8-K

UNITED STATES

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)October 31, 2016

Commission File Number	Registrant, State of Incorporation, Address and Telephone Number	I.R.S. Employer Identification No.
1-3526	The Southern Company (A Delaware Corporation) 30 Ivan Allen Jr. Blvd., N.W. Atlanta, Georgia 30308 (404) 506-5000	58-0690070
1-3164	Alabama Power Company (An Alabama Corporation) 600 North 18th Street Birmingham, Alabama 35203 (205) 257-1000	63-0004250
1-6468	Georgia Power Company (A Georgia Corporation) 241 Ralph McGill Boulevard, N.E. Atlanta, Georgia 30308 (404) 506-6526	58-0257110
001-31737	Gulf Power Company (A Florida Corporation) One Energy Place Pensacola, Florida 32520 (850) 444-6111	59-0276810
001-11229	Mississippi Power Company (A Mississippi Corporation) 2992 West Beach Boulevard Gulfport, Mississippi 39501 (228) 864-1211	64-0205820
1-14174	Southern Company Gas (A Georgia Corporation) Ten Peachtree Place N.E. Atlanta, Georgia 30309 (404) 584-4000	58-2210952
001-37803	Southern Power Company (A Delaware Corporation) 30 Ivan Allen Jr. Blvd., N.W. Atlanta, Georgia 30308 (404) 506-5000	58-2598670

The names and addresses of the registrants have not changed since the last report.

This combined Form 8-K is furnished separately by seven registrants: The Southern Company, Alabama Power Company, Georgia Power Company, Gulf Power Company, Mississippi Power Company, Southern Company Gas and Southern Power Company. Information contained herein relating to each registrant is furnished by each registrant solely on its own behalf. Each registrant makes no representation as to information relating to the other registrants.

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrants under any of the following provisions:

[  ]	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02 Results of Operations and Financial Condition

The information in this Current Report on Form 8-K, including the exhibits attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities under that Section. Furthermore, such information, including the exhibits attached hereto, shall not be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

On October 31, 2016, The Southern Company (“Southern Company”) issued a press release regarding its earnings for the three-month and nine-month periods ended September 30, 2016. A copy of this release is being furnished as Exhibit 99.01 to this Current Report on Form 8-K. In addition, certain additional information regarding the financial results for the three-month and nine-month periods ended September 30, 2016 is being furnished as Exhibits 99.02 through 99.07 to this Current Report on Form 8-K.

Use of Non-GAAP Financial Measures

Exhibits 99.01, 99.02, 99.03 and 99.04 to this Current Report on Form 8-K, in addition to including earnings and earnings per share in accordance with generally accepted accounting principles (“GAAP”) for the three-month and nine-month periods ended September 30, 2016 and 2015, also include earnings and earnings per share (1) for the three-month and nine-month periods ended September 30, 2016 and 2015 excluding charges for estimated probable losses relating to Mississippi Power Company’s construction of the integrated coal gasification combined cycle facility in Kemper County, Mississippi (the “Kemper IGCC”), (2) for the three-month and nine-month periods ended September 30, 2016 and 2015 excluding costs related to the acquisition and integration of Southern Company Gas (formerly known as AGL Resources Inc.) and for the three-month and nine-month periods ended September 30, 2016 excluding costs related to the acquisitions of PowerSecure International, Inc. and the 50% interest in Southern Natural Gas Company, L.L.C. (“SNG”), (3) for the nine-month period ended September 30, 2015 excluding additional costs related to the discontinued operations of Mirant Corporation and the March 2009 settlement agreement with MC Asset Recovery, LLC (“MCAR”), (4) for the three-month and nine-month periods ended September 30, 2016 excluding earnings related to the equity return related to the Kemper IGCC schedule extension beyond August 31, 2016, (5) for the three-month and nine-month periods ended September 30, 2016 excluding earnings, net of acquisition and integration costs, related to Southern Company Gas, (6) for the three-month and nine-month periods ended September 30, 2016 excluding the debt financing costs related to the acquisition of Southern Company Gas, and (7) for the three-month and nine-month periods ended September 30, 2016 excluding common stock issued to finance a portion of the acquisition of the 50% interest in SNG.  The attached exhibits include additional information regarding these excluded items, as well as reconciliations of each non-GAAP financial measure to the most comparable financial measure under GAAP. Southern Company believes the presentation of earnings and earnings per share, excluding these items, is useful to investors because it provides investors with additional information to evaluate the performance of Southern Company’s ongoing business activities.  Southern Company management also uses earnings and earnings per share, excluding the effect of these items, to evaluate the performance of Southern Company’s ongoing business activities.  The presentation of this additional information is not meant to be considered a substitute for financial measures prepared in accordance with GAAP.

