnished as Exhibit 99.01 to this Current Report on
Form 8-K. In addition, certain additional information regarding the financial
results for the three months and six months ended June 30, 2004 is being
furnished as Exhibits 99.02 through 99.06 to this Current Report on Form 8-K.
Use of Non-GAAP Financial Measures
In the press release attached hereto as Exhibit 99.01, Southern
Company, in addition to presenting its earnings information in conformity with
accounting principles generally accepted in the U.S. ("GAAP"), has also provided
non-GAAP earnings data for the second quarter 2003 and year-to-date 2003 to
exclude a one-time after-tax gain of $88 million related to the termination of
all long-term wholesale power contracts with Dynegy, Inc. After adjusting for
revenues that would have been recognized in 2003 had the contracts remained in
place, the adjusted gain for 2003 was $83 million, or 11 cents per share.
Including the impact of the Dynegy settlement, reported earnings for the second
quarter and year-to-date 2003 were $432 million, or 60 cents per share, and $730
million, or $1.01 per share, respectively. Southern Company believes that these
non-GAAP financial measures are useful to investors because the items excluded
are not indicative of Southern Company's continuing operating results and are
excluded by Southern Company's management for planning and forecasting purposes.
The presentation of this additional information is not meant to be considered a
substitute for financial measures prepared in accordance with GAAP.
Exhibits
The exhibits hereto contain business segment information for Alabama
Power Company, Georgia Power Company, Gulf Power Company, Mississippi Power
Company, Savannah Electric and Power Company and Southern Power Company.
Accordingly, this report is also being furnished on behalf of each such
registrant.
The following exhibits relate to the periods ended June 30, 2004:
Exhibit 99.01 Press Release.
Exhibit 99.02 Financial Highlights.
Exhibit 99.03 Significant Factors Impacting EPS.
Exhibit 99.04 Analysis of Consolidated Earnings.
Exhibit 99.05 Kilowatt Hour Sales.
Exhibit 99.06 Financial Overview.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, each of the registrants has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
Date: July 28, 2004 THE SOUTHERN COMPANY
By /s/W. Dean Hudson
W. Dean Hudson
Comptroller
ALABAMA POWER COMPANY
GEORGIA POWER COMPANY
GULF POWER COMPANY
MISSISSIPPI POWER COMPANY
SAVANNAH ELECTRIC AND POWER COMPANY
SOUTHERN POWER COMPANY
By /s/Wayne Boston
Wayne Boston
Assistant Secretary