SOUTHERN UNION CO
8-A12B, 1995-05-01
NATURAL GAS DISTRIBUTION
Previous: SOUTHERN UNION CO, S-3/A, 1995-05-01
Next: HAMPSHIRE FUNDING INC, 424B3, 1995-05-01












                          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>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission