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)
May 26,
2010
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Commission
File Number
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Registrant,
State of Incorporation,
Address and Telephone Number
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I.R.S.
Employer
Identification No.
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1-3526
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The
Southern Company
(A
Delaware Corporation)
30
Ivan Allen Jr. Blvd., N.W.
Atlanta,
Georgia 30308
(404)
506-5000
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58-0690070
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001-11229
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Mississippi
Power Company
(A
Mississippi Corporation)
2992
West Beach
Gulfport,
Mississippi 39501
(228)
864-1211
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64-0205820
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The names
and addresses of the registrants have not changed since the last
report.
This
combined Form 8-K is furnished separately by two registrants: The Southern
Company and Mississippi 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 registrant.
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
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[ ]
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Written
communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
8.01. Other
Events.
See MANAGEMENT’S DISCUSSION AND
ANALYSIS — FUTURE EARNINGS POTENTIAL — “Integrated Coal Gasification Combined
Cycle” and — “PSC Matters — Mississippi Baseload Construction Legislation” of
Mississippi Power Company (“Mississippi Power”) in Item 7 and Note 3 to the
financial statements of The Southern Company under “Retail Regulatory Matters —
Integrated Coal Gasification Combined Cycle (IGCC)” and of Mississippi Power
under “Integrated Coal Gasification Combined Cycle” in Item 8 of each company’s
Annual Report on Form 10-K for the fiscal year ended December 31,
2009. Also see MANAGEMENT’S DISCUSSION AND ANALYSIS – FUTURE EARNINGS
POTENTIAL – “Integrated Coal Gasification Combined Cycle” of Mississippi Power
and Note (B) to the Condensed Financial Statements under “Retail Regulatory
Matters – Integrated Coal Gasification Combined Cycle” of each company’s
Quarterly Report on Form 10-Q for the quarter ended March 31, 2010 for
additional information regarding the Kemper IGCC.
On May
10, 2010, Mississippi Power filed a motion in response to the April 29, 2010
order of the Mississippi Public Service Commission (the “Mississippi PSC”)
relating to the Kemper IGCC, or in the alternative, for alteration or rehearing
of such order. In its motion, Mississippi Power responded to the
order and proposed alternatives to the conditions contained in the
order. In its motion, Mississippi Power proposed, among other things,
an alternate construction cost cap of $2.88 billion, modified prudence review
procedures, and a modified proposal for financing cost recovery on construction
work in progress (“CWIP”) balances under the State of Mississippi Baseload Act
of 2008 (the “Baseload Act”), which would provide for the accrual of allowance
for funds used during construction in 2010 and 2011 and recovery of financing
costs on 100% of CWIP in 2012, 2013, and 2014.
On May
26, 2010, the Mississippi PSC issued an order revising its findings from the
April 29, 2010 order. Among other things, the Mississippi PSC’s May
26, 2010 order (1) approved the alternate construction cost cap of up to $2.88
billion, subject to determinations by the Mississippi PSC that such costs in
excess of $2.4 billion are prudent and required by the public convenience and
necessity; (2) provided for the establishment of operational cost and revenue
parameters based upon assumptions in Mississippi Power’s proposal; and (3)
approved financing cost recovery on CWIP balances under the Baseload Act, which
provides for the accrual of allowance for funds used during construction in 2010
and 2011 and recovery of financing costs on 100% of CWIP in 2012, 2013, and
through May 1, 2014 (provided that the amount of CWIP allowed is (i) reduced by
the amount of government construction cost incentives received by Mississippi
Power in excess of $296 million to the extent that such amount increases cash
flow for the pertinent regulatory period and (ii) justified by a showing that
such CWIP allowance will benefit customers over the life of the
plant). The Mississippi PSC order established periodic prudence
reviews during the annual CWIP review process. More frequent prudence
determinations may be requested at a later time. On May 27, 2010,
Mississippi Power filed a motion with the Mississippi PSC accepting the
conditions contained in the order.
The ultimate outcome of these matters
cannot now be determined.
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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.
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Date: June
1, 2010
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THE
SOUTHERN COMPANY
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By /s/Melissa
K. Caen
Melissa K. Caen
Assistant Secretary
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MISSISSIPPI
POWER COMPANY
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By /s/Melissa
K. Caen
Melissa K. Caen
Assistant Secretary
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