8-K

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                UNITED STATES SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D. C. 20549




                                    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) June 22, 2004




                             SOUTHERN UNION COMPANY
             (Exact name of registrant as specified in its charter)




   Delaware                              1-6407                  75-0571592
(State or other jurisdiction    (Commission File Number)      (I.R.S. Employer
   of incorporation)                                         Identification No.)






           One PEI Center                                          18711
     Wilkes-Barre,Pennsylvania                                  (Zip Code)
(Address of principal executive offices)



       Registrant's telephone number, including area code: (570) 820-2400
















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ITEM 5.  OTHER EVENTS

     On June 22, 2004, Southern Union Company ("Southern Union" or the
"Company") issued a press release announcing that CCE Holdings, LLC ("CCE"), a
joint venture of Southern Union and its 50% equity partner GE Commercial Finance
Energy Financial Services, submitted an offer to acquire for cash 100% of the
equity interests of CrossCountry Energy, LLC ("CrossCountry") from Enron Corp.
and its affiliates ("Enron") and assume certain consolidated debt of
approximately $461 million - for a total transaction value of approximately $2.3
billion. Also on June 22, 2004, Enron's Official Committee of Unsecured
Creditors (the "Committee"), which endorses CCE's offer, filed a copy of CCE's
Purchase Agreement with the U.S. Bankruptcy Court for the Southern District of
New York (the "Court"). CCE's offer to acquire CrossCountry will be the subject
of a Court hearing on Thursday, June 24, 2004. At the hearing, the Court is
expected to consider whether to approve procedures for an auction in late August
and whether to designate CCE's Purchase Agreement as the benchmark bid that must
be bettered at the auction.


ITEM 7.  FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

     (c) Exhibit No.
         -----------

              99.a   Press Release issued by Southern Union dated June 22, 2004.



         This release and other reports and statements issued or made from time
to time contain certain "forward-looking statements" concerning projected future
financial performance, expected plans or future operations. Southern Union
cautions that actual results and developments may differ materially from such
projections or expectations.
         Investors should be aware of important factors that could cause actual
results to differ materially from the forward-looking projections or
expectations. These factors include, but are not limited to: cost of gas; gas
sales volumes; gas throughput volumes and available sources of natural gas;
discounting of transportation rates due to competition; customer growth;
abnormal weather conditions in the Company's service territories; impact of
relations with labor unions of bargaining-unit employees; the receipt of timely
and adequate rate relief and the impact of future rate cases or regulatory
rulings; the outcome of pending and future litigation; the speed and degree to
which competition is introduced to the Company's gas distribution business; new
legislation and government regulations and proceedings affecting or involving
Southern Union; unanticipated environmental liabilities; ability to comply with
or to challenge successfully existing or new environmental regulations; changes
in business strategy and the success of new business ventures, including the
risks that the business acquired and any other businesses or investments that
Southern Union has acquired or may acquire may not be successfully integrated
with the business of Southern Union; exposure to customer concentration with a
significant portion of revenues realized from a relatively small number of
customers and any credit risks associated with the financial position of those
customers; factors affecting operations such as maintenance or repairs,
environmental incidents or gas pipeline system constraints; Southern Union's, or
any of its subsidiaries, debt securities ratings; the economic climate and
growth in the energy industry and service territories and competitive conditions
of energy markets in general; inflationary trends; changes in gas or other
energy market commodity prices and interest rates; the current market conditions
causing more customer contracts to be of shorter duration, which may increase
revenue volatility; the possibility of war or terrorist attacks; the nature and
impact of any extraordinary transactions such as any acquisition or divestiture
of a business unit or any assets.




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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
                                     ----------------------
                                          (Registrant)




Date     June 22, 2004               By   DAVID J. KVAPIL
      ------------------                 ---------------------------------------
                                          David J. Kvapil
                                          Executive Vice President and
                                          Chief Financial Officer







                                  EXHIBIT INDEX



Exhibit Number                            Description
- --------------    --------------------------------------------------------------


     99.a         Press Release issued by Southern Union dated June 22, 2004.

