Exhibit 24(e)


February 22, 2006


Thomas A. Fanning and Wayne Boston


Dear Sirs:

         Mississippi Power Company proposes to file or join in the filing of
reports under the Securities Exchange Act of 1934 with the Securities and
Exchange Commission with respect to the following: (1) the filing of its Annual
Report on Form 10-K for the year ended December 31, 2005, and (2) the filing of
its quarterly reports on Form 10-Q during 2006.

         Mississippi Power 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, quarterly reports on Form 10-Q and
any appropriate amendment or amendments thereto and any necessary exhibits.


                                        Yours very truly,

                                        MISSISSIPPI POWER COMPANY



                                        By /s/Anthony J. Topazi
                                             Anthony J. Topazi
                                     President and Chief Executive Officer



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                                                       - 2 -





    /s/Tommy E. Dulaney                                /s/Philip J. Terrell
     Tommy E. Dulaney                                    Philip J. Terrell




  /s/Warren A. Hood, Jr.                               /s/Anthony J. Topazi
    Warren A. Hood, Jr.                                  Anthony J. Topazi




    /s/Robert C. Khayat                                 /s/Frances Turnage
     Robert C. Khayat                                   Frances V. Turnage




/s/Aubrey B. Patterson, Jr.                             /s/Moses H. Feagin
 Aubrey B. Patterson, Jr.                                 Moses H. Feagin




  /s/George A. Schloegel                                /s/Vicki L. Pierce
    George A. Schloegel                                   Vicki L. Pierce



<PAGE>


Extract from minutes of meeting of the board of directors of Mississippi Power
Company.

                               - - - - - - - - - -

                  RESOLVED, That for the purpose of signing the reports under
         the Securities Exchange Act of 1934 to be filed with the Securities and
         Exchange Commission with respect to the filing of this Company's Annual
         Report on Form 10-K for the year ended December 31, 2005, and its 2006
         quarterly reports on Form 10-Q, 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 Thomas A. Fanning and Wayne
         Boston.

                               - - - - - - - - - -

         The undersigned officer of Mississippi Power Company does hereby
certify that the foregoing is a true and correct copy of resolution duly and
regularly adopted at a meeting of the board of directors of Mississippi Power
Company, duly held on February 22, 2006, 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: February 27, 2005                          MISSISSIPPI POWER COMPANY


                                                  By /s/Wayne Boston
                                                       Wayne Boston
                                                    Assistant Secretary