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Letter to Our Shareholders




                                                       Allen Franklin
                                        Chairman, President, and CEO




Our strategy is straightforward. Our results are real. We believe our targets are
credible and achievable. We are disciplined and committed to keeping promises. This
approach historically has produced excellent results for Southern Company customers
and shareholders. It again added up to an outstanding performance in 2002. We
achieved earnings of $1.32 billion, or $1.86 per share. Even excluding the positive
effects of weather and one-time items, our earnings of $1.75 per share exceeded Wall
Street expectations as well as our earnings-growth goal. We succeeded despite a
recession that hit the manufacturing sector in the Southeast especially hard. We did
it while continuing to meet very high standards for customer service and reliability.




                                          3
                                        SO 2OO2
Letter to Our Shareholders (continued)




Outstanding Year                                                 above the national average for the industry. We are
The companyโ€™s excellent performance allowed us to                expecting comparable growth this year. To ensure that
increase your annual dividend to $1.37 per share. The            the Southeastโ€™s increasing energy needs are served,
success weโ€™re having was also recognized in the stock            weโ€™ve continued to invest in our infrastructure. The
market. Our share price rose by 12 percent.                      foundation of our company is in our regulated utilities
     With a 17.6 percent total return for shareholders,          in the Southeast, and we remain focused on the funda-
including stock price appreciation and reinvested                mentals that have made us successful.
dividends, we outperformed our industry as well as                     Our competitive generation business continued to
the broader market in 2002. In addition, we have been            perform well, with earnings of $168 million in 2002. The
a total return leader for the most recent 5-year and             target for this business is to earn $200 million a year
10-year periods. Southern Company has delivered con-             by 2005. We are on track, if not ahead of pace, to meet
sistently solid results under varying market conditions.         this goal. Our wholesale generation business is based
     The source of this success is our work force of             on securing long-term contracts before any new power
more than 26,000 employees, whose efforts every day              plants are added. This way we are less vulnerable to the
make it happen. We work hard to ensure customers                 price volatility of the competitive wholesale electricity
have a reliable and affordable supply of electricity.            market. Weโ€™ll continue to grow in 2003 by adding four
Customer service and satisfaction drive our business.            gas-fired units with more than 2,200 megawatts of
And our company emphasizes corporate responsibility,             capacity โ€“ all with long-term contracts.
as demonstrated by the real gains weโ€™ve made in the                    We are also making progress toward meeting our
areas of the environment and diversity.                          long-term goals for energy-related products and services,
                                                                 the third main component of our strategy. Through an
Sound Strategy                                                   acquisition, we entered Georgiaโ€™s retail natural gas
Weโ€™ve now completed two years with a strategy                    market last year. Southern Company GAS now serves
focused on the Southeast and our three main businesses.          more than 200,000 customers and is profitable. Outdoor
Our commitment to continue the successful execution              lighting in Georgia, appliance sales in Alabama, and our
of this strategy has the company well positioned for the         Southern LINC telecommunications business are solid
future. Our regulated utilities, which contribute nearly         performers. In part because of the economic downturn,
90 percent of our earnings, are strong. The recent eco-          our energy services business, Southern Company
nomic problems notwithstanding, the region continues             Energy Solutions, had disappointing results in 2002.
to grow. Our regulated retail business added 70,000              However, we are retooling that business and expect
customers last year. That increase of 1.7 percent was            to see improvement.


                                                             4
                                                           SO 2OO2
1.86*                                  10,549                                     15.79
                                                                    10,066 10,155
                                                      9,499 9,317
                                     1.62                                                                  13.43 13.20 13.51
                            1.52
           1.41
                   1.33
                                                                                                   10.04




            โ€™98     โ€™99      โ€™00     โ€™01      โ€™02     โ€™98     โ€™99     โ€™00     โ€™01    โ€™02            โ€™98    โ€™99    โ€™00   โ€™01     โ€™02

            Earnings Per Share                         Operating Revenues                           Return on Average
                                                                                                    Common Equity
            (continuing operations, in dollars)        (continuing operations, in millions
                                                       of dollars)                                  (percent)

            * Includes positive impact from weather
              and one-time items of 11 cents.




