SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 15

CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF
THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER
SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.

                                                  Commission File Number: 1-9905

                           ATLANTA GAS LIGHT COMPANY
             (Exact name of registrant as specified in its charter)

        303 Peachtree Street, NE, Atlanta, Georgia 30308, (404) 584-4000
    (Address, including ZIP code, and telephone number, including area code,
                  of registrant's principal executive offices)

                          Depositary Preferred Shares
         (Representing 1/4 of One Share of Cumulative Preferred Stock,
               7.70% Series, $100 Par or Stated Value Per Share)
            (Title of each class of securities covered by this Form)

                                      None
   (Titles of all other class of securities for which a duty to file reports
                     under section 13(a) or 15(d) remains)

Please place an X in the box(es) to designate the appropriate rule provision(s)
relied upon to terminate or suspend the duty to file reports:


 
                                     
Rule 12(g)-4(a)(1)(i)  [X]              Rule 12h-3(b)(1)(i)  [X]
Rule 12(g)-4(a)(1)(ii) [ ]              Rule 12h-3(b)(1)(ii) [ ]
Rule 12(g)-4(a)(2)(i)  [ ]              Rule 12h-3(b)(2)(i)  [ ]
Rule 12(g)-4(a)(2)(ii) [ ]              Rule 12h-3(b)(2)(ii) [ ]
                                        Rule 15d-6
Approximate number of holders of record as of the certification or notice
date: zero (0)


Pursuant to the requirements of the Securities Exchange Act of 1934, Atlanta Gas
Light Company has caused this certification/notice to be signed on its behalf by
the undersigned duly authorized person.

                                     ATLANTA GAS LIGHT COMPANY



Date: December 2, 1997               By: /s/ Melanie M. Platt
                                        ------------------------
                                         Melanie M. Platt,
                                         Vice President and Corporate Secretary