SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
FORM U-6B-2
Certificate of Notification
Filed by
ALABAMA POWER COMPANY
(the "Company")
This certificate is notice that the above named company has issued,
renewed or guaranteed the security or securities described herein which issue,
renewal or guaranty was exempted from the provisions of Section 6(a) of the Act
and was neither the subject of a declaration or application on Form U-1 nor
included within the exemption provided by Rule U-48.
Item 1. Type of security or securities.
Series N 4.875% Senior Notes due September 1, 2004 (the
"Series N Notes") Series O Floating Rate Senior Notes due
March 3, 2003 (the "Series O Notes" and, together with the
Series N Notes, the "Notes")
Item 2. Issue, renewal or guaranty.
Issue
Item 3. Principal amount of each security.
Series N Notes: $275,000,000
Series O Notes $167,000,000
Item 4. Rate of interest per annum of each security.
Series N Notes: 4.875%
Series O Notes: Floating rate reset quarterly based on
three-month LIBOR plus 0.10%
Item 5. Date of issue, renewal or guaranty of each security.
The Notes: August 29, 2001
Item 6. If renewal of security, give date of original issue.
Not Applicable
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Item 7. Date of maturity of each security.
Series N Notes: September 1, 2004
Series O Notes: March 3, 2003
Item 8. Name of person to whom each security was issued, renewed or
guaranteed.
The Company issued and sold the Notes to Lehman Brothers
Inc., BNY Capital Markets, Inc., Jackson Securities Inc. and
Scotia Capital (USA) Inc., as the Underwriters, pursuant to
an Underwriting Agreement dated August 22, 2001.
Item 9. Collateral given with each security, if any.
None
Item 10. Consideration received for each security.
Series N Notes: $273,559,000 (99.476% of the principal amount)
Series O Notes: $166,749,500 (99.850% of the principal amount)
Item 11. Application of proceeds of each security.
The proceeds from the sale of the Notes will be applied by the
Company to redeem on August 31, 2001 $131,500,000 aggregate
principal amount of its First Mortgage Bonds, 9% Series due
February 1, 2024 and will be used for other general corporate
purposes which includes the repayment of a portion of the
Company's outstanding short-term indebtedness.
Item 12. Indicate by a check after the applicable statement below
whether the issue, renewal or guaranty of each security was
exempt from the provisions of Section 6(a) because of:
a. the provisions contained in the first sentence of
Section 6(b)___
b. the provisions contained in the fourth sentence of
Section 6(b)___
c. the provisions contained in any rule of the
Commission other than Rule U-48_X_ -
Item 13. Not Applicable.
Item 14. Not Applicable.
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Item 15. If the security or securities are exempt from the
provisions of Section 6(a) because of any rule of the
Commission other than Rule U-48, designate the rule under
which exemption is claimed.
Rule 52
Date: August 31, 2001 ALABAMA POWER COMPANY
By: /s/Wayne Boston
Wayne Boston
Assistant Secretary