      We are managing the business well, capitalizing                             We are closely engaged in the discussions over
on our strengths and adjusting where necessary. Our                         proposed changes to federal regulation of our industry.
strategy is sound, and I see no major changes to it in                      We agree with the Federal Energy Regulatory Commission
the foreseeable future.                                                     that there are potential long-term benefits to forming a
                                                                            regional transmission organization in the Southeast. But
Challenges and Opportunities                                                we have some concerns. Specifically, we want to ensure
To continue our record of success, we will have to work                     the structure of any such system doesnโ€™t harm our
through a number of external issues. Some particularly                      customers by reducing reliability or increasing costs.
stand out.                                                                  FERC has approved the general framework of our regional
      The slumping economy is challenging most                              transmission organization plan. However, a separate
businesses, including ours. Weโ€™ve been able to manage                       FERC transmission proposal known as Standard Market
our operations to reduce the impact of the economy.                         Design would, in our opinion, go too far in taking
A strong recovery does not appear likely in 2003, and                       regulatory power away from the states and could have
we have adjusted our budgets and financial plans.                           a harmful effect on retail customers. We will continue to
      As always, we are giving a great deal of attention                    make our voice heard and work toward solutions that
to our environmental responsibilities. We have commit-                      benefit our customers and are fair to our shareholders.
ted, in some cases ahead of compliance dates and                                  We have long believed in the value of sticking with
voluntarily, to install equipment and make substantial                      the business and markets we know best. I believe our
capital investments to improve air quality, especially in                   focus on disciplined decision-making and customer
the metropolitan areas we serve. In the Atlanta area,                       satisfaction is exactly right for this company. Our people
we have spent more than $1 billion over the past                            are talented and motivated and working better than ever
decade to reduce ground-level ozone, although we are                        as a team. We know our business. We understand the
but one of many sources affecting air quality. Weโ€™re                        challenges and opportunities ahead. I am very confident
pursuing research and development of alternative energy                     that weโ€™re on the right track for continued success.
sources, such as biomass and coal gasification. Clean-                            Thank you again for your support,
burning natural gas is becoming a bigger part of our
fuel mix, which is a positive environmental development
although it creates longer-term issues related to the
uncertainty of natural gas prices. We are achieving
significant environmental improvements even as we                           Allen Franklin
increase generation to meet growing energy needs.                           March 14, 2003


                                                                      5
                                                                    SO 2OO2

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southern 2002 Letter to Our Shareholders