EX-99

04-07                                                               Exhibit 99.a
Investor Relations:
Southern Union Company
John F. Walsh
Director of Investor Relations
570-829-8662

                   SOUTHERN UNION JOINT VENTURE SUBMITS OFFER
                        TO ACQUIRE ENRON PIPELINE ASSETS;
              U.S. BANKRUPTCY COURT HEARING SCHEDULED FOR THURSDAY

     WILKES-BARRE, Pa. (BUSINESS WIRE) - June 22, 2004 - Southern Union Company
("Southern Union") (NYSE: SUG) announced today that CCE Holdings, LLC ("CCE"), a
joint venture of Southern Union and its 50% equity partner GE Commercial Finance
Energy Financial Services, submitted an offer to acquire for cash 100% of the
equity interests of CrossCountry Energy, LLC ("CrossCountry") from Enron Corp.
and its affiliates ("Enron") and assume certain consolidated debt of
approximately $461 million - for a total transaction value of approximately $2.3
billion. Enron's Official Committee of Unsecured Creditors (the "Committee"),
which endorses CCE's offer, filed a copy of CCE's Purchase Agreement today with
the U.S. Bankruptcy Court for the Southern District of New York (the "Court").
     In a pleading filed with the Court last Friday, the Committee disclosed,
without specifically naming CCE, that it had received a superior proposal for
CrossCountry that offered approximately $55 million more cash, is not
conditioned on the payment of a break-up fee, and is otherwise on higher and/or
better terms than an offer Enron previously received from another bidder.
Accordingly, the Committee stated that it does not believe that Enron's
previously-received bid reflects the highest and/or best offer for CrossCountry,
and recommended that the Court authorize Enron to accept CCE's offer.
     CCE's offer will be the subject of a Court hearing on Thursday, June 24,
2004. At the hearing, the Court is expected to consider whether to approve
procedures for an auction in late August and whether to designate CCE's Purchase
Agreement as the benchmark bid that must be bettered at the auction.
     CrossCountry holds interests in and operates Transwestern Pipeline Company,
Citrus Corp. and Northern Plains Natural Gas Company. With some 9,900 miles of
pipeline and approximately 8.5 Bcf/day of natural gas capacity, CrossCountry
serves customers in four major geographical regions in 17 states.
     Southern Union and GE Commercial Finance Energy Financial Services will
provide no further public information on this offer until the Court issues its
decision.
About Southern Union Company
     Southern Union Company, headquartered in Wilkes-Barre, Pennsylvania, is
engaged primarily in the transportation and distribution of natural gas. Through
its Panhandle Energy subsidiary, the Company owns and operates Panhandle Eastern
Pipe Line Company, Trunkline Gas Company, Sea Robin Pipeline Company, Trunkline
LNG Company and Southwest Gas Storage Company. Collectively, the pipeline assets
operate more than 10,000 miles of interstate pipelines that transport natural
gas from the Gulf of Mexico, South Texas and the Panhandle regions of Texas and
Oklahoma to major U.S. markets in the Midwest and Great Lakes region. Trunkline
LNG, located in Lake Charles, Louisiana, is the nation's largest liquefied
natural gas import terminal. Through its local distribution companies, Missouri
Gas Energy, PG Energy and New England Gas Company, Southern Union also serves
nearly one million natural gas end-user customers in Missouri, Pennsylvania,
Massachusetts and Rhode Island. For additional information, visit
www.southernunionco.com.
Forward-Looking Information
     This release and other reports and statements issued or made from time to
time contain certain "forward-looking statements" concerning projected future
financial performance, expected plans or future operations. Southern Union
cautions that actual results and developments may differ materially from such
projections or expectations. Investors should be aware of important factors that
could cause actual results to differ materially from the forward-looking
projections or expectations. These factors include, but are not limited to: cost
of gas; gas sales volumes; gas throughput volumes and available sources of
natural gas; discounting of transportation rates due to competition; customer
growth; abnormal weather conditions in Southern Union's service territories;
impact of relations with labor unions of bargaining-unit employees; the receipt
of timely and adequate rate relief and the impact of future rate cases or
regulatory rulings; the outcome of pending and future litigation; the speed and
degree to which competition is introduced to Southern Union's gas distribution
business; new legislation and government regulations and proceedings affecting
or involving Southern Union; unanticipated environmental liabilities; ability to
comply with or to challenge successfully existing or new environmental
regulations; changes in business strategy and the success of new business
ventures, including the risks that the business acquired and any other
businesses or investments that Southern Union has acquired or may acquire may
not be successfully integrated with the business of Southern Union; exposure to
customer concentration with a significant portion of revenues realized from a
relatively small number of customers and any credit risks associated with the
financial position of those customers; factors affecting operations such as
maintenance or repairs, environmental incidents or gas pipeline system
constraints; Southern Union's, or any of its subsidiaries, debt securities
ratings; the economic climate and growth in the energy industry and service
territories and competitive conditions of energy markets in general;
inflationary trends; changes in gas or other energy market commodity prices and
interest rates; the current market conditions causing more customer contracts to
be of shorter duration, which may increase revenue volatility; the possibility
of war or terrorist attacks; the nature and impact of any extraordinary
transactions such as any acquisition or divestiture of a business unit or any
assets.

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