1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 ----------- FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 SOUTHERN ENERGY, INC. --------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 58-2056305 - ---------------------------------------- ------------------------------------ (State of incorporation or organization) (I.R.S. Employer Identification No.) 900 Ashwood Parkway, Suite 500 Atlanta, Georgia 30338 ----------------------------------------------------------------- (Address of principal executive offices, including zip code) If this Form relates to the If this Form relates to the registration of a class of securities registration of a class of pursuant to Section 12(b) of the securities pursuant to Section 12(g) Exchange Act and is effective of the Exchange Act and is effective pursuant to General Instruction pursuant to General Instruction A.(c), please check the following A.(d), please check the following box. [X] box. [ ] Securities Act registration statement file number to which this form relates: 333-35390 Securities to be registered pursuant to Section 12(b) of the Act: TITLE OF EACH CLASS NAME OF EACH EXCHANGE ON WHICH TO BE SO REGISTERED EACH CLASS IS TO BE SO REGISTERED ------------------- --------------------------------- Common stock, $0.01 par value per share New York Stock Exchange Series A Preferred Share Purchase Rights New York Stock Exchange Securities to be registered pursuant to Section 12(g) of the Act: NONE ---------------- (Title of Class) 2 ITEM 1. DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED. The description of the Registrant's Common Stock, $0.01 par value per share, and the related Rights to purchase Series A Preferred Stock, such Rights to initially trade together with the Common Stock, registered hereby is incorporated by reference to the description of the Registrant's capital stock set forth under the headings "Description of Capital Stock" and "Shares Eligible for Future Sale" in the Registrant's Form S-1 Registration Statement No. 333-35390 (the "Registration Statement"), initially filed with the Securities and Exchange Commission on April 21, 2000, and any amendments to such Registration Statement filed subsequently thereto, including any form of Prospectus to be filed pursuant to Rule 424(b) under the Securities Act of 1933, as amended. ITEM 2. EXHIBITS. Not applicable. 3 SIGNATURE Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized. SOUTHERN ENERGY, INC. By: /s/ Elizabeth B. Chandler -------------------------------------- Elizabeth B. Chandler Vice President and Corporate Secretary Date: September 7, 2000