SECURITIES AND EXCHANGE COMMISSION Washington, D.C. Three Year period ending 2005 FORM U-12(I)-B (THREE YEAR STATEMENT) 1. Name and business address of person filing statement. Balch & Bingham LLP 1710 Sixth Avenue North Birmingham, Alabama 35203-2015 Balch & Bingham LLP 1901 Sixth Avenue North Birmingham, Alabama 35203-2628 Balch & Bingham LLP 655 Gallatin Street Huntsville, Alabama 35801-4901 Balch & Bingham LLP 2 Dexter Avenue Montgomery, Alabama 36104-3515 Balch & Bingham LLP 1275 Pennsylvania Avenue, N.W. Washington, DC 20004-2404 Balch & Bingham LLP 1310 Twenty Fifth Avenue Gulfport, Mississippi Balch & Bingham LLP 401 East Capitol Street Jackson, Mississippi 39201 2. Names and business addresses of any persons through whom the undersigned proposes to act in matters included within the exemption provided by paragraph (b) of Rule U-71. Any partner, attorney or employee of Balch & Bingham LLP 3. Registered holding companies and subsidiary companies by which the undersigned is regularly employed or retained. Southern Company and its subsidiaries FirstEnergy Corporation and its subsidiaries PEPCO Holdings, Inc. and its subsidiaries 4. Position or relationship in which the undersigned is employed or retained by each of the companies named in item 3, and brief description of nature of services to be rendered in each such position or relationship. This Firm is retained generally to provide legal services to the entities named in Section 3 above 5. (a) Compensation received during the prior reporting period and estimated to be received over the next two calendar years by the undersigned or others, directly or indirectly, for services rendered by the undersigned, from each of the companies designed in item 3. (Use column (a) as supplementary statement only). Balch & Bingham LLP (See Attachment) (b) Basis for compensation if other than salary. N/A 6. (TO BE ANSWERED IN SUPPLEMENTARY STATEMENT ONLY.) Expenses incurred by the undersigned or any person named in Item 2 above, during the calendar year in connection with the activities described in Item 4, above, and the source or sources of reimbursement for same. (a) Total amount of routine expenses charged to client: $43,314.09 (b) Itemized list of all other expenses: None Date: January 28, 2003 (Signed) /s/ Balch & Bingham LLP By /s/Walter M. Beale, Jr. Walter M. Beale, Jr. Partner Item. 5(a) Salary or Other Compensations Received during prior 3-year Person or Company reporting period To be received from whom received (a) (b) or to be received --------------- ----------------------------------- ------------------------ $26,024,997.45 To be included in supplementary statement Alabama Power Company 15,362,616.84 To be included in supplementary statement Southern Company Services 2,438,820.40 To be included in supplementary statement Southern Nuclear Operating Company 868,441.96 To be included in supplementary statement FirstEnergy Corporation 168,931.74 To be included in supplementary statement Southern Communications 3,438,802.76 To be included in supplementary statement Mississippi Power Company 40,949.44 To be included in supplementary statement Gulf Power Company 71,052.55 To be included in supplementary statement Southern Electric Generating Company 189,940.72 To be included in supplementary statement Potomac Electric Power 5,562.22 To be included in supplementary statement Southern Company Energy Solutions