Exhibit 10(a)76






                            SUPPLEMENTAL BENEFIT PLAN
                                       FOR
                         SOUTHERN COMPANY SERVICES, INC.
                                       AND
                      SOUTHERN ELECTRIC INTERNATIONAL, INC.







                                                             January 1, 1996



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                            SUPPLEMENTAL BENEFIT PLAN
                                       FOR
                         SOUTHERN COMPANY SERVICES, INC.
                                       AND
                      SOUTHERN ELECTRIC INTERNATIONAL, INC.

                                                                          Page


ARTICLE I - PURPOSE AND ADOPTION OF PLAN....................................1
         1.1 Adoption.......................................................1
         1.2 Purpose........................................................1


ARTICLE II DEFINITIONS......................................................2
         2.1  Account.......................................................2
         2.2  Affiliated Employer...........................................2
         2.3  Beneficiary...................................................2
         2.4  Board of Directors............................................2
         2.5  Code..........................................................2
         2.6  Common Stock..................................................2
         2.7  Company.......................................................2
         2.8  Deferred Compensation Plan....................................3
         2.9  Effective Date................................................3
         2.10 Employee......................................................3
         2.11 Employing Company.............................................3
         2.12 ESOP..........................................................3
         2.13 Non-Pension Benefit...........................................3
         2.14 Participant...................................................3
         2.15 Pension Benefit...............................................4
         2.16 Pension Plan..................................................4
         2.17 Plan..........................................................4
         2.18 Plan Year.....................................................4
         2.19 Savings Plan..................................................4


ARTICLE III ADMINISTRATION OF PLAN..........................................5
         3.1 Administrator..................................................5
         3.2 Powers.........................................................5
         3.3 Duties of the Board of Directors...............................5
         3.4 Indemnification................................................6


ARTICLE IV ELIGIBILITY......................................................8
         4.1 Eligibility Requirements.......................................8
         4.2 Determination of Eligibility...................................8


ARTICLE V BENEFITS..........................................................9
         5.1 Pension Benefit................................................9
         5.2 Non-Pension Benefit...........................................10
         5.3 Distribution of Benefits......................................12
         5.4 Funding of Benefits...........................................14
         5.5 Withholding...................................................15




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ARTICLE VI MISCELLANEOUS...................................................16
         6.1 Assignment....................................................16
         6.2 Amendment and Termination.....................................16
         6.3 No Guarantee of Employment....................................16
         6.4 Construction..................................................16



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                            SUPPLEMENTAL BENEFIT PLAN
                                       FOR
                         SOUTHERN COMPANY SERVICES, INC.
                                       AND
                      SOUTHERN ELECTRIC INTERNATIONAL, INC.

1
                    ARTICLE I - PURPOSE AND ADOPTION OF PLAN

     1.1......Adoption:  Southern Company Services,  Inc. hereby establishes and
Southern  Electric  International,  Inc. hereby adopts the Supplemental  Benefit
Plan for Southern Company Services,  Inc. and Southern  Electric  International,
Inc.  The Plan shall be an  unfunded  deferred  compensation  arrangement  whose
benefits  shall  be  paid  solely  from  the  general  assets  of the  Employing
Companies.

         1.2......Purpose: The Plan is designed to provide certain retirement
and other deferred compensation benefits primarily for a select group of
management or highly compensated employees which are not otherwise payable or
cannot otherwise be provided by the Employing Companies (1) under the Pension
Plan for Employees of Southern Company Services, Inc., The Southern Company
Employee Savings Plan, and The Southern Company Employee Stock Ownership Plan,
as a result of the limitations set forth under Sections 401(a)(17), 401(k),
401(m), 402(g), or 415 of the Internal Revenue Code of 1986, as amended from
time to time and (2) to compensate for lost benefits resulting from
participation in The Southern Company Deferred Compensation Plan, as amended
from time to time.


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                             ARTICLE II DEFINITIONS

     2.1......"Account"  shall mean the  account  or  accounts  established  and
maintained by an Employing  Company to reflect the interest of a Participant  in
the Plan  resulting  from a  Participant's  Non- Pension  Benefit  calculated in
accordance with Section 5.2.

     2.2......"Affiliated Employer" shall mean any corporation which is a member
of the controlled  group of  corporations  of which The Southern  Company is the
common parent corporation.

     2.3......"Beneficiary"   shall  mean  any   person,   estate,   trust,   or
organization  entitled to receive any payment under the Plan upon the death of a
Participant.

