Exhibit 24(a)
January 15, 1996

A. W. Dahlberg, W. L. Westbrook, Tommy Chisholm, and Wayne Boston

Dear Sirs:

         The  Southern  Company  proposes  to  file or  join  in the  filing  of
statements  under the  Securities  Exchange  Act of 1934,  as amended,  with the
Securities and Exchange Commission with respect to the following: (1) the filing
of this  Company's  Annual  Report on Form 10-K for the year ended  December 31,
1995, and (2) the filing of Quarterly  Reports on Form 10-Q and Current  Reports
on Form 8-K during 1996.

         The Southern Company and the undersigned directors and officers of said
Company,  individually as a director and/or as an officer of the Company, hereby
make,  constitute and appoint each of you our true and lawful  Attorney for each
of us and in each of our names,  places and steads to sign and cause to be filed
with the  Securities  and Exchange  Commission in connection  with the foregoing
said Annual  Report on Form 10-K and any  appropriate  amendment  or  amendments
thereto and any necessary exhibits,  said Quarterly Reports on Form 10-Q and any
necessary  exhibits  and  any  Current  Reports  on Form  8-K and any  necessary
exhibits.

                                                    Yours very truly,

                                                    THE SOUTHERN COMPANY

                                                    By /s/A. W. Dahlberg
                                                          A. W. Dahlberg
                                                       Chairman, President and
                                                       Chief Executive Officer

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                                      - 2 -



/s/John C. Adams                                      /s/William A. Parker, Jr.
   John C. Adams                                         William A. Parker, Jr.



/s/A. D. Correll                                      /s/William J. Rushton, III
   A. D. Correll                                         William J. Rushton, III



/s/A. W. Dahlberg                                     /s/Gloria M. Shatto
   A. W. Dahlberg                                        Gloria M. Shatto



/s/Paul J. DeNicola                                   /s/Gerald J. St. Pe'
   Paul J. DeNicola                                      Gerald J. St. Pe'



/s/Jack Edwards                                       /s/Herbert Stockham
   Jack Edwards                                          Herbert Stockham



/s/H. Allen Franklin                                  /s/W. L. Westbrook
   H. Allen Franklin                                     W. L. Westbrook



/s/Bruce S. Gordon                                    /s/Tommy Chisholm
   Bruce S. Gordon                                       Tommy Chisholm



/s/L. G. Hardman III                                  /s/W. Dean Hudson
   L. G. Hardman III                                     W. Dean Hudson



/s/Elmer B. Harris
   Elmer B. Harris


<PAGE>


Extract  from  minutes  of  meeting of the board of  directors  of The  Southern
Company.

                               - - - - - - - - - -

          RESOLVED:  That for the purpose of signing the Company's Annual Report
     on Form 10-K for the year ended December 31, 1995, and 1996 Form 10-Q's and
     Form  8-K's and of  remedying  any  deficiencies  with  respect  thereto by
     appropriate amendment or amendments, this Company, the members of its board
     of directors, and its officers, are authorized to give their several powers
     of attorney to A. W. Dahlberg, W. L. Westbrook,  Tommy Chisholm,  and Wayne
     Boston.
                               - - - - - - - - - -

                  The  undersigned  officer of The Southern  Company does hereby
certify that the  foregoing is a true and correct copy of a resolution  duly and
regularly  adopted  at a  meeting  of the  board of  directors  of The  Southern
Company,  duly held on January 15, 1996, at which a quorum was in attendance and
voting throughout,  and that said resolution has not since been rescinded but is
still in full force and effect.


Dated  March 22, 1996                               THE SOUTHERN COMPANY


                                                    By /s/Tommy Chisholm
                                                          Tommy Chisholm
                                                             Secretary