As filed with the Securities and Exchange Commission on July 3, 1996

                                Registration No.


                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


                                    FORM S-8

                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933


                              THE SOUTHERN COMPANY
             (Exact name of registrant as specified in its charter)

          Delaware                                   58-0690070
(State or other jurisdiction of          (I.R.S. Employer Identification No.)
incorporation or organization)


       270 Peachtree Street, N.W.                       30303
            Atlanta, Georgia                          (Zip Code)
(Address of principal executive offices)


                   THE SOUTHERN COMPANY EMPLOYEE SAVINGS PLAN
                       (formerly EMPLOYEE SAVINGS PLAN FOR
                          THE SOUTHERN COMPANY SYSTEM)
                            (Full title of the plan)


                            TOMMY CHISHOLM, Secretary
                              THE SOUTHERN COMPANY
                           270 Peachtree Street, N.W.
                             Atlanta, Georgia 30303
                     (Name and address of agent for service)
                                 (404) 506-0540
          (Telephone number, including area code, of agent for service)



  The Commission is requested to mail signed copies of all orders, notices and
                               communications to:


      W. L. WESTBROOK                                JOHN D. McLANAHAN
 Financial Vice President                          TROUTMAN SANDERS LLP
   THE SOUTHERN COMPANY                         600 Peachtree Street, N.E.
270 Peachtree Street, N.W.                              Suite 5200
  Atlanta, Georgia 30303                        Atlanta, Georgia 30308-2216


<TABLE>

                         CALCULATION OF REGISTRATION FEE

===================================================================================================================================
<S>                             <C>                          <C>                       <C>                            <C>
                                                                Proposed                    Proposed
   Title of Each Class               Amount                      Maximum                     Maximum                    Amount of
      of Securities                   to be                  Aggregate Price                Aggregate                 Registration
    to be Registered             Registered (1)               Per Unit (2)             Offering Price (2)                 Fee
- -----------------------------------------------------------------------------------------------------------------------------------
Common Stock, par               6,500,000 shares                  $23 1/2                 $152,750,000                   $52,673
value $5 per share
===================================================================================================================================
</TABLE>

         (1) In addition, pursuant to Rule 416(c) under the Securities Act of
1933, this registration statement also covers an indeterminate amount of
interests to be offered or sold pursuant to the employee benefit plan described
herein.

         (2) Pursuant to Rule 457(h)(1), these figures are based upon the
average of the high ($23 5/8) and low ($23 3/8) prices paid for a share of the
Company's Common Stock on June 26, 1996, as reported in the New York Stock
Exchange consolidated reporting system, and are used solely for the purpose of
calculating the registration fee.


<PAGE>



PART II           INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

         The documents listed below are incorporated by reference in this
         registration statement; and all documents subsequently filed by The
         Southern Company ("SOUTHERN" or the "registrant") or The Southern
         Company Employee Savings Plan (the "Plan") pursuant to Sections 13(a),
         13(c), 14 and 15(d) of the Securities Exchange Act of 1934, prior to
         the filing of a post-effective amendment which indicates that all
         securities offered have been sold or which deregisters all securities
         then remaining unsold, shall be deemed to be incorporated by reference
         in this registration statement and to be part thereof from the date of
         filing of such documents.

         (a)      (1) The registrant's Annual Report on Form 10-K for the year
                      ended December 31, 1995.

                  (2) The Plan's Annual Report on Form 11-K for the year ended
                      December 31, 1995.

         (b)      (1) The registrant's Current Report on Form 8-K dated
                      February 21, 1996.

                  (2) The registrant's Quarterly Report on Form 10-Q for the
                      quarter ended March 31, 1996.

         (c) The description of the registrant's common stock contained in
         Registration No. 33-51433 filed under the Securities Act of 1933.

Item 4.  Description of Securities.

         Not applicable.

Item 5.  Interests of Named Experts and Counsel.

         None.

Item 6.  Indemnification of Directors and Officers.

