[Federal Register Volume 59, Number 155 (Friday, August 12, 1994)]
[Unknown Section]
[Page 0]
From the Federal Register Online via the Government Publishing Office [www.gpo.gov]
[FR Doc No: 94-19680]


[[Page Unknown]]

[Federal Register: August 12, 1994]


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SECURITIES AND EXCHANGE COMMISSION
[Release No. 35-26097]

 

Filings Under the Public Utility Holding Company Act of 1935 
(``Act'')

August 5, 1994.
    Notice is hereby given that the following filing(s) has/have been 
made with the Commission pursuant to provisions of the Act and rules 
promulgated thereunder. All interested persons are referred to the 
application(s) and/or declaration(s) for complete statements of the 
proposed transaction(s) summarized below. The application(s) and/or 
declaration(s) and any amendments thereto is/are available for public 
inspection through the Commission's Office of Public Reference.
    Interested persons wishing to comment or request a hearing on the 
application(s) and/or declaration(s) should submit their views in 
writing by August 29, 1994 to the Secretary, Securities and Exchange 
Commission, Washington, D.C. 20549, and serve a copy on the relevant 
applicant(s) and/or declarant(s) at the address(es) specified below. 
Proof of service (by affidavit or, in case of an attorney at law, by 
certificate) should be filed with the request. Any request for hearing 
shall identify specifically the issues of fact or law that are 
disputed. A person who so requests will be notified of any hearing, if 
ordered, and will receive a copy of any notice or order issued in the 
matter. After said date, the application(s) and/or declaration(s), as 
filed or as amended, may be granted and/or permitted to become 
effective.

Alabama Power Company (70-8191)

Notice of Proposal to Amend Charter, or Alternatively, to Waive Charter 
Provision; Order Authorizing Solicitation of Proxies

    Alabama Power Company (``Alabama Power''), 600 North 18th Street, 
Birmingham, Alabama 35291, a public-utility subsidiary company of The 
Southern Company (``Southern''), a registered holding company, has 
filed a declaration under Sections 6(a)(2), 7, and 12(e) of the Act and 
Rules 62 and 65 thereunder.
    Alabama Power's charter currently provides that, without the 
affirmative vote of a majority of the total number of shares of 
preferred stock at the time outstanding, Alabama Power shall not issue 
or assume any securities representing unsecured debt having maturities 
of less than 10 years (other than for the purpose of refunding or 
renewing outstanding unsecured securities resulting in equal or longer 
maturities or redeeming or otherwise retiring all outstanding shares of 
preferred stock or of any senior or equally ranking stock) if 
immediately after such issue or assumption: (1) The total outstanding 
principal amount of all securities representing unsecured debt will 
thereby exceed 20% of the aggregate of all existing secured debt and 
the capital stock, premiums thereon, and surplus, as stated on the 
books, or (2) the total outstanding principal amount of all securities 
representing unsecured debt of maturities of less than ten years will 
thereby exceed 10% of such aggregate.
    Alabama Power proposes to submit to its preferred stock 
shareholders and to its sole common stock shareholder, Southern, at a 
special meeting of such holders to be held on or about September 21, 
1994, a proposal to amend Alabama Power's charter as follows. Alabama 
Power, without the affirmative vote of a majority of the total number 
of shares of preferred stock at the time outstanding, shall not issue 
or assume any securities representing unsecured debt having maturities 
of less than 10 years (other than for the purpose of refunding or 
renewing outstanding unsecured securities resulting in equal or longer 
maturities or redeeming or otherwise retiring all outstanding shares of 
preferred stock or of any senior or equally ranking stock) if 
immediately after such issue or assumption the total outstanding 
principal amount of all securities representing unsecured debt will 
thereby exceed 20% of the aggregate of all existing secured debt and 
the capital stock, premiums thereon, and surplus, as stated on the 
books (``Proposal 1'').
    Should Proposal 1 fail to receive the necessary 66\2/3\% vote of 
the total number of shares of preferred stock outstanding, and 66\2/3\% 
vote from Southern as the owner of all outstanding shares of common 
stock, Alabama Power proposes to seek authority from its preferred 
shareholders to issue or assume, until October 1, 2004, additional 
unsecured debt. This unsecured debt will have maturities of less than 
ten years, and will exceed 10% of capital, surplus, and secured debt, 
provided that the amount of securities representing unsecured debt 
having maturities of less than ten years outstanding on January 1, 
2005, shall not exceed such 10% limitation, and Alabama Power's total 
indebtedness represented by unsecured securities shall not exceed 20% 
of capital, surplus, and secured debt (``Proposal 2''). Proposal 2 
requires the affirmative vote of a majority of the total number the 
shares of preferred stock outstanding.
    Alabama Power intends to solicit proxies from its preferred 
shareholders to approve the alternative proposals. Alabama Power has 
filed its proxy solicitation material and requests that the its 
declaration with respect to the solicitation of proxies for voting by 
its preferred shareholders to approve the alternative proposals be 
permitted to become effective forthwith as provided in Rule 62(d).
    It appearing to the Commission that Alabama Power's declaration 
regarding the proposed solicitation of proxies should be permitted to 
become effective forthwith, pursuant to Rule 62:
    It Is Ordered, that the declaration regarding the proposed 
solicitation of proxies, be, and it hereby is, permitted to become 
effective forthwith, under Rule 62, and subject to the terms and 
conditions as prescribed in Rule 24 under the Act.

    For the Commission, by the Division of Investment Management, 
pursuant to delegated authority.
Margaret H. McFarland,
Deputy Secretary.
[FR Doc. 94-19680 Filed 8-11-94; 8:45 am]
BILLING CODE 8010-01-M