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) November 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

Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions:

   [ ] Written communications  pursuant to Rule 425 under the Securities Act (17
     CFR 230.425)


   [ ]  Soliciting  material  pursuant to Rule 14a-12 under the Exchange Act (17
     CFR 240.14a-12)


   [ ]  Pre-commencement  communications  pursuant  to Rule  14d-2(b)  under the
     Exchange Act (17 CFR 240.14d-(b))


   [ ]  Pre-commencement  communications  pursuant  to Rule  13e-4(c)  under the
     Exchange Act (17 CFR 240.13e-4(c))




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ITEM 7.01 REGULATION FD DISCLOSURE

     On November 22, 2004,  the Company  will hold a special  investor  call and
live webcast to discuss the Acquisition and Company outlook.



ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
         (c) Exhibits.

 Exhibit Number              Exhibit
 --------------              -------


     99.a           Investor    Call    Presentation,    "CrossCountry    Energy
                    Acquisition" presented by Southern Union Company on November
                    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 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.





                                   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  November 22, 2004                        By  /s/ DAVID J. KVAPIL
      -----------------                            -------------------
                                                   David J. Kvapil
                                                   Executive Vice President
                                                   and Chief Financial Officer






                                  EXHIBIT INDEX





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


     99.a           Investor    Call    Presentation,    "CrossCountry    Energy
                    Acquisition" presented by Southern Union Company on November
                    22, 2004.

EX-99

Safe Harbor for  Forward-Looking  Statements

This  presentation and other Company reports and statements  issued or made from
time to time contain certain  "forward-looking  statements" concerning projected
financial  performance,  expected  plans or future  operations.  Southern  Union
Company 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:  weather  conditions in the Company's
service territories; cost of gas; regulatory and court decisions; the receipt of
timely and adequate rate relief;  the achievement of operating  efficiencies and
the purchase and  implementation  of any new  technologies  for  attaining  such
efficiencies;   impact  of  relations  with  labor  unions  of   bargaining-unit
employees;  the effect of any stock  repurchases;  and the  effect of  strategic
initiatives  (including:  any  recent,  pending  or  potential  acquisitions  or
mergers, restructuring activities, any sales of non-core assets, and any related
financing  arrangements including refinancings and debt repurchases) on earnings
and cash flow.

Contact:
Southern Union Company
John F. Walsh, (570) 829-8662
jwalsh@southernunionco.com

Agenda
|X|       Investment Strategy
|X|       Transaction Overview
|X|       Integration Plan
|X|       Capitalization & Earnings Guidance
|X|       Asset Overview
|X|       Questions & Answers



CrossCountry Energy Investment Strategy

Southern Union Company Area Map
Transaction Overview
|X|  November  17, 2004 - CCE  Holdings,  LLC  ("CCEH")  purchased  CrossCountry
     Energy, LLC ("CrossCountry")  from the Enron estate for approximately $2.45
     B, including the assumption of certain consolidated debt
|X|  CCEH is a joint venture  between GE  Commercial  Finance  Energy  Financial
     Services ("GE") and Southern Union Company ("SUG")
|X|  CCEH owns interests in the following assets:
|X|  100% ownership of Transwestern Pipeline Company, LLC ("TWP")
|X|  50% ownership interest in Citrus Corp. ("Citrus"), which has 100% ownership
     interest in Florida Gas Transmission Company ("FGT")
|X|  CCEH's interest in Northern Plains Natural Gas Company ("Northern  Plains")
     was concurrently sold to ONEOK, Inc. for $175.0 MM cash
|X|  CCEH is governed by a Limited Liability Company Agreement
|X|  CCEH's  pipeline  operations  are managed by a subsidiary of Southern Union
     under an Administrative Services Agreement


Integrated Pipeline Management Team
|X|  Integrated pipeline operations to be led by Stanley C. Horton as president
     and COO
|X|  Over 31 years of industry experience
|X|  CrossCountry Energy president and COO since 2003
|X|  Previously chairman and CEO of Enron Transportation Services -- Ran Enron's
     interstate pipelines
|X|  Former chairman of Gas Industry  Standards  Board,  Interstate  Natural Gas
     Association of America, and the Natural Gas Council
|X|  Remainder of management team  identified and comprised of Panhandle  Energy
     and CrossCountry  Energy  personnel

 Integrated  Senior  Management Team of Pipeline Operations
 Joint Venture Partner
|X|  GE Commercial Finance Energy Financial Services
|X|  GE Commercial  Finance is one of General Electric Company's largest "growth
     engines" with assets of over $217 B
|X|  GE  provides  the full  breadth of  General  Electric  Company's  financial
     products and services to the energy industry,  from wellhead to wall socket
     and  the  company's  integrated,   solution-based   approach  to  customers
     leverages more than 25 years of energy finance experience
|X|  Independent equity investor
|X|  Significant experience and expertise in acquisition integrations
|X|  GE is rated Aaa / AAA

