SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
SOUTHERN UNION FINANCING I
_________________________________________________________________
(Exact name of registrant as specified in its trust declaration)
DELAWARE APPLIED FOR
________________________________________________________________
(State of Incorporation) (I.R.S. Employer
or organization) Identification No.)
504 LAVACA STREET
SUITE 800
AUSTIN, TEXAS 78701
________________________________________________________________
(Address of principal executive offices) (Zip Code)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which
to be so registered each class is to be registered
___________________ ______________________________
___% TRUST ORIGINATED NEW YORK STOCK EXCHANGE
PREFERRED SECURITIES [sm]
(and the Guarantee with
respect thereto)
Securities to be registered pursuant to Section 12(g) of the Act:
NONE
_________________________________________________________________
(Title of Class)
<PAGE>
-2-
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities to be Registered.
___% TRUST ORIGINATED PREFERRED SECURITIES [sm]
The ___% Trust Originated Preferred Securities [sm]
("Preferred Securities") of Southern Union Financing I, a
Delaware statutory business trust created under the laws of
Delaware, registered hereby represent undivided beneficial
interests in the assets of Southern Union Financing I and are
guaranteed by Southern Union Company, a Delaware corporation and
the sponsor of Southern Union Financing I, to the extent set
forth in the Form of Preferred Securities Guarantee Agreement
(the "Guarantee"), which is incorporated in the Registration
Statement on Form S-3 (the "Registration Statement") of Southern
Union Financing I and Southern Union Company (Commission File No.
1-6407, Registration No. 033-58297) filed with the Securities and
Exchange Commission (the "Commission") as Exhibit 4-K thereto.
The particular terms of the Preferred Securities and the
Guarantee are described in the Prospectus and the Prospectus
Supplement (which terms are defined in Item 2 below), each of
which is included in and forms a part of the Registration
Statement. The Registration Statement, including the Prospectus,
the Prospectus Supplement and the Guarantee, is incorporated by
reference herein as set forth in Item 2 below. ("Trust
Originated Preferred Securities" and "TOPrS" are service marks of
Merrill Lynch & Co., Inc.)
Item 2. Exhibits.
2-1 The Prospectus and a Prospectus Supplement, each dated May
1, 1995, Subject to Completion, each of which, along with
any subsequent Prospectus and Prospectus Supplement (Subject
to Completion or Final) pertaining to the offer and sale of
the Preferred Securities, is included in and forms a part of
the Registration Statement (the "Prospectus" and "Prospectus
Supplement") (incorporated by reference herein to the
Registration Statement)
2-2 Declaration of Trust of Southern Union Financing I dated as
of March 28, 1995
2-3 Form of Amended and Restated Declaration of Trust of
Southern Union Financing I (incorporated by reference herein
to the Registration Statement as Exhibit 4-D thereto)
2-4 Form of Subordinated Debt Securities Indenture between
Southern Union Company and ____________, as Trustee
(incorporated by reference herein to the Registration
Statement as Exhibit 4-G thereto)
<PAGE>
-3-
2-5 Form of Supplemental Indenture to the Subordinated Debt
Securities Indenture (incorporated by reference herein to
the Registration Statement as Exhibit 4-H thereto)
2-6 Form of Terms of Preferred Securities (incorporated by
reference herein to the Registration Statement as Exhibit 4-
I thereto)
2-7 Form of Subordinated Debt Security (incorporated by
reference herein to the Registration Statement as Exhibit 4-
J thereto)
2-8 Form of Preferred Securities Guarantee Agreement with
respect to Preferred Securities (incorporated by reference
herein to the Registration Statement as Exhibit 4-K thereto)
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities
Exchange Act of 1934, the registrant has duly caused this
registration statement to be signed on its behalf by the
undersigned, thereunto duly authorized.
SOUTHERN UNION FINANCING I
Dated: May 1, 1995 By:/s/ Ronald J. Endres
Ronald J. Endres, Trustee
By:/s/ David J. Kvapil
David J. Kvapil, Trustee
By: SOUTHERN UNION COMPANY,
Sponsor of the registrant
and Guarantor under the
Guarantee
By:/s/ Ronald J. Endres
Ronald J. Endres
Senior Vice President -
Finance and Administration,
Chief Financial Officer and
Treasurer
24885
<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
SOUTHERN UNION FINANCING I
_________________________________________________________________
(Exact name of registrant as specified in its trust declaration)
DELAWARE APPLIED FOR
________________________________________________________________
(State of Incorporation) (I.R.S. Employer
or organization) Identification No.)
