As filed with the Securities and Exchange Commission on May 10, 2005


                       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
                            (Full title of the plan)

                             G. EDISON HOLLAND, Jr.
        Executive Vice President, General Counsel and Corporate Secretary
                              THE SOUTHERN COMPANY
                           270 Peachtree Street, N.W.
                             Atlanta, Georgia 30303
                     (Name and address of agent for service)
                                 (404) 506-5000
          (Telephone number, including area code, of agent for service)

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

                   THOMAS A. FANNING                        MELISSA K. CAEN
       Executive Vice President, Chief Financial         TROUTMAN SANDERS LLP
                 Officer and Treasurer               600 Peachtree Street, N.E.
                  THE SOUTHERN COMPANY                       Suite 5200
               270 Peachtree Street, N.W.         Atlanta, Georgia 30308-2216
                 Atlanta, Georgia 30303

                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>

========================================================================================================================

                                                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
------------------------------------------------------------------------------------------------------------------------
<S>                              <C>             <C>                    <C>                     <C>

 Common Stock, par        20,000,000 shares        $32.96               $659,200,000                $77,588
 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 and low prices paid for a share of the Company's Common
Stock on May 9, 2005, as reported in the New York Stock Exchange consolidated
reporting system, and are used solely for the purpose of calculating the
registration fee.

         The documents constituting the prospectus herein contain the
information required by Rule 429 of the Commission under the Securities Act of
1933 with respect to 8,944,102 shares of Common Stock of the Company remaining
unsold under Registration Statement No. 333-110559.

<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, as amended, 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 a part
hereof 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, 2004.
                  (2)  The Plan's Annual Report on Form 11-K for the
                       year ended December 31, 2003.

           (b)    (1)  The registrant's  Current Reports on Form 8-K dated
                       February 15, 2005, February 16, 2005, February 21,
                       2005, March 25, 2005 and May 5, 2005.
                  (2)  The registrant's Quarterly Report on Form 10-Q for
                       the quarter ended March 31, 2005.

           (c) The description of the registrant's common stock contained in
           Registration No. 333-64871 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 the person 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 the person in
connection with such action, suit or proceeding if the person acted in good


                                      II-1
<PAGE>

faith and in a manner the person 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 the person's 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 the
person 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 the person in connection with the defense or settlement
of such action or suit if the person acted in good faith and in a manner the
person 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 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 present
or former director or officer 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, such person shall be indemnified against
expenses (including attorneys' fees) actually and reasonably incurred by such
person in connection therewith.

         The By-Laws 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 By-Laws described.

         The By-Laws 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

                                      II-2



<PAGE>

         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."

         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

           4.1  - Composite Certificate of Incorporation of SOUTHERN reflecting
                  all amendments through January 5,  1994.  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).

           4.2  - Bylaws of SOUTHERN as amended effective  February 17, 2003
                  and  presently in effect.  (Designated  in Form 10-Q for the
                  quarter ended June 30, 2003,  File No.  70-8181,  as Exhibit
                  3(a)(1)).

           4.3  - The Southern Company Employee Savings Plan, Amended  nd
                  Restated effective January 1, 2002 and Amendments One through
                  Five thereto. (Designated in Form 10-K for the year ended
                  December  31,  2001, File No. 1-3526, as Exhibit 10(a)52, in
                  Registration  No. 333- 96883 as Exhibit 4(d) and in Form 10-Q
                  for the quarter ended September 30, 2003, File No. 1-3526, as
                  Exhibit 10(a)(1)).

           4.4  - Trust Agreement between Southern Company Services, Inc. and
                  Merrill Lynch Trust Company of Florida, as Trustee under the
                  Plan. (Designated in Registration No. 333-96883 as Exhibit
                  4(e)).
                                      II-3


<PAGE>

           5.1  - Opinion of Troutman Sanders LLP, counsel to SOUTHERN.

