35-CERT

                           CERTIFICATE OF NOTIFICATION


                                    Filed by

                               GULF POWER COMPANY

Pursuant to orders of the Securities and Exchange Commission dated December 15,
1994, January 17, 1996, August 26, 1996, January 14, 1997, January 29, 1997,
February 5, 1997 and June 10, 1997 in the matter of File No. 70-8461.

                                 --------------

Gulf Power Company (the "Company") hereby certifies to said Commission, pursuant
to Rule 24, as follows:

         1. On August 1, 1997, the issuance by the Company of $20,000,000
aggregate principal amount of its Series B 7.50% Junior Subordinated Notes due
June 30, 2037 (the "Junior Subordinated Notes"), pursuant to the Supplemental
Indenture dated as of August 1, 1997, supplementing the Subordinated Note
Indenture dated as of January 1, 1997, between the Company and The Chase
Manhattan Bank, as Trustee, was carried out in accordance with the terms and
conditions of and for the purposes represented by the application, as amended,
and of said orders with respect thereto.

         2.       Filed herewith are the following exhibits:

         Exhibit A     --   Copy of the prospectus supplement with respect
                            to the Junior Subordinated Notes, dated July 28,
                            1997, and accompanying prospectus dated January 10,
                            1997. (Filed electronically July 29, 1997, in File
                            Nos. 333-19271, 333-19271-01, and 333-19271-02.)

         Exhibit B     --   Underwriting Agreement dated July 28, 1997.
                            (Designated in Form 8-K dated July 28, 1997, as
                            Exhibit 1.)

         Exhibit C     --   Second Supplemental Indenture dated as of
                            August 1, 1997 to the Subordinated Note Indenture
                            dated as of January 1, 1997, between the Company and
                            The Chase Manhattan Bank, as trustee. (Designated in
                            Form 8-K dated July 28, 1997, as Exhibit 4.2.)

         Exhibit D     --   Opinion of Beggs & Lane dated August 11, 1997.



Dated    August 11, 1997                             GULF POWER COMPANY



                                                     By    /s/Wayne Boston
                                                              Wayne Boston
                                                          Assistant Secretary

EX-99

                                                                     Exhibit D
                                  Beggs & Lane
                          Seventh Floor Blount Building
                              3 West Garden Street
                            Pensacola, Florida 32501
                                  904-432-2451

                                 August 11, 1997


Securities and Exchange Commission
Washington, DC 20549

RE:      Statement on Form U-1
         of Gulf Power Company
         (herein called the "Company") et al.
         File No. 70-8461

Ladies and Gentlemen:

We have read the statement on Form U-1, as amended, referred to above and are
furnishing this opinion with respect to the issuance and sale by the Company of
$20,000,000 aggregate principal amount of its Series B 7.50% Junior Subordinated
Notes due June 30, 2037 (the "Junior Subordinated Notes").

We are of the opinion that:

(a)  the Company is validly  organized and duly existing as a corporation  under
     the laws of the State of Maine and is duly  admitted to do  business  under
     the laws of the States of Florida, Georgia and Mississippi;

(b)  the subject  transactions  have been  consummated  in accordance  with such
     statement on Form U-1, as amended;

(c)  all state laws applicable to such transactions have been complied with;

(d)  the Junior  Subordinated  Notes are valid and  binding  obligations  of the
     Company in accordance with their terms; and

(e)  the  consummation of the  transactions  did not violate the legal rights of
     the  holders  of any  securities  issued by the  Company  or any  associate
     company thereof.

We hereby give our written consent to the use of this opinion in connection with
the above-mentioned statement on Form U-1, as amended, and to the filing thereof
with the Commission at the time of the filing by the Company of its certificate
pursuant to Rule 24.


                                                              Very truly yours,
                                                              /s/Beggs & Lane