         Section 145 of Title 8 of the Delaware Code gives a corporation power
         to indemnify any person who was or is a party or is threatened to be
         made a party to any threatened, pending or completed action, suit or
         proceeding, whether civil, criminal, administrative or investigative
         (other than an action by or in the right of the corporation) by reason
         of the fact that he is or was a director, officer, employee or agent of
         the corporation, or is or was serving at the request of the corporation
         as a director, officer, employee or agent of another corporation,
         partnership, joint venture, trust or other enterprise, against expenses
         (including attorneys' fees), judgments, fines and amounts paid in
         settlement actually and reasonably incurred by him in connection with
         such action, suit or proceeding if he acted in good faith and in a
         manner he reasonably believed to be in or not opposed to the best
         interests of the corporation, and, with respect to any criminal action
         or proceeding, had no reasonable cause to believe his conduct was
         unlawful. The same Section also gives a corporation power to indemnify
         any person who was or is a party or is threatened to be made a party to
         any threatened, pending or completed action or suit by or in the right
         of the corporation to procure a judgment in its favor by reason of the
         fact that he is or was a director, officer, employee or agent of the
         corporation, or is or was serving at the request of the corporation as
         a director, officer, employee or agent of another corporation,
         partnership, joint venture, trust or other enterprise against expenses
         (including attorneys' fees) actually and reasonably incurred by him in
         connection with the defense or settlement of such action or suit if he
         acted in good faith and in a manner he reasonably believed to be in or
         not opposed to the best interests of the corporation and except that no
         indemnification shall be made in respect of any claim, issue or matter
         as to which such person shall have been adjudged to be liable to the
         corporation unless and only to the extent that the Court of Chancery or
         the court in which such action or suit was brought shall determine upon
         application that, despite the adjudication of

                                      II-1

<PAGE>



         liability but in view of all the circumstances of the case, such person
         is fairly and reasonably entitled to indemnity for such expenses which
         the Court of Chancery or such other court shall deem proper. Also, the
         Section states that, to the extent that a director, officer, employee
         or agent of a corporation has been successful on the merits or
         otherwise in defense of any such action, suit or proceeding, or in
         defense of any claim, issue or matter therein, he shall be indemnified
         against expenses (including attorneys' fees) actually and reasonably
         incurred by him in connection therewith.

         The Bylaws of SOUTHERN provide in substance that no present or future
         director or officer of SOUTHERN shall be liable for any act, omission,
         step or conduct taken or had in good faith which is required,
         authorized or approved by order issued pursuant to the Public Utility
         Holding Company Act of 1935, the Federal Power Act, or any state
         statute regulating SOUTHERN or its subsidiaries by reason of their
         being public utility companies or public utility holding companies, or
         any amendment to any thereof. In the event that such provisions are
         found by a court not to constitute a valid defense, each such director
         and officer shall be reimbursed for, or indemnified against, all
         expenses and liabilities incurred by him or imposed on him, in
         connection with, or arising out of, any such action, suit or proceeding
         based on any act, omission, step or conduct taken or had in good faith
         as in such Bylaws described.

         The Bylaws of SOUTHERN also provide in pertinent part as follows:

         "Each person who is or was a director or officer of the Corporation and
         who was or is a party or was or is threatened to be made a party to any
         threatened, pending or completed claim, action, suit or proceeding,
         whether civil, criminal, administrative or investigative, by reason of
         the fact that he is or was a director or officer of the Corporation, or
         is or was serving at the request of the Corporation as a director,
         officer, employee, agent or trustee of another corporation,
         partnership, joint venture, trust, employee benefit plan or other
         enterprise, shall be indemnified by the Corporation as a matter of
         right against any and all expenses (including attorneys' fees) actually
         and reasonably incurred by him and against any and all claims,
         judgments, fines, penalties, liabilities and amounts paid in settlement
         actually incurred by him in defense of such claim, action, suit or
         proceeding, including appeals, to the full extent permitted by
         applicable law. The indemnification provided by this Section shall
         inure to the benefit of the heirs, executors and administrators of such
         person.

         Expenses (including attorneys' fees) incurred by a director or officer
         of the Corporation with respect to the defense of any such claim,
         action, suit or proceeding may be advanced by the Corporation prior to
         the final disposition of such claim, action, suit or proceeding, as
         authorized by the Board of Directors in the specific case, upon receipt
         of an undertaking by or on behalf of such person to repay such amount
         unless it shall ultimately be determined that such person is entitled
         to be indemnified by the Corporation under this Section or otherwise;
         provided, however, that the advancement of such expenses shall not be
         deemed to be indemnification unless and until it shall ultimately be
         determined that such person is entitled to be indemnified by the
         Corporation.