- 1 -

Exhibits

The exhibits hereto contain business segment information for Alabama Power Company, Georgia Power Company, Gulf Power Company, Mississippi Power Company, Southern Company Gas and Southern Power Company. Accordingly, this report is also being furnished on behalf of each such registrant.

The following exhibits relate to the three-month and nine-month periods ended September 30, 2016:

Exhibit 99.01	Press Release.
Exhibit 99.02	Financial Highlights.
Exhibit 99.03	Significant Factors Impacting EPS.
Exhibit 99.04	EPS Earnings Analysis.
Exhibit 99.05	Consolidated Earnings.
Exhibit 99.06	Kilowatt-Hour Sales.
Exhibit 99.07	Financial Overview.

- 2 -

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, each of the registrants has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date:   October 31, 2016	THE SOUTHERN COMPANY
	By	/s/Ann P. Daiss
		Ann P. Daiss Comptroller
	ALABAMA POWER COMPANY GEORGIA POWER COMPANY GULF POWER COMPANY MISSISSIPPI POWER COMPANY SOUTHERN COMPANY GAS SOUTHERN POWER COMPANY
	By	/s/Melissa K. Caen
		Melissa K. Caen Assistant Secretary

- 3 -

EX-99.01

		Exhibit 99.01
News
Media Contact:	Southern Company Media Relations
	404-506-5333 or 1-866-506-5333
	www.southerncompany.com
Investor Relations Contact:
	Aaron Abramovitz
	404-506-0780
	apabramo@southernco.com
		October 31, 2016

Southern Company reports third quarter earnings

ATLANTA - Southern Company today reported third quarter 2016 earnings of $1.1 billion, or $1.18 per share, compared with earnings of $1.0 billion, or $1.05 per share, in the third quarter of 2015. For the nine months ended September 30, 2016, earnings were $2.2 billion, or $2.39 per share, compared with $2.1 billion, or $2.30 per share, for the same period in 2015.

Excludingthe items described in the “Net Income - Excluding Items” table below, Southern Company earned $1.2 billion, or $1.28 per share, during the third quarter of 2016, compared with $1.1 billion, or $1.17 per share, during the third quarter of 2015. For the nine months ended September 30, 2016, excluding these items, Southern Company earned $2.5 billion, or $2.64 per share, compared with earnings of $2.2 billion, or $2.45 per share, for the same period in 2015.

Non-GAAP Financial Measures	Three Months Ended September		Year-to-Date September
Net Income - Excluding Items (in millions)	2016	2015	2016	2015
Net Income - As Reported	$1,145	$959	$2,242	$2,096
Estimated Loss on Kemper IGCC	63	150	197	182
Tax Impact	(24)	(57)	(76)	(70)
Acquisition and Integration Costs	43	16	107	16
Tax Impact	(14)	(4)	(34)	(4)
Additional MCAR Settlement Costs	-	-	-	7
Tax Impact	-	-	-	(3)
Subtotal	$1,213	$1,064	$2,436	$2,224
Earnings Guidance Comparability Items:
Equity Return Related to Kemper IGCC     Schedule Extension	(7)	-	(7)	-
Tax Impact	(1)	-	(1)	-
Southern Company Gas Earnings,	(46)	-	(46)	-
net of Acquisition and Integration Costs
Tax Impact	18	-	18	-
Acquisition Debt Financing Costs	68	-	107	-
Tax Impact	(26)	-	(41)	-
Net Income - Excluding Items	$1,219	$1,064	$2,466	$2,224
Adjusted Average Shares Outstanding - Acquisition Financing (in millions)	954	910	935	910
Basic Earnings Per Share - Excluding Items	$1.28	$1.17	$2.64	$2.45

NOTE: For more information regarding these non-GAAP adjustments, see the footnotes accompanying the Financial Highlights page of the earnings package.

