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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of
1934
Date of Report (Date of earliest event reported) May 31, 2000
SOUTHERN UNION COMPANY
(Exact name of registrant as specified in its charter)
Delaware 1-6407 75-0571592
(State or other juris- (Commission (I.R.S. Employer
diction of incorpora- File Number) Identification No.)
tion)
504 Lavaca Street, Eighth Floor 78701
Austin, Texas (Zip Code)
(Address of principal executive offices)
Registrant's telephone number, including area code:
(512) 477-5852
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ITEM 5. OTHER EVENTS
As previously reported, Southern Union Company, a Delaware corpo-
ration ("Southern Union"), SUG Acquisition Corporation, a Rhode
Island corporation and a wholly-owned subsidiary of Southern
Union ("Merger Sub"), and Valley Resources, Inc., a Rhode Island
corporation ("Valley Resources"), entered into an Agreement and
Plan of Merger on November 30, 1999 providing for, among other
things, the merger of Merger Sub with Valley Resources, Inc., and
Valley Resources, Inc. into Southern Union. On November 15,
1999, Southern Union, GUS Acquisition Corporation, a Rhode Island
corporation and a wholly-owned subsidiary of Southern Union
("Newco"), and Providence Energy Corporation, a Rhode Island
corporation ("Providence Energy"), entered into an Agreement and
Plan of Merger, providing for, among other things, the merger of
Newco with Providence Energy, and Providence Energy into Southern
Union.
In connection with the above-mentioned mergers, certain
historical financial statements and related notes thereto of
Valley Resources and Providence Energy are attached hereto as
Exhibits to this Form 8-K.
Audited historical financial statements and related notes of
Valley Resources for the three years ended August 31, 1999.
Unaudited historical financial statements and related notes
of Valley Resources for the six months ended February 29,
2000.
Audited historical financial statements and related notes of
Providence Energy for the three years ended September 30,
1999.
Unaudited historical financial statements and related notes
of Providence Energy for the six months ended March 31, 2000.
Additionally, in connection with the completed merger of
Pennsylvania Enterprises, Inc., ("PEI"), with and into Southern
Union on November 4, 1999, the unaudited September 30, 1999
interim financial statements and related notes thereto of PEI is
attached hereto as Exhibits to this Form 8-K.
Unaudited historical financial statements and related notes
of PEI for the nine months ended September 30, 1999.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibit No.
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23.1 Consent of Independent Public Accountants,
Grant Thornton, LLP.
23.2 Consent of Independent Public Accountants,
Arthur Andersen, LLP.
99.1 Audited historical financial statements and
related notes of Valley Resources for the three
years ended August 31, 1999.
99.2 Unaudited historical financial statements and
related notes of Valley Resources for the six
months ended February 29, 2000.
99.3 Audited historical financial statements and
related notes of Providence Energy for the three
years ended September 30, 1999.
99.4 Unaudited historical financial statements and
related notes of Providence Energy for the six
months ended March 31, 2000.
99.5 Unaudited historical financial statements and
related notes of PEI for the nine months ended
September 30, 1999.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned thereunto duly authorized.
SOUTHERN UNION COMPANY
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(Registrant)
Date June 5, 2000 By RONALD J. ENDRES
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Ronald J. Endres
Executive Vice President
and Chief Financial Officer
Date June 5, 2000 By DAVID J. KVAPIL
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David J. Kvapil
Senior Vice President and
Corporate Controller
(Principal Accounting Officer)