         The Corporation may purchase and maintain insurance at the expense of
         the Corporation on behalf of any person who is or was a director,
         officer, employee or agent of the Corporation, or any person who is or
         was serving at the request of the Corporation as a director (or the
         equivalent), officer, employee, agent or trustee of another
         corporation, partnership, joint venture, trust, employee benefit plan
         or other enterprise, against any liability or expense (including
         attorneys' fees) asserted against him and incurred by him in any such
         capacity, or arising out of his status as such, whether or not the
         Corporation would have the power to indemnify him against such
         liability or expense under this Section or otherwise.


         The foregoing rights shall not be exclusive of any other rights to
         which any such director or officer may otherwise be entitled and shall
         be available whether or not the director or officer continues to be a
         director or officer at the time of incurring any such expenses and
         liabilities."

                                      II-2

<PAGE>




         SOUTHERN has an insurance policy covering its liabilities and expenses
which might arise in connection with its lawful indemnification of its directors
and officers for certain of their liabilities and expenses and also covering its
officers and directors against certain other liabilities and expenses.

Item 7.  Exemption from Registration Claimed.

         Not applicable.

Item 8.  Exhibits.

         Exhibit
         Number

        4(a) - Composite  Certificate of Incorporation of SOUTHERN  reflecting
               all amendments to date.  (Designated in Registration  No. 33-3546
               as  Exhibit  4(a),  in  Certificate  of  Notification,  File  No.
               70-7341,  as Exhibit A and in Certificate of  Notification,  File
               No. 70-8181, as Exhibit A.)

        4(b) - Bylaws of  SOUTHERN as amended  effective  October 21, 1991 and
               presently in effect.  (Designated in Form U-1, File No.  70-8181,
               as Exhibit A-2.)

        4(c) - Amended and Restated Plan  Agreement  for The Southern  Company
               Employee  Savings  Plan.  (Designated  in Form  10-K for the year
               ended December 31, 1995, File No. 1-3526, as Exhibit 10(a)63.)

        4(d) - Trust Agreement  between  Southern Company  Services,  Inc. and
               Merrill  Lynch  Trust  Company of Florida,  as Trustee  under the
               Plan.  (Designated  in Form 11-K for the year ended  December 31,
               1995, File No. 1-3526, as Exhibit C.)

        5(a) - Opinion of Troutman Sanders LLP, counsel to SOUTHERN.

        5(b) - Internal Revenue Service  determination  letters dated March 5,
               1996 and June 10,  1996.  (Designated  in Form  11-K for the year
               ended December 31, 1995, File No. 1-3526, as Exhibit B.)

        23(a)- The consent of Troutman  Sanders  LLP is  contained  in Exhibit
               5(a).

        23(b)- Consent of Arthur Andersen LLP.

        24   - Powers of Attorney and resolution.

         Exhibits listed above which have heretofore been filed with the
         Securities and Exchange Commission and which were designated as noted
         above are hereby incorporated herein by reference and made a part
         hereof with the same effect as if filed herewith.

Item 9.  Undertakings.

     (a)  Rule 415 offerings. The undersigned registrant hereby undertakes:

          (1)  To file,  during  any  period in which  offers or sales are being
               made, a post-effective amendment to this registration statement:

               (i)  To include any  prospectus  required by Section  10(a)(3) of
                    the Securities Act of 1933;


                                      II-3

<PAGE>



               (ii) To reflect  in the  prospectus  any facts or events  arising
                    after the effective date of the  registration  statement (or
                    the most recent  post-effective  amendment  thereof)  which,
                    individually  or in the  aggregate,  represent a fundamental
                    change  in the  information  set  forth in the  registration
                    statement.  Notwithstanding  the foregoing,  any increase or
                    decrease  in  volume  of  securities  offered  (if the total
                    dollar  value of  securities  offered  would not exceed that
                    which was registered) and any deviation from the low or high
                    and of the estimated maximum offering range may be reflected
                    in the from of prospectus filed with the Commission pursuant
                    to Rule 424(b) if, in the  aggregate,  the changes in volume
                    and price  represent  no more than 20 percent  change in the
                    maximum   aggregate   offering   price   set  forth  in  the
                    "Calculation  of  Registration  Fee" table in the  effective
                    registration statement;

               (iii)To include any material information with respect to the plan
                    of distribution not previously disclosed in the registration
                    statement or any material change to such  information in the
                    registration statement;

                    Provided,    however,    that   paragraphs   (a)(1)(i)   and
                    (a)(1)(ii)do  not apply if the  information  required  to be
                    included in a  post-effective  amendment by those paragraphs
                    is contained  in periodic  reports  filed by the  registrant
                    pursuant  to Section 13 or Section  15(d) of the  Securities
                    Exchange Act of 1934 that are  incorporated  by reference in
                    the registration statement.