Earnings drivers for the third quarter of 2016 were positively influenced by warmer than normal weather, retail revenue effects at Southern Company’s traditional electric operating companies and stronger-than-expected performance of its Southern Power subsidiary. Earnings were negatively influenced by increased shares outstanding.

“We are pleased with the performance of our electric and gas businesses so far this year, including the strong performance of our wholesale generation subsidiary, Southern Power,” said Southern Company Chairman, President and CEO Thomas A. Fanning. “For the first time, our reported earnings include results from Southern Company Gas, including the recent investment in the Southern Natural Gas pipeline. With these investments and the recently announced strategic alliance between our PowerSecure subsidiary and Bloom Energy, Southern Company continues to build the future of energy for the benefit of the customers and communities we are privileged to serve.”

Third quarter 2016 operating revenues were $6.3 billion, compared with $5.4 billion for the third quarter of 2015, an increase of 16.0 percent. Southern Company Gas accounted for $0.5 billion of the increase in operating revenues for the third quarter of 2016. For the nine months ended September 30, 2016, operating revenues were $14.7 billion, compared with $13.9 billion for the same period in 2015, an increase of 5.7 percent.

Southern Company’s third quarter earnings slides with supplemental financial information, including its earnings estimate for the fourth quarter of 2016, earnings guidance for 2017 and the company’s financial outlook for the next five years, are included in the October 31, 2016 Analyst Day materials available at

http://investor.southerncompany.com.

Southern Company’s Analyst Day presentation will begin at 8:45 a.m. Eastern Time today, during which Fanning, Chief Financial Officer Art P. Beattie and other members of the company’s executive management team will discuss earnings, provide a general business update and discuss the company’s long-term outlook. Investors, media and the public may listen to a live webcast of the call and view associated slides at

http://investor.southerncompany.com/webcasts. A replay of the webcast will be available on the site for 12 months.

About Southern Company

Southern Company (NYSE: SO) is America’s premier energy company, with 44,000 megawatts of generating capacity and 1,500 billion cubic feet of combined natural gas consumption and throughput volume serving 9 million electric and gas utility customers through its subsidiaries. The company provides clean, safe, reliable and affordable energy through electric utilities in four states, natural gas distribution utilities in seven states, a competitive generation company serving wholesale customers across America and a nationally recognized provider of customized energy solutions, as well as fiber optics and wireless communications. Southern Company brands are known for excellent customer service, high reliability and affordable prices that are below the national average. Through an industry-leading commitment to innovation, Southern Company and its subsidiaries are inventing America’s energy future by developing the full portfolio of energy resources, including carbon-free nuclear, 21^st century coal, natural gas, renewables and energy efficiency, and creating new products and services for the benefit of customers. Southern Company has been named by the U.S. Department of Defense and G.I. Jobs magazine as a top military employer, recognized among the Top 50 Companies for Diversity by DiversityInc, listed by Black Enterprise magazine as one of the 40 Best Companies for Diversity and designated a Top Employer for Hispanics by Hispanic Network. The company has earned a National Award of Nuclear Science and History from the National Atomic Museum Foundation for its leadership and commitment to nuclear development and is continually ranked among the top utilities in Fortune's annual World’s Most Admired Electric and Gas Utility rankings. Visit our website at www.southerncompany.com.