           5.2  - Internal Revenue Service determination letters dated March
                  5, 1996,  June 10,  1996,  February 24, 2000 and January 31,
                  2003.  (Designated  in Form 11-K for the year ended December
                  31, 1995, File No. 1-3526, as Exhibit B, in Registration
                  No.  333-96883  as  Exhibit  5(c)  and in  Registration  No.
                  333-110559 as Exhibit 5.3).

           23.1 - The consent  of  Troutman  Sanders  LLP is  contained  in
                  Exhibit 5.1.

           23.2 - Consent of Deloitte & Touche 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) Undertaking related to Rule 415 offering:

             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) 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 form 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;


                                      II-4


<PAGE>


                     (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  registration statement is on Form S-3, Form
         S-8 or Form F-3 and the information required to be included in a
         post-effective  amendment  by those paragraphs is contained in
         periodic reports filed with or furnished to the Commission 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) Undertaking relating to filings incorporating subsequent Securities
Exchange Act of 1934 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) Undertaking relating to 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-5

<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 May 10, 2005.

                                     THE SOUTHERN COMPANY

                                     By: David M. Ratcliffe
                                          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.
<TABLE>
<CAPTION>

SIGNATURE                            TITLE                                                         DATE
---------                            -----                                                          ----
<S>                                  <C>                                                            <C>

David M. Ratcliffe                  Director, Chairman of the Board,
                                    President and Chief Executive Officer
                                    (Principal Executive Officer)


Thomas A. Fanning                   Executive Vice President, Chief Financial
                                    Officer and Treasurer (Principal Financial
                                    Officer)

W. Dean Hudson                      Comptroller and Chief Accounting Officer
                                    (Principal Accounting Officer)


Dorrit J. Bern                      )
Francis S. Blake                    )
Thomas F. Chapman                   )
Bruce S. Gordon                     )       Directors
Donald M. James                     )
Zack T. Pate                        )
J. Neal Purcell                     )
Gerald J. St. Pe                    )

By:  /s/Wayne Boston                                         May 10, 2005
      Wayne Boston
      Attorney-in-Fact
</TABLE>

<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 May 10, 2005.


                                  THE SOUTHERN COMPANY EMPLOYEE SAVINGS PLAN


                                  By:   /s/ Robert A. Bell_
                                            Robert A. Bell
                                            Vice President
                                            Member of the Employee Savings Plan
                                            Committee
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As filed with the Securities and Exchange Commission on May 10, 2005

                       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
                            (Full title of the plan)

                             G. EDISON HOLLAND, Jr.
        Executive Vice President, General Counsel and Corporate Secretary
                              THE SOUTHERN COMPANY
                           270 Peachtree Street, N.W.
                             Atlanta, Georgia 30303
                     (Name and address of agent for service)
                                 (404) 506-5000
          (Telephone number, including area code, of agent for service)

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

                   THOMAS A. FANNING                        MELISSA K. CAEN
       Executive Vice President, Chief Financial         TROUTMAN SANDERS LLP
                 Officer and Treasurer               600 Peachtree Street, N.E.
                  THE SOUTHERN COMPANY                       Suite 5200
               270 Peachtree Street, N.W.         Atlanta, Georgia 30308-2216
                 Atlanta, Georgia 30303

                         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        20,000,000 shares        $32.96               $659,200,000                $77,588
 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 and low prices paid for a share of the Company's Common
Stock on May 9, 2005, as reported in the New York Stock Exchange consolidated
reporting system, and are used solely for the purpose of calculating the
registration fee.

         The documents constituting the prospectus herein contain the
information required by Rule 429 of the Commission under the Securities Act of
1933 with respect to 8,944,102 shares of Common Stock of the Company remaining
unsold under Registration Statement No. 333-110559.
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, as amended, 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 a part
hereof 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, 2004.
                  (2)  The Plan's Annual Report on Form 11-K for the
                       year ended December 31, 2003.

           (b)    (1)  The registrant's  Current Reports on Form 8-K dated
                       February 15, 2005, February 16, 2005, February 21,
                       2005, March 25, 2005 and May 5, 2005.
                  (2)  The registrant's Quarterly Report on Form 10-Q for
                       the quarter ended March 31, 2005.