     2.4......"Board  of  Directors"  shall mean the Board of  Directors  of the
Company.

     2.5......"Code"  shall mean the Internal  Revenue Code of 1986,  as amended
from time to time.

     2.6......"Common Stock" shall mean common stock of The Southern Company.

     2.7......"Company" shall mean Southern Company Services, Inc.

     2.8......"Deferred  Compensation  Plan"  shall  mean The  Southern  Company
Deferred Compensation Plan, as amended from time to time, following its adoption
by the Boards of Directors of Employing Companies.

     2.9......"Effective Date" shall mean January 1, 1983. The Effective Date of
this amendment and restatement shall mean January 1, 1996.

     2.10....."Employee"  shall mean any person who is currently  employed by an
Employing Company.

     2.11....."Employing  Company"  shall mean the  Company,  Southern  Electric
International,  Inc.,  and any affiliate or  subsidiary of The Southern  Company
which the Board of Directors may from time to time  determine to bring under the
Plan and which shall adopt the Plan, and any successor of any of them.

     2.12....."ESOP"  shall mean The Southern  Company  Employee Stock Ownership
Plan, as amended from time to time.

     2.13....."Non-Pension  Benefit" shall mean the benefit described in Section
5.2.

     2.14....."Participant"  shall mean an  Employee  or former  Employee  of an
Employing Company who is eligible pursuant to Sections 4.1 and 4.2.

     2.15....."Pension Benefit" shall mean the benefit described in Section 5.1.

     2.16....."Pension  Plan"  shall  mean  the  defined  benefit  pension  plan
maintained by an Employing Company or Affiliated Employer,  as amended from time
to time.

     2.17....."Plan"  shall  mean the  Supplemental  Benefit  Plan for  Southern
Company  Services,  Inc. and Southern Electric  International,  Inc., as amended
from time to time.

     2.18....."Plan Year" shall mean the calendar year.

     2.19....."Savings  Plan" shall mean The Southern  Company  Employee Savings
Plan, as amended from time to time.

     Where the context  requires,  the definitions of all terms set forth in the
Pension  Plan,  the ESOP,  the Savings Plan and the Deferred  Compensation  Plan
shall  apply with equal  force and effect for  purposes  of  interpretation  and
administration of the Plan, unless said terms are otherwise specifically defined
in the Plan.  The  masculine  pronoun shall be construed to include the feminine
pronoun  and the  singular  shall  include  the  plural,  where the  context  so
requires.


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                       ARTICLE III ADMINISTRATION OF PLAN

     3.1......Administrator.  The  general  administration  of the Plan shall be
placed in the Board of Directors.

         3.2......Powers. The Board of Directors shall administer the Plan in
accordance with its terms and shall have all powers necessary to carry out the
provisions of the Plan more particularly set forth herein. It shall interpret
the Plan and shall determine all questions arising in the administration,
interpretation and application of the Plan. Any such determination by it shall
be conclusive and binding on all persons. It may adopt such regulations as it
deems desirable for the conduct of its affairs. It may appoint such accountants,
counsel, actuaries, specialists and other persons as it deems necessary or
desirable in connection with the administration of this Plan, and shall be the
agent for the service of process.
         3.3......Duties of the Board of Directors.

          .........(a)  The  Board of  Directors  is  responsible  for the daily
     administration  of the Plan.  It may appoint  other  persons or entities to
     perform any of its fiduciary functions. The Board of Directors and any such
     appointee may employ advisors and other persons  necessary or convenient to
     help it carry out its duties,  including its fiduciary duties. The Board of
     Directors  shall  have the  right to  remove  any such  appointee  from his
     position. Any person, group of persons or entity may serve in more than one
     fiduciary capacity.

          .........(b)  The  Board of  Directors  shall  maintain  accurate  and
     detailed records and accounts of Participants and of their rights under the
     Plan and of all receipts,  disbursements,  transfers and other transactions
     concerning the Plan.  Such  accounts,  books and records  relating  thereto
     shall be open at all  reasonable  times to inspection  and audit by persons
     designated by the Board of Directors.

