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)     June 5, 1997


                              GEORGIA POWER COMPANY
-----------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

-----------------------------------------------------------------------------

  Georgia                         1-6468               58-0257110
-----------------------------------------------------------------------------
(State or other jurisdiction    (Commission File   (IRS Employer Identification
  of incorporation)                Number)                  No.)


          333 Piedmont Avenue, N.E., Atlanta, Georgia                  30308
-----------------------------------------------------------------------------
           (Address of principal executive offices)                  (Zip Code)


Registrant's telephone number, including area code             (404) 526-6526
                                                  ---------------------------


                                   N/A
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      (Former name or former address, if changed since last report.)



<PAGE>


Item 5.         Other Events.

                On June 5, 1997, Georgia Power Company (the "Company") and
Georgia Power Capital Trust III (the "Trust") entered into an Underwriting
Agreement covering the issue and sale by the Trust of 7,570,000 7.75% Cumulative
Quarterly Income Preferred Securities (liquidation amount $25 per Preferred
Security). Said Preferred Securities were registered under the Securities Act of
1933, as amended, pursuant to the registration statement (Registration Statement
Nos. 333-28189 and 333-28189-01) of the Company and the Trust. 

Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
       (c) Exhibits.

           1    Underwriting Agreement, dated June 5, 1997, among the Company,
                the Trust and Goldman, Sachs & Co.



                                    SIGNATURE

                Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.


Date:     June 10, 1997              GEORGIA POWER COMPANY



                                     By  /s/ Wayne Boston
                                             Wayne Boston
                                            Assistant Secretary
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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)     June 5, 1997

                              GEORGIA POWER COMPANY
-----------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

-----------------------------------------------------------------------------

  Georgia                         1-6468               58-0257110
-----------------------------------------------------------------------------
(State or other jurisdiction    (Commission File   (IRS Employer Identification
  of incorporation)                Number)                  No.)

          333 Piedmont Avenue, N.E., Atlanta, Georgia                  30308
-----------------------------------------------------------------------------
           (Address of principal executive offices)                  (Zip Code)

Registrant's telephone number, including area code             (404) 526-6526
                                                  ---------------------------

                                   N/A
-----------------------------------------------------------------------------
      (Former name or former address, if changed since last report.)
Item 5.         Other Events.

                On June 5, 1997, Georgia Power Company (the "Company") and
Georgia Power Capital Trust III (the "Trust") entered into an Underwriting
Agreement covering the issue and sale by the Trust of 7,570,000 7.75% Cumulative
Quarterly Income Preferred Securities (liquidation amount $25 per Preferred
Security). Said Preferred Securities were registered under the Securities Act of
1933, as amended, pursuant to the registration statement (Registration Statement
Nos. 333-28189 and 333-28189-01) of the Company and the Trust. 

Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
       (c) Exhibits.

           1    Underwriting Agreement, dated June 5, 1997, among the Company,
                the Trust and Goldman, Sachs & Co.

                                    SIGNATURE

                Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.

Date:     June 10, 1997              GEORGIA POWER COMPANY

                                     By  /s/ Wayne Boston
                                             Wayne Boston
                                            Assistant Secretary