504 LAVACA STREET
SUITE 800
AUSTIN, TEXAS 78701
________________________________________________________________
(Address of principal executive offices) (Zip Code)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which
to be so registered each class is to be registered
___________________ ______________________________
___% TRUST ORIGINATED NEW YORK STOCK EXCHANGE
PREFERRED SECURITIES [sm]
(and the Guarantee with
respect thereto)
Securities to be registered pursuant to Section 12(g) of the Act:
NONE
_________________________________________________________________
(Title of Class)
<PAGE>
-2-
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities to be Registered.
___% TRUST ORIGINATED PREFERRED SECURITIES [sm]
The ___% Trust Originated Preferred Securities [sm]
("Preferred Securities") of Southern Union Financing I, a
Delaware statutory business trust created under the laws of
Delaware, registered hereby represent undivided beneficial
interests in the assets of Southern Union Financing I and are
guaranteed by Southern Union Company, a Delaware corporation and
the sponsor of Southern Union Financing I, to the extent set
forth in the Form of Preferred Securities Guarantee Agreement
(the "Guarantee"), which is incorporated in the Registration
Statement on Form S-3 (the "Registration Statement") of Southern
Union Financing I and Southern Union Company (Commission File No.
1-6407, Registration No. 033-58297) filed with the Securities and
Exchange Commission (the "Commission") as Exhibit 4-K thereto.
The particular terms of the Preferred Securities and the
Guarantee are described in the Prospectus and the Prospectus
Supplement (which terms are defined in Item 2 below), each of
which is included in and forms a part of the Registration
Statement. The Registration Statement, including the Prospectus,
the Prospectus Supplement and the Guarantee, is incorporated by
reference herein as set forth in Item 2 below. ("Trust
Originated Preferred Securities" and "TOPrS" are service marks of
Merrill Lynch & Co., Inc.)
Item 2. Exhibits.
2-1 The Prospectus and a Prospectus Supplement, each dated May
1, 1995, Subject to Completion, each of which, along with
any subsequent Prospectus and Prospectus Supplement (Subject
to Completion or Final) pertaining to the offer and sale of
the Preferred Securities, is included in and forms a part of
the Registration Statement (the "Prospectus" and "Prospectus
Supplement") (incorporated by reference herein to the
Registration Statement)
2-2 Declaration of Trust of Southern Union Financing I dated as
of March 28, 1995
2-3 Form of Amended and Restated Declaration of Trust of
Southern Union Financing I (incorporated by reference herein
to the Registration Statement as Exhibit 4-D thereto)
2-4 Form of Subordinated Debt Securities Indenture between
Southern Union Company and ____________, as Trustee
(incorporated by reference herein to the Registration
Statement as Exhibit 4-G thereto)
<PAGE>
-3-
2-5 Form of Supplemental Indenture to the Subordinated Debt
Securities Indenture (incorporated by reference herein to
the Registration Statement as Exhibit 4-H thereto)
2-6 Form of Terms of Preferred Securities (incorporated by
reference herein to the Registration Statement as Exhibit 4-
I thereto)
2-7 Form of Subordinated Debt Security (incorporated by
reference herein to the Registration Statement as Exhibit 4-
J thereto)
2-8 Form of Preferred Securities Guarantee Agreement with
respect to Preferred Securities (incorporated by reference
herein to the Registration Statement as Exhibit 4-K thereto)
SIGNATURES
Pursuant to the requirements of Section 12 of the Securities
Exchange Act of 1934, the registrant has duly caused this
registration statement to be signed on its behalf by the
undersigned, thereunto duly authorized.
SOUTHERN UNION FINANCING I
Dated: May 1, 1995 By:/s/ Ronald J. Endres
Ronald J. Endres, Trustee
By:/s/ David J. Kvapil
David J. Kvapil, Trustee
By: SOUTHERN UNION COMPANY,
Sponsor of the registrant
and Guarantor under the
Guarantee
By:/s/ Ronald J. Endres
Ronald J. Endres
Senior Vice President -
Finance and Administration,
Chief Financial Officer and
Treasurer
24885
<PAGE>