Exhibit 24(d)
February 25, 1994


Mr. W. L. Westbrook               Mr. Wayne Boston
Southern Company Services, Inc.   Southern Company Services, Inc.
64 Perimeter Center East          64 Perimeter Center East
Atlanta, Georgia 30346            Atlanta, Georgia 30346


Dear Sirs:

                     Re:  Forms 10-K and 10-Q

     Gulf Power Company proposes to file or join in the filing of
statements under the Securities Exchange Act of 1934 with the
Securities and Exchange Commission with respect to the following: 
(1) its Annual Report on Form 10-K for the year ended
December 31, 1993, and (2) its 1994 quarterly reports on Form
10-Q.

     Gulf Power Company and the undersigned Directors and
Officers of said Company, individually as a Director and/or as an
Officer of the Company, hereby make, constitute and appoint each
of you our true and lawful Attorney for each of us and in each of
our names, places and steads to sign and cause to be filed with
the Securities and Exchange Commission in connection with the
foregoing said Annual Report on Form 10-K, quarterly reports on
Form 10-Q and any appropriate amendment or amendments thereto and
any necessary exhibits.

                                  Sincerely,



                                  /s/Douglas L. McCrary
                                        Douglas L. McCrary
                                    Chairman of the Board and
                                     Chief Executive Officer







                              - 2 -



/s/Reed Bell                       /s/D. L. McCrary



/s/Travis J. Bowden                /s/C. Walter Ruckel



/s/Paul J. DeNicola                /s/Joseph K. Tannehill



/s/Fred C. Donovan                 /s/Arlan E. Scarbrough



/s/W. D. Hull, Jr.                 /s/Warren E. Tate







Extract from minutes of meeting of the board of directors of Gulf
Power Company.

                       - - - - - - - - - -

          RESOLVED,  That for the purpose of signing the
     statements under the Securities Exchange Act of 1934 to be
     filed with the Securities and Exchange Commission with
     respect to the filing of this Company's Annual Report on
     Form 10-K for the year ended December 31, 1993, and its 1994
     quarterly reports on Form 10-Q, and of remedying any
     deficiencies with respect thereto by appropriate amendment
     or amendments (both before and after such statements become
     effective), this Company, the members of its Board of
     Directors, and its Officers, are authorized to give their
     several powers of attorney to W. L. Westbrook and Wayne
     Boston.

                       - - - - - - - - - -

          The undersigned officer of Gulf Power Company does
hereby certify that the foregoing is a true and correct copy of
resolution duly and regularly adopted at a meeting of the board
of directors of Gulf Power Company, duly held on February 25,
1994, at which a quorum was in attendance and voting throughout,
and that said resolution has not since been rescinded but is
still in full force and effect.


Dated  March 25, 1994              GULF POWER COMPANY


                                   By /s/Wayne Boston
                                             Wayne Boston
                                          Assistant Secretary