           (c) The description of the registrant's common stock contained in
           Registration No. 333-64871 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 the person 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 the person in
connection with such action, suit or proceeding if the person acted in good

                                      II-1
faith and in a manner the person 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 the person's 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 the
person 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 the person in connection with the defense or settlement
of such action or suit if the person acted in good faith and in a manner the
person 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 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 present
or former director or officer 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, such person shall be indemnified against
expenses (including attorneys' fees) actually and reasonably incurred by such
person in connection therewith.

         The By-Laws 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 By-Laws described.

         The By-Laws 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

                                      II-2
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."

         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

           4.1  - Composite Certificate of Incorporation of SOUTHERN reflecting
                  all amendments through January 5,  1994.  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).

           4.2  - Bylaws of SOUTHERN as amended effective  February 17, 2003
                  and  presently in effect.  (Designated  in Form 10-Q for the
                  quarter ended June 30, 2003,  File No.  70-8181,  as Exhibit
                  3(a)(1)).

           4.3  - The Southern Company Employee Savings Plan, Amended  nd
                  Restated effective January 1, 2002 and Amendments One through
                  Five thereto. (Designated in Form 10-K for the year ended
                  December  31,  2001, File No. 1-3526, as Exhibit 10(a)52, in
                  Registration  No. 333- 96883 as Exhibit 4(d) and in Form 10-Q
                  for the quarter ended September 30, 2003, File No. 1-3526, as
                  Exhibit 10(a)(1)).

           4.4  - Trust Agreement between Southern Company Services, Inc. and
                  Merrill Lynch Trust Company of Florida, as Trustee under the
                  Plan. (Designated in Registration No. 333-96883 as Exhibit
                  4(e)).
                                      II-3
5.1  - Opinion of Troutman Sanders LLP, counsel to SOUTHERN.

           5.2  - Internal Revenue Service determination letters dated March
                  5, 1996,  June 10,  1996,  February 24, 2000 and January 31,
                  2003.  (Designated  in Form 11-K for the year ended December
                  31, 1995, File No. 1-3526, as Exhibit B, in Registration
                  No.  333-96883  as  Exhibit  5(c)  and in  Registration  No.
                  333-110559 as Exhibit 5.3).

           23.1 - The consent  of  Troutman  Sanders  LLP is  contained  in
                  Exhibit 5.1.

           23.2 - Consent of Deloitte & Touche 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) Undertaking related to Rule 415 offering:

             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) 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 form 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;

                                      II-4
(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  registration statement is on Form S-3, Form
         S-8 or Form F-3 and the information required to be included in a
         post-effective  amendment  by those paragraphs is contained in
         periodic reports filed with or furnished to the Commission 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) Undertaking relating to filings incorporating subsequent Securities
Exchange Act of 1934 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) Undertaking relating to 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-5
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 May 10, 2005.

                                     THE SOUTHERN COMPANY

                                     By: David M. Ratcliffe
                                          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
---------                            -----                                                          ----
David M. Ratcliffe                  Director, Chairman of the Board,
                                    President and Chief Executive Officer
                                    (Principal Executive Officer)

Thomas A. Fanning                   Executive Vice President, Chief Financial
                                    Officer and Treasurer (Principal Financial
                                    Officer)

W. Dean Hudson                      Comptroller and Chief Accounting Officer
                                    (Principal Accounting Officer)

Dorrit J. Bern                      )
Francis S. Blake                    )
Thomas F. Chapman                   )
Bruce S. Gordon                     )       Directors
Donald M. James                     )
Zack T. Pate                        )
J. Neal Purcell                     )
Gerald J. St. Pe                    )

By:  /s/Wayne Boston                                         May 10, 2005
      Wayne Boston
      Attorney-in-Fact
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 May 10, 2005.

                                  THE SOUTHERN COMPANY EMPLOYEE SAVINGS PLAN

                                  By:   /s/ Robert A. Bell_
                                            Robert A. Bell
                                            Vice President
                                            Member of the Employee Savings Plan
                                            Committee