          .........(c)  The Board of Directors shall take all steps necessary to
     ensure that the Plan complies with the law at all times.  These steps shall
     include such items as the preparation and filing of all documents and forms
     required by any governmental agency;  maintaining of adequate Participants'
     records;  recording and transmission of all notices required to be given to
     Participants and their  Beneficiaries;  the receipt and  dissemination,  if
     required,  of all  reports  and  information  received  from an  Affiliated
     Employer;  securing of such  fidelity  bonds as may be required by law; and
     doing such other acts necessary for the proper  administration of the Plan.
     The Board of Directors  shall keep a record of all of its  proceedings  and
     acts,  and shall keep all such books of account,  records and other data as
     may be necessary for proper administration of the Plan.

         3.4......Indemnification. The Employing Companies shall indemnify the
Board of Directors against any and all claims, losses, damages, expenses and
liability arising from an action or failure to act, except when the same is
finally judicially determined to be due to gross negligence or willful
misconduct. The Employing Companies may purchase at their own expense sufficient
liability insurance for the Board of Directors to cover any and all claims,
losses, damages and expenses arising from any action or failure to act in
connection with the execution of the duties as Board of Directors. No member of
the Board of Directors who is also an Employee of the Employing Companies shall
receive any compensation from the Plan for his services in administering the
Plan.


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                             ARTICLE IV ELIGIBILITY

         4.1......Eligibility Requirements. All Employees (a) who are determined
eligible to participate in accordance with Section 4.2; (b) whose benefits under
the Pension Plan of their Employing Company are limited by the limitations set
forth in Sections 401(a)(17) or 415 of the Code, (c) for whom contributions by
their Employing Company to the Savings Plan are limited by the limitations set
forth in Sections 401(a)(17), 401(k), 401(m), 402(g) or 415 of the Code, (d) for
whom contributions by their Employing Company to the ESOP are limited by the
limitations set forth in Sections 401(a)(17) or 415 of the Code or (e) who after
December 31, 1995, make deferrals under the Deferred Compensation Plan, shall be
eligible to receive benefits under the Plan.
         4.2......Determination of Eligibility. The Board of Directors shall
determine which Employees are eligible to participate. Upon becoming a
Participant, an Employee shall be deemed to have assented to the Plan and to any
amendments hereafter adopted. The Board of Directors shall be authorized to
rescind the eligibility of any Participant if necessary to insure that the Plan
is maintained primarily for the purpose of providing deferred compensation to a
select group of management or highly compensated employees under the Employee
Retirement Income Security Act of 1974, as amended.


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                               ARTICLE V BENEFITS
5
         5.1......Pension Benefit.
         .........(a) If a Participant has Accredited Service with respect to
the Pension Plan of his Employing Company, but not with respect to the Pension
Plan of any other Employing Company or Affiliated Employer, he shall be entitled
to a Pension Benefit equal to that portion of his Retirement Income under the
Pension Plan of his Employing Company which is not payable under such Pension
Plan as a result of the limitations imposed by Sections 401(a)(17), 415(b), or
415(e) of the Code.
         .........(b) If a Participant has Accredited Service with respect to
the Pension Plan of his Employing Company and with respect to the Pension Plan
of any other Employing Company or one or more Affiliated Employers, his Pension
Benefit payable by his Employing Company, his former Employing Company, and/or
Affiliated Employer(s) shall be equal to that portion of his combined Retirement
Income under each Pension Plan which is not payable under any of such Pension
Plans as a result of the limitations described by Sections 401(a)(17), 415(b),
or 415(e) of the Code, multiplied by a fraction, the sum of the individual
fractions not to exceed one (1), the numerator of which is his years of
Accredited Service under the Pension Plan of each Employing Company or
Affiliated Employer and the denominator which is his total years of Accredited
Service under the Pension Plans of all of his Employing Companies and Affiliated
Employers.
         .........(c) For purposes of this Section 5.1, the Pension Benefit of a
Participant shall be calculated based on the Participant's Earnings that are
considered under the Pension Plan of his Employing Company in calculating his
Retirement Income, without regard to the limitation of Section 401(a)(17) of the
Code, including any portion of his compensation he may have elected to defer
under the Deferred Compensation Plan but excluding Incentive Pay he deferred
under such Deferred Compensation Plan.
         .........(d) To the extent that a Participant's Retirement Income under
a Pension Plan is recalculated as a result of an amendment to such Pension Plan
in order to increase the amount of his Retirement Income, the Participant's
Pension Benefit shall also be recalculated in order to properly reflect such
increase in determining payments of the Participant's Pension Benefit made on or
after the effective date of such increase.
         5.2......Non-Pension Benefit.