  • 1. Letter to Our Shareholders Allen Franklin Chairman, President, and CEO Our strategy is straightforward. Our results are real. We believe our targets are credible and achievable. We are disciplined and committed to keeping promises. This approach historically has produced excellent results for Southern Company customers and shareholders. It again added up to an outstanding performance in 2002. We achieved earnings of $1.32 billion, or $1.86 per share. Even excluding the positive effects of weather and one-time items, our earnings of $1.75 per share exceeded Wall Street expectations as well as our earnings-growth goal. We succeeded despite a recession that hit the manufacturing sector in the Southeast especially hard. We did it while continuing to meet very high standards for customer service and reliability. 3 SO 2OO2
  • 2. Letter to Our Shareholders (continued) Outstanding Year above the national average for the industry. We are The companyโ€™s excellent performance allowed us to expecting comparable growth this year. To ensure that increase your annual dividend to $1.37 per share. The the Southeastโ€™s increasing energy needs are served, success weโ€™re having was also recognized in the stock weโ€™ve continued to invest in our infrastructure. The market. Our share price rose by 12 percent. foundation of our company is in our regulated utilities With a 17.6 percent total return for shareholders, in the Southeast, and we remain focused on the funda- including stock price appreciation and reinvested mentals that have made us successful. dividends, we outperformed our industry as well as Our competitive generation business continued to the broader market in 2002. In addition, we have been perform well, with earnings of $168 million in 2002. The a total return leader for the most recent 5-year and target for this business is to earn $200 million a year 10-year periods. Southern Company has delivered con- by 2005. We are on track, if not ahead of pace, to meet sistently solid results under varying market conditions. this goal. Our wholesale generation business is based The source of this success is our work force of on securing long-term contracts before any new power more than 26,000 employees, whose efforts every day plants are added. This way we are less vulnerable to the make it happen. We work hard to ensure customers price volatility of the competitive wholesale electricity have a reliable and affordable supply of electricity. market. Weโ€™ll continue to grow in 2003 by adding four Customer service and satisfaction drive our business. gas-fired units with more than 2,200 megawatts of And our company emphasizes corporate responsibility, capacity โ€“ all with long-term contracts. as demonstrated by the real gains weโ€™ve made in the We are also making progress toward meeting our areas of the environment and diversity. long-term goals for energy-related products and services, the third main component of our strategy. Through an Sound Strategy acquisition, we entered Georgiaโ€™s retail natural gas Weโ€™ve now completed two years with a strategy market last year. Southern Company GAS now serves focused on the Southeast and our three main businesses. more than 200,000 customers and is profitable. Outdoor Our commitment to continue the successful execution lighting in Georgia, appliance sales in Alabama, and our of this strategy has the company well positioned for the Southern LINC telecommunications business are solid future. Our regulated utilities, which contribute nearly performers. In part because of the economic downturn, 90 percent of our earnings, are strong. The recent eco- our energy services business, Southern Company nomic problems notwithstanding, the region continues Energy Solutions, had disappointing results in 2002. to grow. Our regulated retail business added 70,000 However, we are retooling that business and expect customers last year. That increase of 1.7 percent was to see improvement. 4 SO 2OO2
  • 3. 1.86* 10,549 15.79 10,066 10,155 9,499 9,317 1.62 13.43 13.20 13.51 1.52 1.41 1.33 10.04 โ€™98 โ€™99 โ€™00 โ€™01 โ€™02 โ€™98 โ€™99 โ€™00 โ€™01 โ€™02 โ€™98 โ€™99 โ€™00 โ€™01 โ€™02 Earnings Per Share Operating Revenues Return on Average Common Equity (continuing operations, in dollars) (continuing operations, in millions of dollars) (percent) * Includes positive impact from weather and one-time items of 11 cents. We are managing the business well, capitalizing We are closely engaged in the discussions over on our strengths and adjusting where necessary. Our proposed changes to federal regulation of our industry. strategy is sound, and I see no major changes to it in We agree with the Federal Energy Regulatory Commission the foreseeable future. that there are potential long-term benefits to forming a regional transmission organization in the Southeast. But Challenges and Opportunities we have some concerns. Specifically, we want to ensure To continue our record of success, we will have to work the structure of any such system doesnโ€™t harm our through a number of external issues. Some particularly customers by reducing reliability or increasing costs. stand out. FERC has approved the general framework of our regional The slumping economy is challenging most transmission organization plan. However, a separate businesses, including ours. Weโ€™ve been able to manage FERC transmission proposal known as Standard Market our operations to reduce the impact of the economy. Design would, in our opinion, go too far in taking A strong recovery does not appear likely in 2003, and regulatory power away from the states and could have we have adjusted our budgets and financial plans. a harmful effect on retail customers. We will continue to As always, we are giving a great deal of attention make our voice heard and work toward solutions that to our environmental responsibilities. We have commit- benefit our customers and are fair to our shareholders. ted, in some cases ahead of compliance dates and We have long believed in the value of sticking with voluntarily, to install equipment and make substantial the business and markets we know best. I believe our capital investments to improve air quality, especially in focus on disciplined decision-making and customer the metropolitan areas we serve. In the Atlanta area, satisfaction is exactly right for this company. Our people we have spent more than $1 billion over the past are talented and motivated and working better than ever decade to reduce ground-level ozone, although we are as a team. We know our business. We understand the but one of many sources affecting air quality. Weโ€™re challenges and opportunities ahead. I am very confident pursuing research and development of alternative energy that weโ€™re on the right track for continued success. sources, such as biomass and coal gasification. Clean- Thank you again for your support, burning natural gas is becoming a bigger part of our fuel mix, which is a positive environmental development although it creates longer-term issues related to the uncertainty of natural gas prices. We are achieving significant environmental improvements even as we Allen Franklin increase generation to meet growing energy needs. March 14, 2003 5 SO 2OO2