SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) March 28, 2002
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THE SOUTHERN COMPANY
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(Exact name of registrant as specified in its charter)
Delaware 1-3526 58-0690070
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
270 Peachtree Street, NW, Atlanta, Georgia 30303
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (404) 506-5000
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N/A
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(Former name or former address, if changed since last report.)
Item 4. Changes in Registrant's Certifying Accountant.
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On March 28, 2002, the Board of Directors of The Southern Company
(the "Company"), upon recommendation of its Audit Committee, decided not to
engage Arthur Andersen LLP ("Andersen") as the Company's principal public
accountants and engaged Deloitte & Touche LLP ("Deloitte & Touche") to serve as
the Company's principal public accountants for fiscal year 2002.
Andersen's reports on the consolidated financial statements of the
Company and its subsidiaries for the two most recent fiscal years ended December
31, 2001 did not contain any adverse opinion or disclaimer of opinion, nor were
they qualified or modified as to uncertainty, audit scope, or accounting
principles.
During the Company's two most recent fiscal years ended December 31,
2001 and the subsequent interim period through March 28, 2002, there were no
disagreements between the Company and Andersen on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure, which disagreements, if not resolved to Andersen's satisfaction,
would have caused them to make reference to the subject matter of the
disagreement in connection with their reports; and there were no reportable
events as described in Item 304(a)(1)(v) of Regulation S-K.
The Company provided Andersen with a copy of the foregoing
disclosures. Attached as Exhibit 16 is a copy of Andersen's letter, dated March
29, 2002, stating its agreement with such statements.
During the Company's two most recent fiscal years ended December 31,
2001 and the subsequent interim period through March 28, 2002, the Company did
not consult Deloitte & Touche with respect to the application of accounting
principles to a specified transaction, either completed or proposed, or the type
of audit opinion that might be rendered on the Company's consolidated financial
statements, or any other matters or reportable events as set forth in Items
304(a)(2)(i) and (ii) of Regulation S-K.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
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(c) Exhibits.
Exhibit 16 -- Letter from Arthur Andersen LLP to the
Securities and Exchange Commission dated
March 29, 2002.
Item 9. Regulation FD Disclosure.
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On March 28, 2002, the Company issued a press release related to the
replacement of its principal public accountants. The Company is furnishing the
press release as Exhibit 99 hereto for informational purposes only pursuant to
Regulation FD.
Exhibit 99 -- Press release dated March 28, 2002 related to the
replacement of the Company's principal public
accountants.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
THE SOUTHERN COMPANY
By /s/W. Dean Hudson
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W. Dean Hudson
Comptroller
April 1, 2002