     .........(a) A Participant shall be entitled to a Non-Pension Benefit which
is determined  under this Section 5.2. An Account shall be  established  for the
Participant  by  his  Employing  Company,   as  of  his  initial  Plan  Year  of
participation  in the Plan,  and by each  other  Employing  Company by which the
Participant  is  subsequently  employed.  Each Plan Year such  Account  shall be
credited  with an amount  equal to the  amount  that his  Employing  Company  is
prohibited  from  contributing  (1)  to  the  Savings  Plan  on  behalf  of  the
Participant  as a result of the  limitations  imposed  by  Sections  401(a)(17),
401(k),  401(m),  402(g),  415(c),  or 415(e) of the Code and (2) to the ESOP on
behalf of the  Participant  as a result of the  limitations  imposed by Sections
401(a)(17), 415(c), or 415(e) of the Code.

     .........(b) For purposes of this Section 5.2, the Non-Pension Benefit of a
Participant  shall be calculated based on the  Participant's  compensation  that
would have been considered in calculating  allocations to his accounts under the
Savings Plan and ESOP,  without regard to the limitations of Section  401(a)(17)
or Section 402(g) of the Code,  including any portion of his compensation he may
have  elected  to defer  under  the  Deferred  Compensation  Plan but  excluding
Incentive Pay he deferred under the Deferred Compensation Plan.

     .........(c)  All amounts so  credited  to the  Account of the  Participant
shall be deemed to be  invested  in the Common  Stock at the same time that such
amounts  would  have  been so  invested  if they  had  been  contributed  by his
Employing  Company  to the  Savings  Plan or the  ESOP,  as the case may be.  In
addition,  such Account shall be credited with respect to shares of Common Stock
allocated  to the  Participant's  Account  as  follows:  (1) In the case of cash
dividends, such additional shares as could be purchased with the dividends which
would have been payable if the credited shares had been outstanding;  (2) In the
case of  dividends  payable in property  other than cash or Common  Stock,  such
additional  shares  as could be  purchased  with  the fair  market  value of the
property  which  would  have  been  payable  if the  credited  shares  had  been
outstanding;  or (3) In the case of  dividends  payable  in Common  Stock,  such
additional  shares as would have been payable on the credited shares if they had
been outstanding.

     (d) As soon as  practicable  following the first day of his  eligibility to
have benefits credited to his Account,  a Participant shall designate in writing
on a form to be  prescribed by the Company the method of payment of his Account,
which  shall  be the  payment  of a  single  lump  sum  or a  series  of  annual
installments  not to exceed twenty (20).  The method of  distribution  initially
designated  by  a  Participant  shall  not  be  revoked  and  shall  govern  the
distribution  of each Account  established for the benefit of the Participant by
his Employing Companies. Notwithstanding, in the sole discretion of the Board of
Directors  upon  application  by the  Participant,  the  method of  distribution
designated by such  Participant  may be modified not prior to 395 days nor later
than 365 days prior to a Participant's  date of separation from service in order
to change the form of  distribution  of his Account in accordance with the terms
of the Plan. Each Participant,  his Beneficiary,  and legal representative shall
be bound as to any action taken pursuant to the method of  distribution  elected
by a Participant and the terms of the Plan.