          (2)  That,  for the purpose of  determining  any  liability  under the
               Securities Act of 1933, each such post-effective  amendment shall
               be  deemed to be a new  registration  statement  relating  to the
               securities  offered therein,  and the offering of such securities
               at that time shall be deemed to be the initial bona fide offering
               thereof.

          (3)  To  remove  from   registration  by  means  of  a  post-effective
               amendment any of the  securities  being  registered  which remain
               unsold at the termination of the offering.

     (b)  Filings incorporating  subsequent Exchange Act documents by reference.
          The undersigned  registrant  hereby  undertakes  that, for purposes of
          determining  any  liability  under the  Securities  Act of 1933,  each
          filing of the registrant's  annual report pursuant to Section 13(a) or
          Section 15(d) of the Securities  Exchange Act of 1934 (and each filing
          of  the  Plan's  annual  report  pursuant  to  Section  15(d)  of  the
          Securities  Exchange Act of 1934) that is incorporated by reference in
          the  registration  statement shall be deemed to be a new  registration
          statement relating to the securities offered therein, and the offering
          of such securities at that time shall be deemed to be the initial bona
          fide offering thereof.

     (c)  Filing   of   registration   statement   on  Form  S-8.   Insofar   as
          indemnification  for  liabilities  arising under the Securities Act of
          1933 may be permitted to directors,  officers and controlling  persons
          of the registrant pursuant to the foregoing provisions,  or otherwise,
          the  registrant has been advised that in the opinion of the Securities
          and Exchange Commission such  indemnification is against public policy
          as expressed in the Act and is, therefore, unenforceable. In the event
          that a claim for indemnification  against such liabilities (other than
          the  payment  by the  registrant  of  expenses  incurred  or paid by a
          director,  officer  or  controlling  person of the  registrant  in the
          successful  defense of any action,  suit or proceeding) is asserted by
          such director,  officer or controlling  person in connection  with the
          securities  being  registered,  the  registrant  will,  unless  in the
          opinion of its  counsel  the matter  has been  settled by  controlling
          precedent,  submit to a court of appropriate jurisdiction the question
          whether  such  indemnification  by  it is  against  public  policy  as
          expressed in the Act and will be governed by the final adjudication of
          such issue.


                                      II-4

<PAGE>



                                   SIGNATURES

         The Registrant. Pursuant to the requirements of the Securities Act of
1933, the registrant certifies that it has reasonable grounds to believe that it
meets all of the requirements for filing on Form S-8 and has duly caused this
registration statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Atlanta, State of Georgia, on July 3, 1996.


                        THE SOUTHERN COMPANY

                        By:  A. W. Dahlberg
                             Chairman of the Board, President and
                             Chief Executive Officer


                        By:       /s/Wayne Boston
                                     Wayne Boston
                                   Attorney-in-Fact


         Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the date indicated.


SIGNATURE          TITLE                                       DATE

A. W. Dahlberg     Director, Chairman of the Board,
                   President and Chief Executive Officer
                   (Principal Executive Officer)





W. L. Westbrook    Financial Vice President, Chief Financial Officer and
                   Treasurer (Principal Financial and Accounting Officer)

John C. Adams                       )
A. D. Correll                       )
Paul J. DeNicola                    )
Jack Edwards                        )
H. Allen Franklin                   )
L.G. Hardman III                    )       Directors
Elmer B. Harris                     )
William J. Rushton, III             )
Gloria M. Shatto                    )
Gerald J. St. Pe                    )
Herbert Stockham                    )



By:      /s/ Wayne Boston________                            July 3, 1996
         Wayne Boston
         Attorney-in-Fact

                                                           II-5

<PAGE>



         The Plan. Pursuant to the requirements of the Securities Act of 1933,
the trustees (or other persons who administer the employee benefit plan) have
duly caused this registration statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Atlanta, State of
Georgia, on July 3, 1996.


