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) March 12, 2003
-----------------------------
ALABAMA POWER COMPANY
------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
------------------------------------------------------------------------------
Alabama 1-3164 63-0004250
-------------------------------------------------------------------------------
(State or other jurisdiction (Commission File (IRS Employer Identification
of incorporation) Number) No.)
600 North 18th Street, Birmingham, Alabama 35291
-------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (205) 257-1000
-----------------------------
N/A
-------------------------------------------------------------------------------
(Former name or former address, if changed since last report.)
Item 5. Other Events.
------------
On March 12, 2003, Alabama Power Company (the "Company") entered
into an Underwriting Agreement covering the issue and sale by the Company of
$200,000,000 aggregate principal amount of its Series V 5.60% Senior Notes due
March 15, 2033 (the "Series V Senior Notes"). Said notes were registered under
the Securities Act of 1933, as amended (the "Securities Act"), pursuant to the
shelf registration statement (Registration Nos. 333-100721, 333-100721-01
333-100721-02 and 333-100721-03) of the Company.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
------------------------------------------------------------------
(c) Exhibits.
1.1 Underwriting Agreement, dated March 12, 2003 relating
to the Series V Senior Notes among the Company and
Morgan Stanley & Co. Incorporated, Wachovia Securities,
Inc., ABI Capital Management LLC, ABN AMRO
Incorporated, BNY Capital Markets, Inc. and
Synovus Securities, Inc. as the Underwriters.
4.2 Twenty-Second Supplemental Indenture to Senior
Note Indenture dated as of March 14, 2003,
providing for the issuance of the Series V Senior
Notes.
4.7 Form of Series V Senior Note (included in Exhibit
4.2 above).
5.1 Opinion of Balch & Bingham LLP relating to the Series
V Senior Notes.
12.1 Computation of ratio of earnings to fixed charges.
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 hereunto duly authorized.
Date: March 14, 2003 ALABAMA POWER COMPANY
By
------------------------------------
Wayne Boston
Assistant Secretary