# # #

EX-99.02

Exhibit 99.02
Page 1
Southern Company
Financial Highlights
(In Millions of Dollars Except Earnings Per Share)
	Three Months Ended September						Year-to-Date September
Net Income–As Reported (See Notes)	2016			2015			2016			2015
Traditional Electric Operating Companies	$	1,033		$	874		$	2,092		$	1,912
Southern Power	176			102			315			181
Southern Company Gas	4			—			4			—
Total	1,213			976			2,411			2,093
Parent Company and Other	(68		)	(17		)	(169		)	3
Net Income–As Reported	$	1,145		$	959		$	2,242		$	2,096
Basic Earnings Per Share1	$	1.18		$	1.05		$	2.39		$	2.30
Average Shares Outstanding (in millions)	968			910			940			910
End of Period Shares Outstanding (in millions)							980			909
Non-GAAP Financial Measures	Three Months Ended September						Year-to-Date September
Net Income–Excluding Items (See Notes)	2016			2015			2016			2015
Net Income–As Reported	$	1,145		$	959		$	2,242		$	2,096
Estimated Loss on Kemper IGCC2	63			150			197			182
Tax Impact	(24		)	(57		)	(76		)	(70		)
Acquisition and Integration Costs3	43			16			107			16
Tax Impact	(14		)	(4		)	(34		)	(4		)
Additional MCAR Settlement Costs4	—			—			—			7
Tax Impact	—			—			—			(3		)
Subtotal	$	1,213		$	1,064		$	2,436		$	2,224
Earnings Guidance Comparability Items:
Equity Return Related to Kemper IGCC Schedule Extension5	(7		)	—			(7		)	—
Tax Impact	(1		)	—			(1		)	—
Southern Company Gas Earnings,    net of Acquisition and Integration Costs6	(46		)	—			(46		)	—
Tax Impact	18			—			18			—
Acquisition Debt Financing Costs6	68			—			107			—
Tax Impact	(26		)	—			(41		)	—
Net Income–Excluding Items	$	1,219		$	1,064		$	2,466		$	2,224
Adjusted Average Shares Outstanding - Acquisition    Financing6(in millions)	954			910			935			910
Basic Earnings Per Share–Excluding Items	$	1.28		$	1.17		$	2.64		$	2.45
Notes
- All figures in this earnings release are preliminary and remain subject to the completion of normal quarter-end accounting procedures and adjustments, which could result in changes to these preliminary results. In addition, certain classifications and rounding may be different from final results published in the Form 10-Q.
-See Notes on the following page.

Exhibit 99.02

Page 2

Southern Company

Financial Highlights

Notes

(1) For the three and nine months ended September 30, 2016 and 2015, dilution does not change basic earnings per share by more than 2 cents and is not material.

(2) The estimated probable losses relating to Mississippi Power Company's construction of the integrated coal gasification combined cycle facility in Kemper County, Mississippi (Kemper IGCC) significantly impacted the presentation of earnings and earnings per share for the three and nine months ended September 30, 2016 and 2015. Similar charges of uncertain amounts may occur with uncertain frequency in future periods.

(3) Earnings for the three and nine months ended September 30, 2016 and 2015 include costs related to the acquisition of Southern Company Gas and earnings for the three and nine months ended September 30, 2016 include costs related to the acquisitions of PowerSecure International, Inc. and the 50% interest in Southern Natural Gas Company, L.L.C. (SNG). Further costs are expected to continue to occur in connection with the related integration activities; however, the amount and duration of such expenditures is uncertain.

(4) Earnings for the nine months ended September 30, 2015 include additional costs related to the discontinued operations of Mirant Corporation and the March 2009 litigation settlement with MC Asset Recovery, LLC. Further charges are not expected to occur.

(5) Earnings for the three and nine months ended September 30, 2016 include additional allowance for funds used during construction (AFUDC) equity as a result of extending the schedule for the Kemper IGCC construction project. Southern Company's February 2016 earnings guidance assumed construction would be complete and AFUDC equity would cease by August 31, 2016. As a result, Southern Company believes presentation of earnings per share excluding these amounts provides investors with information comparable to the February guidance. Management also uses such measures to evaluate Southern Company's performance in 2016.

(6) Earnings for the three and nine months ended September 30, 2016 include the earnings of Southern Company Gas since July 1, 2016 (the date of acquisition), as well as debt financing costs related to the acquisition. Earnings of Southern Company Gas since September 1, 2016 include amounts related to its acquisition of a 50% ownership interest in SNG. In addition, earnings per share for the three and nine months ended September 30, 2016 include the impact of 22,312,373 shares ($1.1 billion) of common stock issued in August 2016 to finance a portion of the purchase price for the SNG acquisition.

The timing of completion of the acquisition of Southern Company Gas was uncertain at the time Southern Company issued earnings per share guidance in February 2016, and Southern Company's agreement to acquire a 50% interest in SNG did not occur until July 2016. Accordingly, Southern Company's February 2016 guidance did not reflect any earnings contribution from these acquisitions or the financing costs related to the acquisitions. As a result, Southern Company believes presentation of earnings per share excluding these items provides investors with information comparable to the February guidance. Management also uses such measures to evaluate Southern Company's performance in 2016.