                                  THE SOUTHERN COMPANY EMPLOYEE
                                  SAVINGS PLAN


                                  By: /s/C. Alan Martin
                                           Chairman
                                     Savings Plan Committee


                                      II-6
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As filed with the Securities and Exchange Commission on July 3, 1996

                                Registration No.

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM S-8

                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                              THE SOUTHERN COMPANY
             (Exact name of registrant as specified in its charter)

          Delaware                                   58-0690070
(State or other jurisdiction of          (I.R.S. Employer Identification No.)
incorporation or organization)

       270 Peachtree Street, N.W.                       30303
            Atlanta, Georgia                          (Zip Code)
(Address of principal executive offices)

                   THE SOUTHERN COMPANY EMPLOYEE SAVINGS PLAN
                       (formerly EMPLOYEE SAVINGS PLAN FOR
                          THE SOUTHERN COMPANY SYSTEM)
                            (Full title of the plan)

                            TOMMY CHISHOLM, Secretary
                              THE SOUTHERN COMPANY
                           270 Peachtree Street, N.W.
                             Atlanta, Georgia 30303
                     (Name and address of agent for service)
                                 (404) 506-0540
          (Telephone number, including area code, of agent for service)

  The Commission is requested to mail signed copies of all orders, notices and
                               communications to:

      W. L. WESTBROOK                                JOHN D. McLANAHAN
 Financial Vice President                          TROUTMAN SANDERS LLP
   THE SOUTHERN COMPANY                         600 Peachtree Street, N.E.
270 Peachtree Street, N.W.                              Suite 5200
  Atlanta, Georgia 30303                        Atlanta, Georgia 30308-2216

                         CALCULATION OF REGISTRATION FEE

===================================================================================================================================
Proposed                    Proposed
   Title of Each Class               Amount                      Maximum                     Maximum                    Amount of
      of Securities                   to be                  Aggregate Price                Aggregate                 Registration
    to be Registered             Registered (1)               Per Unit (2)             Offering Price (2)                 Fee
- -----------------------------------------------------------------------------------------------------------------------------------
Common Stock, par               6,500,000 shares                  $23 1/2                 $152,750,000                   $52,673
value $5 per share
===================================================================================================================================
(1) In addition, pursuant to Rule 416(c) under the Securities Act of
1933, this registration statement also covers an indeterminate amount of
interests to be offered or sold pursuant to the employee benefit plan described
herein.

         (2) Pursuant to Rule 457(h)(1), these figures are based upon the
average of the high ($23 5/8) and low ($23 3/8) prices paid for a share of the
Company's Common Stock on June 26, 1996, as reported in the New York Stock
Exchange consolidated reporting system, and are used solely for the purpose of
calculating the registration fee.
PART II           INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

Item 3.  Incorporation of Documents by Reference.

         The documents listed below are incorporated by reference in this
         registration statement; and all documents subsequently filed by The
         Southern Company ("SOUTHERN" or the "registrant") or The Southern
         Company Employee Savings Plan (the "Plan") pursuant to Sections 13(a),
         13(c), 14 and 15(d) of the Securities Exchange Act of 1934, prior to
         the filing of a post-effective amendment which indicates that all
         securities offered have been sold or which deregisters all securities
         then remaining unsold, shall be deemed to be incorporated by reference
         in this registration statement and to be part thereof from the date of
         filing of such documents.

         (a)      (1) The registrant's Annual Report on Form 10-K for the year
                      ended December 31, 1995.

                  (2) The Plan's Annual Report on Form 11-K for the year ended
                      December 31, 1995.

         (b)      (1) The registrant's Current Report on Form 8-K dated
                      February 21, 1996.

                  (2) The registrant's Quarterly Report on Form 10-Q for the
                      quarter ended March 31, 1996.

         (c) The description of the registrant's common stock contained in
         Registration No. 33-51433 filed under the Securities Act of 1933.

Item 4.  Description of Securities.

         Not applicable.

Item 5.  Interests of Named Experts and Counsel.

         None.

Item 6.  Indemnification of Directors and Officers.

