35-CERT

                   CERTIFICATE OF NOTIFICATION

                             Filed by

                       THE SOUTHERN COMPANY


Pursuant to order of the Securities and Exchange Commission dated
November 2, 1993, in the matter of File No. 70-8181.

                       - - - - - - - - - -

     The Southern Company (the "Company") hereby certifies to

said Commission, pursuant to Rule 24, that, in accordance with

the terms and conditions of and for the purposes represented by

the Company's statement on Form U-1, as amended, in the above

matter and of said order with respect thereto:

     1.   The annual meeting of stockholders of the Company was
          held on May 26, 1993.  At such meeting, the
          stockholders considered and voted upon an amendment to
          Article FOURTH of the Company's Certificate of
          Incorporation to increase the total number of shares
          which the Company shall have authority to issue from
          500,000,000 to 1,000,000,000, all to be shares of
          common stock of the par value of $5 each.  Such
          amendment was duly adopted by the requisite vote of the
          stockholders as follows:  for, 234,188,383 shares;
          against, 23,358,869 shares; and abstain, 4,495,318.

          On March 29, 1993, the record date for the annual
          meeting, the Company had outstanding 317,431,004 shares
          of its common stock.

     2.   On January 5, 1994, the above amendment to the
          Certificate of Incorporation became effective when the
          certificate of amendment setting forth such amendment
          and certifying that it had been duly adopted was filed
          with the Secretary of State of the State of Delaware
          and copies thereof, certified by the Secretary of
          State, were recorded in the office of the Recorder of
          Deeds of New Castle County, Wilmington, Delaware.

     3.   Filed herewith are the following exhibits:

          Exhibit A - Certificate of Amendment of Certificate of
                      Incorporation of The Southern Company
                      amending Article FOURTH of the Company's
                      Certificate of Incorporation.







                              - 2 -


          Exhibit B - Notice of the annual meeting of
                      stockholders.  (Filed electronically April
                      12, 1993, File No. 1-3526.)

          Exhibit C - Proxy statement relating to the annual
                      meeting.  (Filed electronically April 12,
                      1993, File No. 1-3526.)

          Exhibit D - Form of proxy for the annual meeting. 
                      (Filed electronically April 12, 1993, File
                      No. 1-3526.)

          Exhibit E - Opinion of Troutman Sanders, dated February
                      28, 1994.


Dated  February 28, 1994                THE SOUTHERN COMPANY



                                        By /s/Tommy Chisholm
                                              Tommy Chisholm
                                                 Secretary

EX-99.A

                                                        EHXIBIT A
                     CERTIFICATE OF AMENDMENT

                                OF

                   CERTIFICATE OF INCORPORATION

                                OF

                       THE SOUTHERN COMPANY


     THE  SOUTHERN COMPANY, a  corporation organized and existing

under the laws of  the State of Delaware (hereinafter  called the

"Company"),  DOES HEREBY  CERTIFY,  under its  corporate seal  as

follows:

     1.   The  Board of Directors of the Company, at a meeting of

said Board  of Directors duly called  and held on  March 8, 1993,

duly  adopted  the following  resolutions,  which  have not  been

revoked or modified and are in full force and effect:

     "RESOLVED:   That  the Board  of Directors  of The  Southern
Company do hereby:

          (1)   Propose,  set  forth and  declare advisable,  and
     recommend to the stockholders their approval of an amendment
     of the Certificate of Incorporation, as  heretofore amended,
     so  as to increase the authorized number of shares of common
     stock  of  the   par  value  of   $5  from  500,000,000   to
     1,000,000,000, and  for such purpose Article  FOURTH of said
     Certificate of Incorporation be amended to read as follows:

          'FOURTH:  The total number of shares of stock which the
          corporation   shall   have   authority   to   issue  is
          1,000,000,000 shares, all  of which are to be shares of
          common  stock with  a par  value of  five dollars  ($5)
          each.'