In addition to earnings and earnings per share calculated in accordance with U.S. generally accepted accounting principles (GAAP), Southern Company intends to continue to present earnings and earnings per share excluding the impact of the Wholesale Gas Services business of Southern Company Gas in future periods. Presenting earnings and earnings per share excluding Wholesale Gas Services provides investors with an additional measure of operating performance that excludes the volatility that results from mark-to-market and lower of weighted average cost or current market price accounting adjustments. Management also expects to use earnings and earnings per share excluding Wholesale Gas Services to evaluate Southern Company's performance. For the three and nine months ended September 30, 2016, the loss from Wholesale Gas Services and the related tax benefit were $18 million and $7 million, respectively.

EX-99.03

Exhibit 99.03
Page 1
Southern Company
Significant Factors Impacting EPS
	Three Months Ended September							Year-to-Date September
	2016		2015		Change			2016		2015		Change
Earnings Per Share–
As Reported1 (See Notes)	$	1.18	$	1.05	$	0.13		$	2.39	$	2.30	$	0.09
Significant Factors:
Traditional Electric Operating Companies					$	0.18						$	0.20
Southern Power					0.08							0.15
Southern Company Gas					0.01							0.01
Parent Company and Other					(0.06		)					(0.19		)
Increase in Shares					(0.08		)					(0.08		)
Total–As Reported					$	0.13						$	0.09
	Three Months Ended September							Year-to-Date September
Non-GAAP Financial Measures	2016		2015		Change			2016		2015		Change
Earnings Per Share–
Excluding Items (See Notes)	$	1.28	$	1.17	$	0.11		$	2.64	$	2.45	$	0.19
Total–As Reported					$	0.13						$	0.09
Estimated Loss on Kemper IGCC2					(0.07		)					—
Acquisition and Integration Costs3					0.02							0.07
Additional MCAR Settlement Costs4					—							(0.01		)
Equity Return Related to Kemper IGCC Schedule Extension5					(0.01		)					(0.01		)
Southern Company Gas Earnings,    net of Acquisition and Integration Costs6					(0.03		)					(0.03		)
Acquisition Debt Financing Costs6					0.05							0.07
Additional Shares Issued for SNG Acquisition6					0.02							0.01
Total–Excluding Items					$	0.11						$	0.19
Notes
- All figures in this earnings release are preliminary and remain subject to the completion of normal quarter-end accounting procedures and adjustments, which could result in changes to these preliminary results. In addition, certain classifications and rounding may be different from final results published in the Form 10-Q.
- See Notes on the following page.

Exhibit 99.03

Page 2

Southern Company

Significant Factors Impacting EPS

Notes

(1) For the three and nine months ended September 30, 2016 and 2015, dilution does not change basic earnings per share by more than 2 cents and is not material.

(2) The estimated probable losses relating to Mississippi Power Company's construction of the integrated coal gasification combined cycle facility in Kemper County, Mississippi (Kemper IGCC) significantly impacted the presentation of earnings and earnings per share for the three and nine months ended September 30, 2016 and 2015. Similar charges of uncertain amounts may occur with uncertain frequency in future periods.

(3) Earnings for the three and nine months ended September 30, 2016 and 2015 include costs related to the acquisition of Southern Company Gas and earnings for the three and nine months ended September 30, 2016 include costs related to the acquisitions of PowerSecure International, Inc. and the 50% interest in Southern Natural Gas Company, L.L.C. (SNG). Further costs are expected to continue to occur in connection with the related integration activities; however, the amount and duration of such expenditures is uncertain.

(4) Earnings for the nine months ended September 30, 2015 include additional costs related to the discontinued operations of Mirant Corporation and the March 2009 litigation settlement with MC Asset Recovery, LLC. Further charges are not expected to occur.

(5) Earnings for the three and nine months ended September 30, 2016 include additional allowance for funds used during construction (AFUDC) equity as a result of extending the schedule for the Kemper IGCC construction project. Southern Company's February 2016 earnings guidance assumed construction would be complete and AFUDC equity would cease by August 31, 2016. As a result, Southern Company believes presentation of earnings per share excluding these amounts provides investors with information comparable to the February guidance. Management also uses such measures to evaluate Southern Company's performance in 2016.