         Section 145 of Title 8 of the Delaware Code gives a corporation power
         to indemnify any person who was or is a party or is threatened to be
         made a party to any threatened, pending or completed action, suit or
         proceeding, whether civil, criminal, administrative or investigative
         (other than an action by or in the right of the corporation) by reason
         of the fact that he is or was a director, officer, employee or agent of
         the corporation, or is or was serving at the request of the corporation
         as a director, officer, employee or agent of another corporation,
         partnership, joint venture, trust or other enterprise, against expenses
         (including attorneys' fees), judgments, fines and amounts paid in
         settlement actually and reasonably incurred by him in connection with
         such action, suit or proceeding if he acted in good faith and in a
         manner he reasonably believed to be in or not opposed to the best
         interests of the corporation, and, with respect to any criminal action
         or proceeding, had no reasonable cause to believe his conduct was
         unlawful. The same Section also gives a corporation power to indemnify
         any person who was or is a party or is threatened to be made a party to
         any threatened, pending or completed action or suit by or in the right
         of the corporation to procure a judgment in its favor by reason of the
         fact that he is or was a director, officer, employee or agent of the
         corporation, or is or was serving at the request of the corporation as
         a director, officer, employee or agent of another corporation,
         partnership, joint venture, trust or other enterprise against expenses
         (including attorneys' fees) actually and reasonably incurred by him in
         connection with the defense or settlement of such action or suit if he
         acted in good faith and in a manner he reasonably believed to be in or
         not opposed to the best interests of the corporation and except that no
         indemnification shall be made in respect of any claim, issue or matter
         as to which such person shall have been adjudged to be liable to the
         corporation unless and only to the extent that the Court of Chancery or
         the court in which such action or suit was brought shall determine upon
         application that, despite the adjudication of

                                      II-1
liability but in view of all the circumstances of the case, such person
         is fairly and reasonably entitled to indemnity for such expenses which
         the Court of Chancery or such other court shall deem proper. Also, the
         Section states that, to the extent that a director, officer, employee
         or agent of a corporation has been successful on the merits or
         otherwise in defense of any such action, suit or proceeding, or in
         defense of any claim, issue or matter therein, he shall be indemnified
         against expenses (including attorneys' fees) actually and reasonably
         incurred by him in connection therewith.

         The Bylaws of SOUTHERN provide in substance that no present or future
         director or officer of SOUTHERN shall be liable for any act, omission,
         step or conduct taken or had in good faith which is required,
         authorized or approved by order issued pursuant to the Public Utility
         Holding Company Act of 1935, the Federal Power Act, or any state
         statute regulating SOUTHERN or its subsidiaries by reason of their
         being public utility companies or public utility holding companies, or
         any amendment to any thereof. In the event that such provisions are
         found by a court not to constitute a valid defense, each such director
         and officer shall be reimbursed for, or indemnified against, all
         expenses and liabilities incurred by him or imposed on him, in
         connection with, or arising out of, any such action, suit or proceeding
         based on any act, omission, step or conduct taken or had in good faith
         as in such Bylaws described.

         The Bylaws of SOUTHERN also provide in pertinent part as follows:

         "Each person who is or was a director or officer of the Corporation and
         who was or is a party or was or is threatened to be made a party to any
         threatened, pending or completed claim, action, suit or proceeding,
         whether civil, criminal, administrative or investigative, by reason of
         the fact that he is or was a director or officer of the Corporation, or
         is or was serving at the request of the Corporation as a director,
         officer, employee, agent or trustee of another corporation,
         partnership, joint venture, trust, employee benefit plan or other
         enterprise, shall be indemnified by the Corporation as a matter of
         right against any and all expenses (including attorneys' fees) actually
         and reasonably incurred by him and against any and all claims,
         judgments, fines, penalties, liabilities and amounts paid in settlement
         actually incurred by him in defense of such claim, action, suit or
         proceeding, including appeals, to the full extent permitted by
         applicable law. The indemnification provided by this Section shall
         inure to the benefit of the heirs, executors and administrators of such
         person.

         Expenses (including attorneys' fees) incurred by a director or officer
         of the Corporation with respect to the defense of any such claim,
         action, suit or proceeding may be advanced by the Corporation prior to
         the final disposition of such claim, action, suit or proceeding, as
         authorized by the Board of Directors in the specific case, upon receipt
         of an undertaking by or on behalf of such person to repay such amount
         unless it shall ultimately be determined that such person is entitled
         to be indemnified by the Corporation under this Section or otherwise;
         provided, however, that the advancement of such expenses shall not be
         deemed to be indemnification unless and until it shall ultimately be
         determined that such person is entitled to be indemnified by the
         Corporation.