          (2)     Direct  that  the  amendment   so  proposed  be
     considered at the next annual meeting of stockholders of the
     Company  which  shall  be called  and  held  upon notice  in
     accordance with  Section 222 of the  General Corporation Law
     of the State  of Delaware,  which notice shall  set forth  a
     brief  summary  of   the  change  to  be  effected  by  such
     amendment; and







     RESOLVED FURTHER:   That  the  proper officers  be and  they
hereby  are  authorized to  do any  and  all things  necessary or
appropriate, and as counsel may  advise, to effect such amendment
of the








Certificate  of  Incorporation,  including,  without  limitation,
executing and filing with  the Securities and Exchange Commission
a statement in respect  thereof under the Public  Utility Holding
Company Act of 1935, and any necessary amendments thereto.

     2.   Thereafter, pursuant to  the foregoing resolutions,  at

the  next annual meeting of stockholders of the Company which was

duly called and held in accordance with said resolutions and with

Sections 222 and 242 of  said General Corporation Law on  May 26,

1993  at 10:00 a.m. Central Daylight Time, the proposed amendment

was considered, a vote  of the stockholders entitled to  vote, by

ballot,  in person  or by  proxy, was  taken for and  against the

proposed amendment, and the  holders of a majority of  the issued

and  outstanding shares of common stock of the Company, being the

only class of stock  authorized or issued and therefore  the only

stock entitled to vote on said amendment, voted  in favor of said

amendment.

     3.   The capital of the Company will not be reduced under or

by reason of said amendment.

     4.   The  amendment hereinbefore set  forth with  respect to

Article FOURTH of the Certificate of Incorporation of the Company

has  been  duly adopted  in  accordance  with the  provisions  of

Section 242 of said General Corporation Law.











                               -2-









     IN  WITNESS WHEREOF,  THE  SOUTHERN COMPANY  has caused  its

corporate  seal to be hereunto affixed and this certificate to be

signed  and acknowledged by Paul  J. DeNicola, its Executive Vice

President, and to be attested  by Tommy Chisholm, its  Secretary,

this 22nd day of December, 1993.


                                   THE SOUTHERN COMPANY


                                   By: /s/Paul J. DeNicola
                                       Executive Vice President

ATTEST:


/s/Tommy Chisholm
Secretary





























                               -3-








STATE OF GEORGIA    )
                    :    ss.:
COUNTY OF DEKALB    )


     BE  IT REMEMBERED that on  this 22nd day  of December, 1993,

personally came before me, a Notary  Public in and for the County

and State  aforesaid, Paul J. DeNicola,  Executive Vice President

of The Southern Company,  a corporation of the State  of Delaware

and the corporation described in and which executed the foregoing

certificate, known to me personally to be such, and he,  the said

Paul J.  DeNicola, as such executive vice  president, duly signed

said certificate before me and duly acknowledged said certificate

to be  the act  and deed  of said corporation  and that  the seal

affixed  to  said certificate  is  the  corporate  seal  of  said

corporation,  said  certificate  has  been  signed  by  him,  the

Executive  Vice President  of said  corporation, and  attested by

Tommy Chisholm, the  Secretary of said  corporation, each by  his

own hand and in his own handwriting, and the facts stated in said

certificate are true.

     IN WITNESS WHEREOF, I have hereunto  set my hand and seal of

office the day and year aforesaid.


                              /s/Sandra K. McMichael
                                   Notary Public
                              Douglas County, Georgia
                       My Commission Expires February 5, 1995







                               -4-

EX-99.E

                                                        EXHIBIT E
                         TROUTMAN SANDERS
                 600 PEACHTREE STREET, SUITE 5200
                   ATLANTA, GEORGIA  30308-2216
                          (404) 885-3000


                        February 28, 1994



Securities and Exchange Commission
Washington, D.C.  20549

RE:  Statement on Form U-1 of
     The Southern Company
     File No. 70-8181        


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
amendment by The Southern Company ("Southern") to Article FOURTH
of its Certificate of Incorporation.

     We are of the opinion that:

     (a)  Southern is a validly organized and duly existing
          corporation under the laws of the State of Delaware;

     (b)  all State laws applicable to such transaction by
          Southern have been complied with; and

     (c)  the consummation of such transaction by Southern did
          not violate the legal rights of the holders of any
          securities issued by Southern 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 and to the filing thereof with the Commission at the time of
the filing by Southern of its certificate pursuant to Rule 24.

                              Very truly yours,

                              /s/Troutman Sanders