Nick Whitcombe Attachments Released to SACE on July 11, 2011 (27} [Original Page Location [File Name Number of Pages 8 Burke 1st 2009 Final OS 7 3 Ha Georgia Power Securities 920.2009, 4 3 fib GPC Security Offering History 2 3 [LcGPC_Amendment No. 1 to Syndicated Credit Facility 4 2 [.¢ GPC Amendment 2 to Syndicated Credit Facility 24 1L.¢ GPC Bank Note BOTM- 9 [TermloanAgreement.February28,2008 86 3 1.¢ GPC Bilateral Credit Facility - UBS B 3 /.€ GPC Syndicated Credit Facility 301 9 .¢ GPC Tax Exempt Sr. Unsecured Example - Burke 2st 2009 30 fc GPC Taxable Senior Unsecured Example - GA 2009A Final 9 Prospectus Supplement 1 3 [GPC_Questions_09-09-17 2 22 |Vogtle_DrawSchedule_United_09-10-05 4 33 [DOE Common invoice March 2010 3 33 [GPC April 2010 Invoice 3 33 [General April 2010 Invoice 3 33 DOE Common Invoice March 2010 3 33 [GPC April 2010 invoice 3 33 [General April 2010 Invoice 3 36 [GreenGate Index Question 2 49 '3269_001 6 & [OPC Excepted Propety and Permitted Exceptions 2 a1 JGPC_Questions_09-10-02 4 84 |Georgia Power Sponsor Payment Letter 20091008 7 87 (GPC Amortization Template 5 87 (Georgia Senior Note Indenture 38 87 [Supplemental indenture — Series 2009A Senior Notes 19 87 |GPC Executed UA 39 488 [Total Number of PagesNW pg8.Burke Ist 2009 Final 0S (27 pages) NEW ISSUE - BOOK-ENTRY ONLY Jn the opinion of King & Spalding LLP (“Bond Counsel’), assuming the accuracy of certain representations and eerifiations and compliance with certs tax covenants, interest on the Bonds 18 not includable in gross income for federal income tax purpases under existing atutes, rulings and court decisions, and under applicable regulations and proposed regulations, except for interest on any such Bond for any Doriad during which such Bond i hold by a person who i a “substantial wer" of the Composite Prejects (as dened Belov) or a “related person’ ar defined in Section 147(a) of the Internal Revenue Code of 1986, as amended In the opinion of Bond Counsel, interest on the Bonds will not be treated as an item of tax preference for purpases of calculating the federal alternative minimums tax imposed on individuals aud ‘corporations, but such interest will be intudable in adjused current earnings in computing the federal alternative mininwn tax imposed on ‘ertain corporations. See "TAX EXEMPTION” herein. In the opinion of Bond Counsel. iterest on the Bonds is exemp from present State of (Georgia income taxation under existing statutes as described herein. $114,310,000 Development Authority of Burke County (Georgia) Pollution Control Revenue Bonds (Georgia Power Company Plant Voste Project) rst Series 2009 “The Bonds are the limited special obligations of the Development Authority of Burke County (the “Authority") and are payable solely from the loan repayments under a Promissory Note issued pursuant toa Loan Agreement with GEORGIA POWER COMPANY a subsidiary of The Southern Company Dated: Date of original issuance and delivery Due: uly 1, 2049 ‘The Bonds will bear intrest from the date oftheir original issuance and delivery at a Two-Day Rate determined by Barclays Capital Tne. (the “Undersite”) as described under “THE BONDS—Interest” below, payable on the first Business Day of each month, commencing ‘August 3, 2009, The Bonds are subject fo redemption, optional tender and mandatory tender as described under “THE BONDS—Redempion,” “THE [BONDS—Optional Tender” and “THE BONDS—Mandatory Tender for Purchase” below. ‘Subject to satisfaction of certain conditions in the Indenture pursuant to which the Bonds are ised, Georgia Power Company (the Company") may from time to time change the method of determining the interest rate on the Bonds to a Daily Rate, a Weekly Rate, @ Commercial Paper Rate, an Index Rate or a Long-Term Interest Rafe, 28 more fully described under “THE BONDS—Determination Methods” below. ‘The Bonds will be iswuale as fully epistered bonds and will be registered in the name of Cede & Co. as nominee of The Depesitory Trust Company, New York, New York (*DTC"), DIC will at as securities depository for the Bonds. During a Two-Day Rate Period, the Bonds will bo issued in denominations f $100,000 and interal multiples of $5,000 thereafter. Purtiases will be made in book-enty form through DTC participants and no physical delivery of Bonds will be made to purchasers, except as otherwise described in this Oficial Statement. Payments of principal of, premium, iF any, on and intrest on the Bonds willbe made by The Bank of New York Melton Trust Company, N.A., as Trustee and Paying Age, to Cede & Co, as nominee for DTC, as registered owner of the Bonds, to be subsequently disbursed to DTC participants end thereafter to the beneficial owners of the Bonds. See “THE BONDS—Book-Entry System” below. Barclays Capital Inc. has been appointed asthe Remarketing Agent forthe Bonds Price: 100% “The Bonds at offered subject to prior sale, when, as and issued and received by the Underwriter, subject tothe receipt of the opinion of King & Spalding LLP, Bond Counsel, and cerain other conditions. Certain legal matters, other than the validity ofthe Bonds and the ‘exclusion from gross income for federal and state income tax purposes of intrest thereon, will be passed on forthe Compeny by its counsel, ‘Troutman Sanders LLP, Atlanta, Georgia, and forthe Underwriter by its counsel, Dewey & LeBoeuf LLP, New York, New York. The Bonds are ‘expected to be delivered through the facilities of DTC in New York, New York on or about July 14, 2008. Barclays Capital July 10,2009