The Southern Company $8.5 Billion Senior Notes Offering

Hunton & Williams LLP advised the underwriters in an SEC-registered offering by The Southern Company (“Southern Company” or the “Company”) of $500 million aggregate principal amount of its senior notes due 2018, $1 billion aggregate principal amount of its senior notes due 2019, $1.5 billion aggregate principal amount of its senior notes due 2021, $1.25 billion aggregate principal amount of its senior notes due 2023, $1.75 billion aggregate principal amount of its senior notes due 2026, $500 million aggregate principal amount of its senior notes due 2036 and $2 billion aggregate principal amount of its senior notes due 2046. The Company intends to use the net proceeds from the offering to finance a portion of the costs in connection with its proposed acquisition of AGL Resources Inc.

Southern Company is incorporated under the laws of Delaware and is registered and qualified to do business under the laws of Georgia and is qualified to do business as a foreign corporation under the laws of Alabama. The Company owns all the outstanding common stock of Alabama Power Company, Georgia Power Company, Gulf Power Company and Mississippi Power Company, each of which is an operating public utility company supplying electric service in the states of Alabama, Georgia, Florida and Mississippi, respectively. In addition, the Company owns all of the common stock of Southern Power Company, which is also an operating public utility company, which constructs, acquires, owns and manages generation assets, including renewable energy projects, and sells electricity at market-based rates in the wholesale market.

The Hunton & Williams LLP team included Bud Ellis, Steve Friend and Patrick Jamieson. Cary Tolley and Emily Winbigler provided tax advice.