FORM 8-A

                          SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C. 20549


                                _____________________


                  FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
                       PURSUANT TO SECTION 12(b) OR (g) OF THE
                           SECURITIES EXCHANGE ACT OF 1934



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



                DELAWARE                                 75-0571529
          ________________________________________________________________
          (State of Incorporation)                     (I.R.S. Employer
              or organization)                        Identification No.)


          504 LAVACA STREET
          SUITE 800
          AUSTIN, TEXAS                                           78701
          ________________________________________________________________
          (Address of principal executive offices)              (Zip Code)



          Securities to be registered pursuant to Section 12(b) of the Act:

               Title of each class           Name of each exchange on which
               to be so registered           each class is to be registered
               ___________________           ______________________________

          COMMON STOCK, $1.00 PAR VALUE         NEW YORK STOCK EXCHANGE




          Securities to be registered pursuant to Section 12(g) of the Act:

                                         NONE
          _________________________________________________________________
                                   (Title of Class)





                                         -2-



          ITEM 1.   DESCRIPTION OF REGISTRANT'S SECURITIES TO BE REGISTERED

                    COMMON STOCK, $1.00 PAR VALUE

               The capital stock of Southern Union Company (the "Company"
          or "Registrant") to be registered on the New York Stock Exchange,
          Inc. (the "Exchange") is the Registrant's Common Stock with a par
          value of $1.00 per share.  Holders of Common Stock are entitled
          to one vote per share at all meetings of stockholders; provided,
          however, that, for purposes of the election of the Company's
          directors, the Company's Certificate of Incorporation and Bylaws
          provide for cumulative voting of the Common Stock.  Dividends
          that may be declared on the Common Stock are paid in an equal
          amount per share to each stockholder.  No pre-emptive rights are
          conferred upon the holders of such stock, and there are no
          liquidation or conversion rights.  There are no redemption or
          sinking fund provisions, and there is no liability to further
          calls or assessments by the Registrant.

               Certain provisions of the Company's Certificate of
          Incorporation and Bylaws were designed to make the Company a less
          attractive target for acquisitions by an outsider who does not
          have the support of the Company's directors.  These provisions
          (1) provide for a classified board, (2) limit removal of
          directors for cause, (3) require stockholders to provide written
          notification when intending to nominate a director or directors,
          and (4) require that acts by stockholders occur at annual or
          special meetings and not by written consent.  While the foregoing
          provisions will not necessarily prevent take-over attempts, they
          should discourage an attempt to obtain control of the Company in
          a transaction not approved by the Company's Board of Directors by
          making it more difficult for a third party to obtain control of
          the Company in a short period of time and thereby impose its will
          on the remaining shareholders of the Company.

          ITEM 2.  EXHIBITS

               1.   All exhibits required by Instruction II to Item 2 will
          be supplied to the Exchange.





                                         -3-



                                      SIGNATURES


               Pursuant to the requirements of Section 12 of the Securities
          Exchange Act of 1934, the Registrant has duly caused this
          Registration Statement to be signed on its behalf by the
          undersigned, thereunto duly authorized.


                                          SOUTHERN UNION COMPANY



          Dated February 9, 1995          By:/s/ Ronald J. Endres
                                             Ronald J. Endres
                                             Senior Vice President -
                                             Finance and Administration,
                                             Chief Financial Officer and
                                             Treasurer

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