LLC Agreement Highlights
|X|  Both members are allowed to sell down up to 40% of their  initial  interest
     within the first 18 months without a Right of First Offer (ROFO)
|X|  GE has indicated its intent to sell down up to 40% within 18 months
|X|  After 18 months,  ownership transfers may require member approvals,  may be
     subject to certain other restrictions and are subject to a ROFO
|X|  Mutual  call  options  entitle  initial  members to purchase  each  other's
     interests,  including those transferred  during the first 18 months, at 25%
     per year in years 5  through  8, at the  higher  of 8.9x  trailing  average
     two-year EBITDA or 11% pretax IRR
|X|  Mutual  call  options  entitle  initial  members to  purchase  100% of each
     other's interests transferred after 18 months on the fifth anniversary date
     of the initial  transfer,  at the higher of 8.9x trailing  average two-year
     EBITDA or 11% pretax IRR
|X|  EFS-PA holds a put option to reacquire  all Class B interests and sell them
     to CCE  Acquisition on the tenth  anniversary at 8.9x trailing  average two
     year EBITDA;  CCE  Acquisition may pay the put option price in cash or with
     Southern  Union stock  having a value of 102% of the put option  price,  at
     Southern Union's discretion


Administrative Services Agreement
|X|  Administrative  Services  Agreement  (ASA) is between CCE  Holdings  and SU
     Pipeline Management LP (SU), a wholly owned subsidiary of SUG
|X|  ASA contains 10-year term and has automatic 5-year renewal term
|X|  SU  responsible  for  day  to  day  operational  activities  including  all
     administrative and ministerial functions; material matters to be decided by
     the Executive Committee
|X|  SU to allocate its costs and certain  Southern  Union costs for  Transition
     Services  (professional,  severance,  transaction,  integration,  etc.) and
     ongoing direct and prorated  indirect costs for Shared Services  (personnel
     costs including engineering, financial, regulatory, gas supply, operations,
     legal,  tax, HR, etc. and asset costs  including  office costs,  materials,
     equipment, etc.) to the joint venture
|X|  SU to earn an annual  management fee based upon the achievement of budgeted
     EBITDA* as follows:
|X|  100% to  101.99% - a % of  EBITDA  equal to the % by which  actual  exceeds
     budget
|X|  102% to 104% - 2% of budgeted EBITDA plus 2% of the amount exceeding 102%
|X|  Over 104% - 2.04% of budgeted EBITDA plus 25% of the amount exceeding 104%

CrossCountry Energy/Panhandle Energy Integration Plan
|X| Components
[X| Building consolidation
|X| IT consolidation
|X| Workforce consolidation
|X| Timeline
|X| Majority of integration to occur within 9-12 months
|X| Integration complete within 18 months
|X| Transaction Synergies & Other Cost Reductions
|X| Current estimate is $25 MM in total - about 70% in 2005
|X| Includes non-integration cost reductions at Panhandle Energy

Change in Year-End
|X|  Effective December 31, 2004, Southern Union anticipates  changing from June
     30 fiscal year-end to December 31 calendar year-end
|X|  Change creates six-month stub period from July 1, 2004 - December 31, 2004
|X|  Southern  Union to file  with the SEC a  transition  report  on Form  10-K,
     including audited financial statements for six- month stub period, in March
     2005
|X|  Reflects  growing  percentage  of  Southern  Union's  business  in the FERC
     regulated transmission sector
|X|  Transmission  segment  will  provide  over  70% of  operating  income  on a
     consolidated basis
|X|  Provides investment community with more comparative  information with which
     to better evaluate Southern Union against peers
|X| Calendar year 2005 guidance range = $1.45 to $1.55 per share
|X| Calendar year 2006 earnings expected to grow 10-15% over calendar year 2005

CCEH Capitalization - As of November 17, 2004
Credit Ratings
Southern Union Earnings
|X|  Southern  Union  expects to change to calendar  year-end as of December 31,
     2004
|X|  Calendar  year 2005 EPS guidance of $1.45 to $1.55 vs.  calendar  year 2004
     EPS guidance of $1.00 to $1.10
|X|  2004 results from continuing operations consistent with expectations
|X|  Variances due to:
|X|  Restructuring charges in 2004
|X|  Timing of MGE rate case
|X|  Lack of PEPL purchase accounting benefit in 2004
|X|  CCEH contributions in 2005
|X|  Integration synergies in 2005
|X|  Additional Panhandle cost reductions in 2005


Predictable Revenue Stream Supported by Stable Reservation Fees
San Juan Expansion Project
Recontracting Overview
Citrus Snapshot
Diversity of Supply and Market Access

|X|  FGT has 145 receipt  points with  capacity of over 5,000 MMcf/d - more than
     twice the mainline throughput capacity
|X|  Over 40 interconnects with interstate and intrastate pipelines
|X|  Access to key Gulf region production areas:
|X|  Texas Gulf Coast
|X|  Louisiana Gulf Coast
|X|  Gulf of Mexico Outer Continental Shelf
|X|  Mobile Bay and Deepwater Supply
|X|  Direct access to numerous storage facilities
|X|  Over 240 delivery points
|X|  Over 20,000  megawatts  of gas-fired  generation  connected to FGT pipeline
     system - over 10,000  megawatts of new plants  planned  during 2004 to 2010
     Significant Demand for Natural Gas in Florida
|X|  Natural gas is a key component of the power generation fuel mix in Florida
|X|  During the next 10 years,  over 90% of the new  electric  power  generating
     capacity will use natural gas1
|X|  Natural gas is used  primarily by utilities  to generate  electricity,  but
     also to serve industrial, commercial and residential loads
|X|  Natural gas  generation  capacity  continues to take market share from coal
     and oil
|X|  Gas demand for power  generation  is expected to increase over 130% between
     2002 and 2010

History of Market Area Expansions
Recent Pipeline Expansion Projects
Future Expansion Opportunities