**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


**Washington,
      D.C. 20549**





**FORM
      10-K/A**


**AMENDMENT
      NO. 1**


**to
      Annual Report on Form 10-K for the Fiscal Year**


**Ended
      September 30, 2007**








(MARK
      ONE)


[
      X ]
      ANNUAL REPORT PURSUANT TO SECTION 13, 15(d), OR 37 OF THE


SECURITIES
      EXCHANGE ACT OF 1934


For
      the fiscal year ended September 30, 2007


OR


[   ]
      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF


THE
      SECURITIES EXCHANGE ACT OF 1934


For
      the
      transition period from _____ to _____




Commission
      file number 000-52313











**TENNESSEE
      VALLEY AUTHORITY**


*(Exact
      name of registrant as specified in its charter)*


A
                corporate agency of the United States created by
              an
                act of Congress
              *(State
                or other jurisdiction of incorporation or
                organization)*
            
            62-0474417
              *(I.R.S.
                Employer Identification No.)*400
                W. Summit Hill Drive
              Knoxville,
                Tennessee
              *(Address
                of principal executive offices)*
            
            37902
              *(Zip
                Code)*


(865)
      632-2101


*Registrant’s
      telephone number, including area code*





Securities
      registered pursuant to Section 12(b) of the
      Act:  None





Securities
      registered pursuant to Section 12(g) of the Act: None





Indicate
      by check mark if the registrant is a well-known seasoned issuer, as defined
      in
      Rule 405 of the Securities Act.


Yes
      [   ]  No [ X ]





Indicate
      by check mark if the registrant is not required to file reports pursuant to
      Section 13, Section 15(d), or Section 37 of the Securities Exchange
      Act.  Yes [   ]  No [ X ]





Indicate
      by check mark whether the registrant (1) has filed all reports required to
      be filed by Section 13, 15(d), or 37 of the Securities Exchange Act of 1934
      during the preceding 12 months (or for such shorter period that the
      registrant was required to file such reports), and (2) has been subject to
      such filing requirements for the past 90 days.


Yes
      [ X
      ]  No [   ]





Indicate
      by check mark if disclosure of delinquent filers pursuant to Item 405 of
      Regulation S-K is not contained herein and will not be contained, to the
      best of registrant’s knowledge, in definitive proxy or information statements
      incorporated by reference in Part III of this Form 10-K or any amendment to
      this Form 10-K. [ X ]





Indicate
      by check mark whether the registrant is a large accelerated filer, an
      accelerated filer, or a non-accelerated filer.  See definition of
“accelerated filer and large accelerated filer” in Rule 12b-2 of the
      Securities Exchange Act.  (Check one):  Large accelerated
      filer [   ]    Accelerated filer
      [   ]    Non-accelerated filer [ X
      ]





Indicate
      by check mark whether the registrant is a shell company (as defined in
      Rule 12b-2 of the Securities Exchange Act).  Yes
      [   ]  No [ X ]





Page
            1














**Explanatory
      Note**





This
      Amendment No. 1 on Form 10-K/A to
      the Annual Report on Form 10-K (the “Annual Report”) for the fiscal year ended
      September 30, 2007, is being filed to clarify that certain deficiencies in
      TVA’s
      disclosure controls and procedures identified in Item 9A of the original Annual
      Report were not material weaknesses or significant
      deficiencies.  Unless specifically noted herein, this Form 10-K/A does
      not reflect events occurring after December 12, 2007, the date the original
      Annual Report was filed.  Any information not affected by the
      amendment is unchanged and reflects the disclosures made at the time the
      original Annual Report was filed.