(6) Earnings for the three and nine months ended September 30, 2016 include the earnings of Southern Company Gas since July 1, 2016 (the date of acquisition), as well as debt financing costs related to the acquisition. Earnings of Southern Company Gas since September 1, 2016 include amounts related to its acquisition of a 50% ownership interest in SNG. In addition, earnings per share for the three and nine months ended September 30, 2016 include the impact of 22,312,373 shares ($1.1 billion) of common stock issued in August 2016 to finance a portion of the purchase price for the SNG acquisition.

The timing of completion of the acquisition of Southern Company Gas was uncertain at the time Southern Company issued earnings per share guidance in February 2016, and Southern Company's agreement to acquire a 50% interest in SNG did not occur until July 2016. Accordingly, Southern Company's February 2016 guidance did not reflect any earnings contribution from these acquisitions or the financing costs related to the acquisitions. As a result, Southern Company believes presentation of earnings per share excluding these items provides investors with information comparable to the February guidance. Management also uses such measures to evaluate Southern Company's performance in 2016.

In addition to earnings and earnings per share calculated in accordance with U.S. generally accepted accounting principles (GAAP), Southern Company intends to continue to present earnings and earnings per share excluding the impact of the Wholesale Gas Services business of Southern Company Gas in future periods. Presenting earnings and earnings per share excluding Wholesale Gas Services provides investors with an additional measure of operating performance that excludes volatility that results from mark-to-market and lower of weighted average cost or current market price accounting adjustments. Management also expects to use earnings and earnings per share excluding Wholesale Gas Services to evaluate Southern Company's performance. For the three and nine months ended September 30, 2016, the loss from Wholesale Gas Services and the related tax benefit were $18 million and $7 million, respectively.

EX-99.04

	Exhibit 99.04
	Page 1
	Southern Company
	EPS Earnings Analysis
	Three Months Ended September 2016 vs. September 2015
Cents	Description
(2)¢	Retail Sales
8	Retail Revenue Impacts
11	Weather
(1)	Wholesale Operations
1	Other Operating Revenues
(1)	Non-Fuel O&M
(1)	Depreciation and Amortization
(1)	Taxes Other Than Income Taxes
(2)	Other Income and Deductions
(1)	Interest Expense
11¢	Total Traditional Electric Operating Companies
8¢	Southern Power
(2)¢	Parent and Other (Excluding Items)1
(6)¢	Increase in Shares (Excluding Items)2
11¢	Total Change in QTD EPS (Excluding Items)
7	Estimated Loss on Kemper IGCC3
(2)	Acquisition and Integration Costs4
1	Equity Return Related to Kemper IGCC Schedule Extension5
3	Southern Company Gas Earnings, net of Acquisition and Integration Costs6
(5)	Acquisition Debt Financing Costs6
(2)	Increase in Shares Issued for the Acquisition of a 50% Interest in SNG6
13¢	Total Change in QTD EPS (As Reported)
Notes
- All figures in this earnings release are preliminary and remain subject to the completion of normal quarter-end accounting procedures and adjustments, which could result in changes to these preliminary results. In addition, certain classifications and rounding may be different from final results published in the Form 10-Q.
- See Notes on the following page.

Exhibit 99.04

Page 2

Southern Company

EPS Earnings Analysis

Three Months Ended September 2016 vs. September 2015

Notes

(1) Excludes Acquisition Debt Financing Costs, which are identified separately in the table.

(2) Excludes the impact of 22,312,373 shares ($1.1 billion) of common stock issued in August 2016 to finance a portion of the purchase price for the Southern Natural Gas Company, L.L.C. (SNG) acquisition which is identified separately in the table.

(3) The estimated probable losses relating to Mississippi Power Company's construction of the integrated coal gasification combined cycle facility in Kemper County, Mississippi (Kemper IGCC) significantly impacted the presentation of earnings and earnings per share for the three months ended September 30, 2016 and 2015. Similar charges of uncertain amounts may occur with uncertain frequency in future periods.

(4) Earnings for the three months ended September 30, 2016 and 2015 include costs related to the acquisition of Southern Company Gas and earnings for the three months ended September 30, 2016 include costs related to the acquisitions of PowerSecure International, Inc. and the 50% interest in SNG. Further costs are expected to continue to occur in connection with the related integration activities; however, the amount and duration of such expenditures is uncertain.

