Filed Pursuant to Rule 424(b) (3)
Registration No. 33-63895
PRICING SUPPLEMENT NO. 3, dated October 3, 1997
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(To Prospectus dated November 20, 1995 and
Prospectus Supplement dated February 21, 1997)
$125,000,000
SOUTHWESTERN ENERGY COMPANY
MEDIUM-TERM NOTES
Due More Than Nine Months From Date of Issue
7.125% Fixed Rate Notes due October 10, 2017
FACE AMOUNT: $25,000,000.00
ISSUE PRICE: 97.826% of the Face Amount
ORIGINAL ISSUE DATE: October 10, 1997
MATURITY DATE: October 10, 2017
INTEREST RATE: 7.125%, per annum, computed on
the basis of a 360-day year of
twelve 30-day months and payable
semiannually
INTEREST PAYMENT DATES: April 10 and October 10, commencing
April 10, 1998
FORM: X Book Entry Certificated
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REPAYMENT: (X) The Offered Notes are not
repayable at the noteholder's
option prior to maturity.
( ) The Offered Notes may be
repaid prior to maturity at
the noteholder's option.
Optional Repayment Date: N/A
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REDEMPTION: (X) The Offered Notes cannot be
redeemed prior to maturity at
the Company's option.
( ) The Offered Notes may be redeemed
prior to maturity at the Company's
option.
Initial Redemption Date: N/A
AGENT'S COMMISSION: .75% (equal to $187,500.00)
NET PROCEEDS TO THE COMPANY: $24,269,000.00
PLAN OF DISTRIBUTION
The Company is selling the Offered Notes to Morgan Stanley
& Co. Incorporated, as principal (the "Agent"), at a discount for
resale to one or more investors at the Issue Price shown above.
The Agent may be deemed an "underwriter" within the meaning of
the Securities Act in respect of such resales.
The Company is obligated to sell, and the Agent is
obligated to purchase, all of the Offered Notes if any are
purchased.
The Company has agreed to indemnify the Agent against and
contribute toward certain liabilities, including liabilities
under the Securities Act.
The Offered Notes are a new issue of securities with no
established trading market. The Company has been advised that the
Agent may make a market in the Offered Notes, but is not
obligated to do so and may discontinue any market making at any
time without notice. No assurance can be given that there will be
a secondary market for the Offered Notes.
The Agent may engage in transactions with and perform
services for the Company in the ordinary course of business.
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