**ITEM
      9A.  CONTROLS AND PROCEDURES**





An
      evaluation has been performed under
      the supervision of TVA management (including the president and chief executive
      officer) and members of the disclosure control committee (including the chief
      financial officer and the vice president and controller) of the effectiveness
      of
      the design and operation of TVA’s disclosure controls and procedures as of
      September 30, 2007.  Based on that evaluation, the president and chief
      executive officer and members of the disclosure control committee (including
      the
      chief financial officer and the vice president and controller) concluded that
      TVA’s disclosure controls and procedures were effective as of September 30,
      2007, to ensure that information required to be disclosed in reports TVA files
      or submits under the Securities Exchange Act of 1934, as amended, is recorded,
      processed, summarized, and reported within the time periods specified in
      Securities and Exchange Commission rules and forms. This includes controls
      and
      procedures designed to ensure that such information is accumulated and
      communicated to TVA management, including the president and chief executive
      officer, the disclosure control committee, and the chief financial officer,
      as
      appropriate, to allow timely decisions regarding required
      disclosure.





During
      the preparation of the Annual
      Report on Form 10-K, TVA did, however, determine that certain information which
      was required to be included in Current Reports on Form 8-K or as exhibits to
      periodic reports was not so included.  This information concerned
      executive compensation, executive employment, and the renewal of credit
      facilities.  The majority of the relevant information was, however,
      disclosed by TVA in other reports filed by TVA with the SEC during the
      year.  These matters are disclosed in greater detail in the Current
      Report on Form 8-K filed by TVA on December 11, 2007, and in the Annual Report
      on Form 10-K.  The failures were the result of control deficiencies
      and human error.  The control deficiencies were not material
      weaknesses or significant deficiencies.  TVA has identified
      improvements to its disclosure controls, which involve both additional controls
      and additional training. TVA has begun to implement these
      improvements.





TVA
      management believes that a control
      system, no matter how well designed and operated, cannot provide absolute
      assurance that the objectives of the control system are met, and no evaluation
      of controls can provide absolute assurance that all control issues and instances
      of fraud, if any, within a company can be detected.





TVA’s
      controls and procedures are
      designed to provide reasonable, but not absolute, assurance that the objectives
      will be met. It should be noted that the design of any system of controls is
      based in part upon certain assumptions about the likelihood of future events,
      and there can be no assurance that any design will succeed in achieving its
      stated goals under all potential future conditions, regardless of how
      remote.





During
      the most recent fiscal quarter,
      there were changes in TVA’s internal control over financial reporting that have
      materially affected TVA’s internal control over financial
      reporting.  In particular, TVA completed the remediation of material
      internal control weaknesses related to (1) TVA’s end-use billing arrangements
      with wholesale power customers and (2) the completeness, accuracy, and
      authorization of TVA’s property, plant, and equipment transactions and balances,
      the calculation of AFUDC, and the review of construction work in progress
      accounts for proper closure to completed plant.





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            2











**ITEM
      15.  EXHIBITS AND FINANCIAL STATEMENT SCHEDULES**





(a)      The
      following documents have been filed as part of this Amendment No. 1 on Form
      10-K/A to the Annual Report on Form 10-K for the fiscal year ended September
      30,
      2007:





(3)           List
      of Exhibits


**Exhibit  No.**
            **Description**





31.1
            Rule
                13a-14(a)/15d-14(a) Certification Executed by the Chief Executive
                Officer31.2
            Rule
                13a-14(a)/15d-14(a) Certification Executed by the Chief Financial
                Officer





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            3











**SIGNATURES**





Pursuant
      to the requirements of Section
      13, 15(d), or 37 of the Securities Exchange Act of 1934, the registrant has
      duly
      caused this report to be signed on its behalf by the undersigned, thereunto
      duly
      authorized.








Date:  December
      21,
      2007                                    TENNESSEE
      VALLEY AUTHORITY


(Registrant)








By:  /s/
      Tom D.
      Kilgore


Tom
      D. Kilgore


President
      and Chief Executive Officer











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            4











**EXHIBIT
      INDEX**





**Exhibit  No.**
            **Description**31.1
            Rule
                13a-14(a)/15d-14(a) Certification Executed by the Chief Executive
                Officer31.2
            Rule
                13a-14(a)/15d-14(a) Certification Executed by the Chief Financial
                Officer





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            5