Exhibit 5.3

             [Letterhead of Ballard Spahr Andrews & Ingersoll, LLP]

                                                              September 10, 2002

Public Service Enterprise Group
80 Park Plaza, T-4
Newark, New Jersey 07102

Ladies and Gentlemen:

      We have acted as counsel to Public Service Enterprise Group Incorporated,
a New Jersey corporation (the "Company"), in connection with the issuance by the
Company of 9,200,000 Participating Units. Each Participating Unit will initially
consist of a unit comprised of (a) a stock purchase contract (the "Purchase
Contract") under which the holder is obligated to purchase from the Company on
November 16, 2005, a number of shares of common stock, no par value, of the
Company and (b) beneficial ownership of a 6.25% Preferred Trust Security of PSEG
Funding Trust I, a Delaware statutory trust (the "Trust"), having a liquidation
amount of $50. The assets of the Trust will consist of 6.25% Senior Deferrable
Notes Due 2007 to be issued by the Company under an Indenture, dated as of
November 1, 1998, between the Company and Wachovia Bank, National Association
(formerly known as First Union National Bank), as Trustee, as supplemented by a
Supplemental Indenture dated as of September 10, 2002. The Participating Units
are to be issued pursuant to a Registration Statement (the "Registration
Statement") on Form S-3 (Nos. 333-86372 and 333-86372-01), relating to
$1,500,000,000 aggregate initial public offering price of the Company's common
stock, preferred stock, purchase contracts, stock purchase units, debt
securities, preferred securities guarantee and debt securities, and the
preferred trust securities of the Trust.

      We have examined such documents and records and made such investigation as
we deemed appropriate or necessary, including examining the Stock Purchase
Contracts.

      Based upon the foregoing, subject to the limitations set forth herein and
having regard for such legal considerations as we deem relevant, we are of the
opinion that, assuming the due execution and delivery by the Company and
authentication by the Purchase Contract Agent, the Purchase Contracts will
constitute valid and legally binding obligations of the Company enforceable
against the Company in accordance with their terms, subject to the effects of
(1) bankruptcy, insolvency, reorganization, moratorium, fraudulent conveyance or
other similar laws affecting the enforcement of creditors' rights in general and
the rights of creditors generally and




(2) general equitable principles (regardless of whether enforcement is
considered in a proceeding in equity or at law).

      This opinion is confined to and is given on the basis of the laws of the
State of New York as they exist on the date hereof. With respect to the laws of
the State of New Jersey, we have, with your permission, relied on all matters
governed by such laws upon the opinion of James T. Foran, Associate General
Counsel of the Company

      We hereby consent to the filing of this opinion as an exhibit to the
Registration Statement and to the reliance by James T. Foran on this opinion as
to matters of New York law in rendering his opinion of even date herewith filed
as an exhibit to the Registration Statement. In giving this consent, we do not
admit that we are within the category of persons whose consent is required under
Section 7 of the Securities Act of 1933, as amended.

                                      Very truly yours,

                                      /s/ Ballard Spahr Andrews & Ingersoll, LLP