         The Corporation may purchase and maintain insurance at the expense of
         the Corporation on behalf of any person who is or was a director,
         officer, employee or agent of the Corporation, or any person who is or
         was serving at the request of the Corporation as a director (or the
         equivalent), officer, employee, agent or trustee of another
         corporation, partnership, joint venture, trust, employee benefit plan
         or other enterprise, against any liability or expense (including
         attorneys' fees) asserted against him and incurred by him in any such
         capacity, or arising out of his status as such, whether or not the
         Corporation would have the power to indemnify him against such
         liability or expense under this Section or otherwise.

         The foregoing rights shall not be exclusive of any other rights to
         which any such director or officer may otherwise be entitled and shall
         be available whether or not the director or officer continues to be a
         director or officer at the time of incurring any such expenses and
         liabilities."

                                      II-2
SOUTHERN has an insurance policy covering its liabilities and expenses
which might arise in connection with its lawful indemnification of its directors
and officers for certain of their liabilities and expenses and also covering its
officers and directors against certain other liabilities and expenses.

Item 7.  Exemption from Registration Claimed.

         Not applicable.

Item 8.  Exhibits.

         Exhibit
         Number

        4(a) - Composite  Certificate of Incorporation of SOUTHERN  reflecting
               all amendments to date.  (Designated in Registration  No. 33-3546
               as  Exhibit  4(a),  in  Certificate  of  Notification,  File  No.
               70-7341,  as Exhibit A and in Certificate of  Notification,  File
               No. 70-8181, as Exhibit A.)

        4(b) - Bylaws of  SOUTHERN as amended  effective  October 21, 1991 and
               presently in effect.  (Designated in Form U-1, File No.  70-8181,
               as Exhibit A-2.)

        4(c) - Amended and Restated Plan  Agreement  for The Southern  Company
               Employee  Savings  Plan.  (Designated  in Form  10-K for the year
               ended December 31, 1995, File No. 1-3526, as Exhibit 10(a)63.)

        4(d) - Trust Agreement  between  Southern Company  Services,  Inc. and
               Merrill  Lynch  Trust  Company of Florida,  as Trustee  under the
               Plan.  (Designated  in Form 11-K for the year ended  December 31,
               1995, File No. 1-3526, as Exhibit C.)

        5(a) - Opinion of Troutman Sanders LLP, counsel to SOUTHERN.

        5(b) - Internal Revenue Service  determination  letters dated March 5,
               1996 and June 10,  1996.  (Designated  in Form  11-K for the year
               ended December 31, 1995, File No. 1-3526, as Exhibit B.)

        23(a)- The consent of Troutman  Sanders  LLP is  contained  in Exhibit
               5(a).

        23(b)- Consent of Arthur Andersen LLP.

        24   - Powers of Attorney and resolution.

         Exhibits listed above which have heretofore been filed with the
         Securities and Exchange Commission and which were designated as noted
         above are hereby incorporated herein by reference and made a part
         hereof with the same effect as if filed herewith.

Item 9.  Undertakings.

     (a)  Rule 415 offerings. The undersigned registrant hereby undertakes:

          (1)  To file,  during  any  period in which  offers or sales are being
               made, a post-effective amendment to this registration statement:

               (i)  To include any  prospectus  required by Section  10(a)(3) of
                    the Securities Act of 1933;

                                      II-3
(ii) To reflect  in the  prospectus  any facts or events  arising
                    after the effective date of the  registration  statement (or
                    the most recent  post-effective  amendment  thereof)  which,
                    individually  or in the  aggregate,  represent a fundamental
                    change  in the  information  set  forth in the  registration
                    statement.  Notwithstanding  the foregoing,  any increase or
                    decrease  in  volume  of  securities  offered  (if the total
                    dollar  value of  securities  offered  would not exceed that
                    which was registered) and any deviation from the low or high
                    and of the estimated maximum offering range may be reflected
                    in the from of prospectus filed with the Commission pursuant
                    to Rule 424(b) if, in the  aggregate,  the changes in volume
                    and price  represent  no more than 20 percent  change in the
                    maximum   aggregate   offering   price   set  forth  in  the
                    "Calculation  of  Registration  Fee" table in the  effective
                    registration statement;

               (iii)To include any material information with respect to the plan
                    of distribution not previously disclosed in the registration
                    statement or any material change to such  information in the
                    registration statement;

                    Provided,    however,    that   paragraphs   (a)(1)(i)   and
                    (a)(1)(ii)do  not apply if the  information  required  to be
                    included in a  post-effective  amendment by those paragraphs
                    is contained  in periodic  reports  filed by the  registrant
                    pursuant  to Section 13 or Section  15(d) of the  Securities
                    Exchange Act of 1934 that are  incorporated  by reference in
                    the registration statement.

