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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
FORM U-33-S
ANNUAL REPORT CONCERNING FOREIGN UTILITY COMPANIES
Filed under Section 33(e) of the Public Utility
Holding Company Act of 1935, as amended
For the Fiscal Year Ended June 30, 1998
Filed pursuant to the Public Utility Holding Company Act of 1935
by
Southern Union Company
504 Lavaca Street, Eighth Floor
Austin, Texas 78701
(Name and address)
The Commission is requested to mail copies of all
communications relating to this Annual Report to:
Dennis K. Morgan
Senior Vice President - Legal and Secretary
Southern Union Company
President
Southern Union Energy International, Inc.
and
President
Southern Union International Investments, Inc.
504 Lavaca Street, Eighth Floor
Austin, Texas 78701
Stephen A. Bouchard
Fleischman and Walsh, L.L.P.
1400 Sixteenth Street, N.W., Suite 600
Washington, D.C. 20036
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Southern Union Company ("Southern Union"), a Delaware corpora-
tion, hereby files this Annual Report Concerning Foreign Utility
Companies on Form U-33-S pursuant to Section 33(e) of the Public
Utility Holding Company Act of 1935, as amended (the "Act"), and
Rule 57(b) of the implementing regulations thereunder, on behalf
of Compania Nacional de Gas, S.A. de C.V. ("CNG").
Southern Union distributes natural gas as a public utility in the
States of Texas, Missouri and Florida through Southern Union Gas,
Missouri Gas Energy and Atlantic Utilities, respectively, each of
which is a division of Southern Union. CNG is a limited liabil-
ity variable stock corporation (sociedad anonima de capital vari-
able) organized under the laws of the United Mexican States. CNG
is a "gas utility company" for purposes of the Act. Southern
Union acquired an equity interest in CNG on July 23, 1997.
Southern Union is a domestic associate public-utility company of
CNG under Section 2(a)(10) of the Act.
Item 1. Name, Business Address, Facilities and Ownership
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The name and business address of CNG is:
Compania Nacional de Gas, S.A. de C.V.
Edificio Salart
Morelos 511 Sur
Piedras Negras, Coahuila
Mexico
CNG provides natural gas distribution services at retail in
Piedras Negras, Coahuila, Mexico, under a permit granted by
Mexican authorities. Natural gas is received by CNG via two
city gates with a loop pipeline developed system which utilizes
five to 20 pound pressure. CNG's distribution system was
established in 1934.
CNG has outstanding a single class of capital shares, par value
one peso per share, which shares are the only class of voting
securities outstanding. Southern Union indirectly owns approxi-
mately 43% of the outstanding capital stock of CNG, through
Southern Union Energy International, Inc. ("SUEI") and Southern
Union International Investments, Inc. ("SUII"), two wholly-owned
Delaware subsidiaries of Southern Union that own 100% of the
capital stock of Energia Estrella del Sur, S. A. de C. V.,
their Mexican subsidiary ("EES"). The remainder of the capital
shares of CNG presently is owned by members of the Libson family.
Item 2. Guarantees of Financial Obligations
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Southern Union presently is not subject to recourse for any debt
or other financial obligation (through direct or indirect
guaranties or otherwise) of CNG.
Item 3. Technical Services Contracts
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There presently is no service, sales or construction contract
between Southern Union and CNG; however, Materiales y Aparatos,
S.A. de C.V., an affiliate of CNG ("MASA"), provides gas meter
repair services pursuant to an informal agreement entered into
in September 1997. For the fiscal year ended June 30, 1998,
Southern Union has paid approximately $63,000 to MASA for meter
repairs under the agreement. Through SUEI, SUII and EES,
Southern Union indirectly owns 48% of the outstanding capital
stock of MASA.
Exhibit A. Organizational Chart
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SOUTHERN UNION COMPANY
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SOUTHERN UNION ENERGY SOUTHERN UNION INTERNATIONAL
INTERNATIONAL, INC. ("SUEI") INVESTMENTS, INC. ("SUII")
(wholly-owned subsidiary (wholly-owned subsidiary
of Southern Union Company) of Southern Union Company)
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ENERGIA ESTRELLA DEL SUR,
S.A. DE C.V. ("EES") (99%
of stock owned by SUEI;
1% of stock owned by SUII)
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COMPANIA NACIONAL DE GAS,
S.A. DE C.V. (43% of stock
owned by EES)
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SIGNATURE
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The undersigned company has duly caused this annual report to be
signed on its behalf by the undersigned thereunto duly authorized
pursuant to the requirements of the Public Utility Holding Com-
pany Act of 1935. The signature of the undersigned company shall
be deemed to relate only to matters having reference to such com-
pany or its subsidiaries.
SOUTHERN UNION COMPANY
Date: April 27, 1999 By: DENNIS K. MORGAN
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Dennis K. Morgan
Senior Vice President - Legal
and Secretary (President,
Southern Union Energy
International, Inc. and
President, Southern Union
International Investments,
Inc.)
