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) February 5, 2004
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ALABAMA POWER COMPANY
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(Exact name of registrant as specified in its charter)
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Alabama 1-3164 63-0004250
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(State or other jurisdiction (Commission File (IRS Employer Identification
of incorporation) Number) No.)
600 North 18th Street, Birmingham, Alabama 35291
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (205) 257-1000
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N/A
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(Former name or former address, if changed since last report.)
2
Item 5. Other Events.
On February 5, 2004, Alabama Power Company (the "Company") entered into
an Underwriting Agreement covering the issue and sale by the Company of
4,000,000 shares of 5.30% Class A Preferred Stock, Cumulative, Par Value $1 Per
Share (Stated Capital $25 Per Share) (the "Preferred Stock"). Said stock was
registered under the Securities Act of 1933, as amended (the "Securities Act"),
pursuant to the shelf registration statement (Registration Nos. 333-110950,
333-110950-01, 333-110950-02 and 333-110950-03) of the Company.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits.
1.1 Underwriting Agreement, dated February 5, 2004
relating to the Preferred Stock between the Company
and Lehman Brothers Inc., as the Underwriter.
4.4 Amendment to Charter of the Company dated February
17, 2004, which includes resolutions of the Board of
Directors of the Company establishing the Preferred
Stock.
5.1 Opinion of Balch & Bingham LLP relating to the
Preferred Stock.
12.1 Computation of ratio of earnings to fixed charges.
12.2 Computation of ratio of earnings to fixed charges
plus preferred dividend requirements
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: February 17, 2004 By /s/Wayne Boston
Wayne Boston
Assistant Secretary