         5.3      Distribution of Benefits.
                  (a) The Pension Benefit, as determined in accordance with
Section 5.1, shall be payable in monthly increments on the first day of the
month concurrently with and in the same manner as the Participant's Retirement
Income under the Pension Plan. The Beneficiary of a Participant's Pension
Benefit shall be the same as the beneficiary of the Participant's Retirement
Income under the Pension Plan.
                  (b) When a Participant terminates his employment with an
Employing Company, said Participant shall be entitled to receive the market
value of any shares of Common Stock (and fractions thereof) reflected in any
Account maintained by an Employing Company for his benefit under the Plan in a
single lump sum distribution or annual installments not to exceed twenty (20).
Such distribution shall be made not later than sixty (60) days following the
close of the calendar quarter in which his termination of employment occurs, or
as soon as reasonably practicable thereafter. The transfer by a Participant
between companies within The Southern Company shall not be deemed to be a
termination of employment with an Employing Company. No portion of a
Participant's Account shall be distributed in Common Stock.
                  (c) In the event a Participant elects to receive the
distribution of his Account in annual installments, the first payment shall be
made not later than sixty (60) days following the close of the calendar quarter
in which his termination of employment occurs, or as soon as reasonably
practicable thereafter, and shall be an amount equal to the balance in the
Participant's Account divided by the number of annual installment payments. Each
subsequent annual payment shall be an amount equal to the balance in the
Participant's Account divided by the number of the remaining annual payments and
shall be due on the anniversary of the preceding payment date. No portion of a
Participant's Account shall be distributed in Common Stock.
                  (d) Upon the death of a Participant, or a former Participant
prior to the payment of all amounts credited to said Participant's Account, the
unpaid balance shall be paid in the sole discretion of the Board of Directors
(1) in a lump sum to the designated Beneficiary of a Participant or former
Participant within sixty (60) days following the close of the calendar quarter
in which the Board of Directors is provided evidence of the Participant's death
(or as soon as reasonably practicable thereafter) or (2) in accordance with the
distribution method chosen by such Participant or former Participant. The
Beneficiary designation may be changed by the Participant or former Participant
at any time without the consent of the prior Beneficiary. In the event a
Beneficiary designation is not on file or the designated Beneficiary is deceased
or cannot be located, payment will be made to the estate of the Participant or
former Participant. No portion of a Participant's Account shall be distributed
in Common Stock.
                  (e) Upon the total disability of a Participant or former
Participant, as determined by the Social Security Administration, the unpaid
balance of his Account shall be paid in the sole discretion of the Board of
Directors (1) in a lump sum to the Participant or former Participant, or his
legal representative within sixty (60) days following the notification of the
Board of Directors of the determination of disability by the Social Security
Administration (or as soon as reasonably practicable thereafter) or (2) in
accordance with the distribution method elected by such Participant or former
Participant. No portion of a Participant's Account shall be distributed in
Common Stock.
                  (f) The Board of Directors in its sole discretion upon
application made by the Participant, a designated Beneficiary, or their legal
representative, may determine to accelerate payments or, in the event of death
or total disability (as determined by Social Security Administration), to extend
or otherwise make payments in a manner different from the manner in which such
payment would be made under the method of distribution elected by the
Participant in the absence of such determination.
         5.4 Funding of Benefits. Any Employing Company maintaining an Account
for the benefit of a Participant shall not reserve or otherwise set aside funds
for the payment of its obligations under the Plan, and such obligations shall be
paid solely from the general assets of the Employing Companies. Notwithstanding
that a Participant shall be entitled to receive the balance of his Account under
the Plan, the assets from which such amount shall be paid at all times remain
subject to the claims of the creditors of the Participant's Employing Companies.
         5.5 Withholding. There shall be deducted from the payment of any
Pension Benefit or Non-Pension Benefit due under the Plan the amount of any tax
required by any governmental authority to be withheld and paid over by an
Employing Company to such governmental authority for the account of the
Participant or Beneficiary entitled to such payment.


<PAGE>


                            ARTICLE VI MISCELLANEOUS
6
         6.1 Assignment. Neither the Participant, his Beneficiary, nor his legal
representative shall have any rights to sell, assign, transfer or otherwise
convey the right to receive the payment of any Pension Benefit or Non-Pension
Benefit due hereunder, which payment and the right thereto are expressly
declared to be nonassignable and nontransferable. Any attempt to assign or
transfer the right to payment under the Plan shall be null and void and of no
effect.
         6.2 Amendment and Termination. The Plan may be amended or terminated at
any time by the Board of Directors, provided that no amendment or termination
shall cause a forfeiture or reduction in any benefits accrued as of the date of
such amendment or termination.
         6.3 No Guarantee of Employment. Participation hereunder shall not be
construed as creating any contract of employment between any Employing Company
and a Participant, nor shall it limit the right of an Employing Company to
suspend, terminate, alter, or modify, whether or not for cause, the employment
relationship between such Employing Company and a Participant.
         6.4 Construction. This Plan shall be construed in accordance with and
governed by the laws of the State of Georgia, to the extent such laws are not
otherwise superseded by the laws of the United States.


<PAGE>


         IN WITNESS WHEREOF, the Plan has been executed by duly authorized
officers of Southern Company Services, Inc., pursuant to resolutions of the
Board of Directors of the Company, this day of , 1996.


                                    SOUTHERN COMPANY SERVICES, INC.


                                    By: ______________________________________
[CORPORATE SEAL]                         C. Alan Martin
                                         Vice President, Human Resources

ATTEST:


By:  ___________________________________
    Tommy Chisholm
    Secretary