(5) Earnings for the three and nine months ended September 30, 2016 include additional allowance for funds used during construction (AFUDC) equity as a result of extending the schedule for the Kemper IGCC construction project. Southern Company's February 2016 earnings guidance assumed construction would be complete and AFUDC equity would cease by August 31, 2016. As a result, Southern Company believes presentation of earnings per share excluding these amounts provides investors with information comparable to the February guidance. Management also uses such measures to evaluate Southern Company's performance in 2016.

(6) Earnings for the three months ended September 30, 2016 include the earnings of Southern Company Gas since July 1, 2016 (the date of acquisition), as well as debt financing costs related to the acquisition. Earnings of Southern Company Gas since September 1, 2016 include amounts related to its acquisition of a 50% ownership interest in SNG. In addition, earnings per share for the three months ended September 30, 2016 include the impact of 22,312,373 shares ($1.1 billion) of common stock issued in August 2016 to finance a portion of the purchase price for the SNG acquisition.

The timing of completion of the acquisition of Southern Company Gas was uncertain at the time Southern Company issued earnings per share guidance in February 2016, and Southern Company's agreement to acquire a 50% interest in SNG did not occur until July 2016. Accordingly, Southern Company's February 2016 guidance did not reflect any earnings contribution from these acquisitions or the financing costs related to the acquisitions. As a result, Southern Company believes presentation of earnings per share excluding these items provides investors with information comparable to the February guidance. Management also uses such measures to evaluate Southern Company's performance in 2016.

In addition to earnings and earnings per share calculated in accordance with U.S. generally accepted accounting principles (GAAP), Southern Company intends to continue to present earnings and earnings per share excluding the impact of the Wholesale Gas Services business of Southern Company Gas in future periods. Presenting earnings and earnings per share excluding Wholesale Gas Services provides investors with an additional measure of operating performance that excludes the volatility that results from mark-to-market and lower of weighted average cost or current market price accounting adjustments. Management also expects to use earnings and earnings per share excluding Wholesale Gas Services to evaluate Southern Company's performance. For the three months ended September 30, 2016, the loss from Wholesale Gas Services and the related tax benefit were $18 million and $7 million, respectively.

EX-99.05

Exhibit 99.05
Southern Company
Consolidated Earnings
As Reported
(In Millions of Dollars)
	Three Months Ended September								Year-to-Date September
	2016		2015			Change			2016			2015			Change
Income Account-
Retail Electric Revenues-
Fuel	$	1,296	$	1,432		$	(136	)	$	3,169		$	3,651		$	(482	)
Non-Fuel	3,512		3,269			243			8,763			8,307			456
Wholesale Electric Revenues	613		520			93			1,455			1,435			20
Other Electric Revenues	181		169			12			529			494			35
Natural Gas Revenues	518		—			518			518			—			518
Other Revenues	144		11			133			281			34			247
Total Revenues	6,264		5,401			863			14,715			13,921			794
Fuel and Purchased Power	1,627		1,713			(86		)	3,915			4,439			(524		)
Cost of Natural Gas	133		—			133			133			—			133
Cost of Other Sales	84		—			84			161			—			161
Non-Fuel O & M	1,411		1,097			314			3,616			3,320			296
Depreciation and Amortization	695		528			167			1,805			1,515			290
Taxes Other Than Income Taxes	309		264			45			821			761			60
Estimated Loss on Kemper IGCC	63		150			(87		)	197			182			15
Total Operating Expenses	4,322		3,752			570			10,648			10,217			431
Operating Income	1,942		1,649			293			4,067			3,704			363
Allowance for Equity Funds Used During Construction	52		60			(8		)	150			163			(13		)
Interest Expense, Net of Amounts Capitalized	374		218			156			913			612			301
Other Income (Expense), net	21		(21		)	42			(38		)	(41		)	3
Income Taxes	458		500			(42		)	951			1,076			(125		)
Net Income	1,183		970			213			2,315			2,138			177
Less:
Dividends on Preferred and Preference Stock of Subsidiaries	11		11			—			34			42			(8		)
Net Income Attributable to Noncontrolling Interests	27		—			27			39			—			39
NET INCOME ATTRIBUTABLE TO SOUTHERN COMPANY	$	1,145	$	959		$	186		$	2,242		$	2,096		$	146
Notes
- Certain prior year data may have been reclassified to conform with current year presentation.
- All figures in this earnings release are preliminary and remain subject to the completion of normal quarter-end accounting procedures and adjustments, which could result in changes to these preliminary results. In addition, certain classifications and rounding may be different from final results published in the Form 10-Q.