          (2)  That,  for the purpose of  determining  any  liability  under the
               Securities Act of 1933, each such post-effective  amendment shall
               be  deemed to be a new  registration  statement  relating  to the
               securities  offered therein,  and the offering of such securities
               at that time shall be deemed to be the initial bona fide offering
               thereof.

          (3)  To  remove  from   registration  by  means  of  a  post-effective
               amendment any of the  securities  being  registered  which remain
               unsold at the termination of the offering.

     (b)  Filings incorporating  subsequent Exchange Act documents by reference.
          The undersigned  registrant  hereby  undertakes  that, for purposes of
          determining  any  liability  under the  Securities  Act of 1933,  each
          filing of the registrant's  annual report pursuant to Section 13(a) or
          Section 15(d) of the Securities  Exchange Act of 1934 (and each filing
          of  the  Plan's  annual  report  pursuant  to  Section  15(d)  of  the
          Securities  Exchange Act of 1934) that is incorporated by reference in
          the  registration  statement shall be deemed to be a new  registration
          statement relating to the securities offered therein, and the offering
          of such securities at that time shall be deemed to be the initial bona
          fide offering thereof.

     (c)  Filing   of   registration   statement   on  Form  S-8.   Insofar   as
          indemnification  for  liabilities  arising under the Securities Act of
          1933 may be permitted to directors,  officers and controlling  persons
          of the registrant pursuant to the foregoing provisions,  or otherwise,
          the  registrant has been advised that in the opinion of the Securities
          and Exchange Commission such  indemnification is against public policy
          as expressed in the Act and is, therefore, unenforceable. In the event
          that a claim for indemnification  against such liabilities (other than
          the  payment  by the  registrant  of  expenses  incurred  or paid by a
          director,  officer  or  controlling  person of the  registrant  in the
          successful  defense of any action,  suit or proceeding) is asserted by
          such director,  officer or controlling  person in connection  with the
          securities  being  registered,  the  registrant  will,  unless  in the
          opinion of its  counsel  the matter  has been  settled by  controlling
          precedent,  submit to a court of appropriate jurisdiction the question
          whether  such  indemnification  by  it is  against  public  policy  as
          expressed in the Act and will be governed by the final adjudication of
          such issue.

                                      II-4
SIGNATURES

         The Registrant. Pursuant to the requirements of the Securities Act of
1933, the registrant certifies that it has reasonable grounds to believe that it
meets all of the requirements for filing on Form S-8 and has duly caused this
registration statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Atlanta, State of Georgia, on July 3, 1996.

                        THE SOUTHERN COMPANY

                        By:  A. W. Dahlberg
                             Chairman of the Board, President and
                             Chief Executive Officer

                        By:       /s/Wayne Boston
                                     Wayne Boston
                                   Attorney-in-Fact

         Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the date indicated.

SIGNATURE          TITLE                                       DATE

A. W. Dahlberg     Director, Chairman of the Board,
                   President and Chief Executive Officer
                   (Principal Executive Officer)

W. L. Westbrook    Financial Vice President, Chief Financial Officer and
                   Treasurer (Principal Financial and Accounting Officer)

John C. Adams                       )
A. D. Correll                       )
Paul J. DeNicola                    )
Jack Edwards                        )
H. Allen Franklin                   )
L.G. Hardman III                    )       Directors
Elmer B. Harris                     )
William J. Rushton, III             )
Gloria M. Shatto                    )
Gerald J. St. Pe                    )
Herbert Stockham                    )

By:      /s/ Wayne Boston________                            July 3, 1996
         Wayne Boston
         Attorney-in-Fact

                                                           II-5
The Plan. Pursuant to the requirements of the Securities Act of 1933,
the trustees (or other persons who administer the employee benefit plan) have
duly caused this registration statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Atlanta, State of
Georgia, on July 3, 1996.

                                  THE SOUTHERN COMPANY EMPLOYEE
                                  SAVINGS PLAN

                                  By: /s/C. Alan Martin
                                           Chairman
                                     Savings Plan Committee

                                      II-6