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)              December 6, 2002

                              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

         (Former name or former address, if changed since last report.)

Item 5.         Other Events.
                On December 6, 2002, 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 S 5 7/8% Senior
Notes due December 1, 2022 (the "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 December 6, 2002 relating to
                 the Senior Notes among  the Company and Morgan Stanley & Co.
                 Incorporated, Banc One Capital Markets, Inc.,  BNY Capital
                 Markets, Inc., Wachovia Securities, Inc. and The Williams
                 Capital Group, L.P. as the Underwriters.

           4.2   Nineteenth Supplemental Indenture to Senior Note
                 Indenture dated as of December 12, 2002, providing
                 for the issuance of the Senior Notes.

           4.7   Form of Senior Note (included in Exhibit 4.2 above).

           5.1   Opinion of Balch & Bingham LLP relating to the Series S
                 Senior Notes.

          12.1   Computation of ratio of earnings to fixed charges.


                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:     December 12, 2002      ALABAMA POWER COMPANY

                                 By    /s/  Wayne Boston
                                               Wayne Boston
                                            Assistant Secretary