EX-99.06

Exhibit 99.06
Southern Company
Kilowatt-Hour Sales
(In Millions of KWHs)
	Three Months Ended September						Year-to-Date September
As Reported	2016	2015	Change		Weather Adjusted Change		2016	2015	Change		Weather Adjusted Change*
Kilowatt-Hour Sales-
Total Sales	58,051	54,921	5.7	%			151,099	149,044	1.4	%
Total Retail Sales-	47,071	45,614	3.2	%	(1.4	)%	124,535	124,895	(0.3	)%	(0.8	)%
Residential	17,213	15,801	8.9	%	(0.4	)%	42,257	41,925	0.8	%	0.2	%
Commercial	15,805	15,289	3.4	%	(0.7	)%	41,509	41,359	0.4	%	(0.6	)%
Industrial	13,833	14,305	(3.3	)%	(3.3	)%	40,102	40,938	(2.0	)%	(2.1	)%
Other	220	219	0.7	%	0.7	%	667	673	(1.0	)%	(0.9	)%
Total Wholesale Sales	10,980	9,307	18.0	%	N/A		26,564	24,149	10.0	%	N/A
Note
*Also reflects adjustment of 2015 KWH sales consistent with Mississippi Power's updated methodology to estimate the unbilled revenue allocation among customer classes implemented in the first quarter 2015.

EX-99.07

Exhibit 99.07
Southern Company
Financial Overview
As Reported
(In Millions of Dollars)
	Three Months Ended September							Year-to-Date September
	2016		2015			% Change		2016		2015		% Change
Southern Company –
Operating Revenues	$	6,264	$	5,401		16.0	%	$	14,715	$	13,921	5.7	%
Earnings Before Income Taxes	1,641		1,470			11.6	%	3,266		3,214		1.6	%
Net Income Available to Common	1,145		959			19.4	%	2,242		2,096		7.0	%
Alabama Power –
Operating Revenues	$	1,785	$	1,695		5.3	%	$	4,561	$	4,551	0.2	%
Earnings Before Income Taxes	575		491			17.1	%	1,196		1,113		7.5	%
Net Income Available to Common	350		295			18.6	%	717		665		7.8	%
Georgia Power –
Operating Revenues	$	2,698	$	2,691		0.3	%	$	6,621	$	6,685	(1.0	)%
Earnings Before Income Taxes	967		892			8.4	%	1,964		1,734		13.3	%
Net Income Available to Common	598		551			8.5	%	1,214		1,064		14.1	%
Gulf Power –
Operating Revenues	$	436	$	429		1.6	%	$	1,136	$	1,170	(2.9	)%
Earnings Before Income Taxes	77		81			(4.9	)%	189		202		(6.4	)%
Net Income Available to Common	45		48			(6.3	)%	108		120		(10.0	)%
Mississippi Power –
Operating Revenues	$	352	$	341		3.2	%	$	885	$	893	(0.9	)%
Earnings (Loss) Before Income Taxes	48		(52		)	N/M		35		52		(32.7	)%
Net Income (Loss) Available to Common	41		(21		)	N/M		54		62		(12.9	)%
Southern Power –
Operating Revenues	$	500	$	401		24.7	%	$	1,189	$	1,086	9.5	%
Earnings Before Income Taxes	101		112			(9.8	)%	187		210		(11.0	)%
Net Income Available to Common	176		102			72.5	%	315		181		74.0	%
Southern Company Gas –
Operating Revenues	$	543	$	—		N/A		$	543	$	—	N/A
Earnings Before Income Taxes	11		—			N/A		11		—		N/A
Net Income Available to Common	4		—			N/A		4		—		N/A
N/M - not meaningful
N/A - not applicable
Note
- All figures in this earnings release are preliminary and remain subject to the completion of normal quarter-end accounting procedures and adjustments, which could result in changes to these preliminary results. In addition, certain classifications and rounding may be different from final results published in the Form 10-Q.