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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)
NAME OF ISSUER: Pacific Enterprises, Inc.
TITLE OF CLASS OF SECURITIES: Pacific Enterprises, Inc.
Common Stock
CUSIP NUMBER 694232-100
Check the following box if a fee is being paid with this
statement: [ ]
CUSIP NO. 694232-100
(1) Names of Reporting Persons MELLON BANK CORPORATION
SS or IRS Identification Nos. IRS No. 25-1233834
of Above Persons
(2) Check the Appropriate Box (a)
if a Member of a Group
(See Instructions) (b)
(3) SEC Use Only
(4) Citizenship or Place United States
of Organization
Number of Shares (5) Sole Voting
Beneficially Power 3,144,000
Owned by Each
Reporting Person
With (6) Shared Voting
Power 12,000
(7) Sole
Dispositive
Power 3,701,000
(8) Shared
Dispositive
Power 679,000
(9) Aggregate Amount Beneficially
Owned by Each Reporting Person 4,380,000
(10) Check if the Aggregate Amount
in Row (9) Excludes Certain
Shares (See Instructions)
(11) Percent of Class Represented 5.33
by Amount in Row (9)
(12) Type of Reporting Person HC
(See Instructions)
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
(Under the Securities and Exchange Act of 1934)
Item 1(a) Name of Issuer:
Pacific Enterprises, Inc.
Item 1(b) Address of Issuer's Principal Executive Offices:
633 West Fifth Street
Los Angeles, CA 90071-2006
Item 2 (a) Name of Person Filing:
Mellon Bank Corporation and any other
reporting person(s) identified on the second
part of the cover page(s).
Item 2(b) Address of Principal Business Office, or if None,
Residence:
c/o Mellon Bank Corporation
One Mellon Bank Center
Pittsburgh, Pennsylvania 15258
(for all reporting persons)
Item 2(c) Citizenship:
United States
Item 2(d) Title of Class of Securities:
Pacific Enterprises, Inc. Common Stock
Item 2(e) CUSIP Number:
694232-100
Item 3 See Item 12 of cover page(s) ("Type of Reporting
Person") for each reporting person.
BK = Bank as defined in Section 3(a)(6) of the Act
IV = Investment Company registered under Section
8 of the Investment Company Act
IA = Investment Advisor registered under Section
203 of the Investment Advisers Act of 1940
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SCHEDULE 13G (Continued)
EP = Employee Benefit Plan, Pension Fund which is
subject to the provisions of the Employee
Retirement Income Security Act of 1974 or
Endowment Fund; see Section
240.13-d(1)(b)(1)(ii)(F)
HC = Parent Holding Company, in accordance with
Section 240.13-d(1)(b)(1)(ii)(G)
Item 4 Ownership:
See Items 5 through 9 and 11 of cover page(s) as
to each reporting person.
The amount beneficially owned includes, where
appropriate securities not outstanding which are
subject to options, warrants, rights or conversion
privileges that are exercisable within 60 days.
The filing of this Schedule 13G shall not be
construed as an admission that Mellon Bank
Corporation, or its direct or indirect
subsidiaries, including Mellon Bank, N.A., are for
the purposes of Section 13(d) or 13(g) of the Act,
the beneficial owners of any securities covered by
this Schedule 13G.
Item 5 Ownership of Five Percent or Less of a Class:
N/A
Item 6 Ownership of More than Five Percent on Behalf of
Another Person:
All of the securities are beneficially owned by
Mellon Bank Corporation or its direct or indirect
subsidiaries in their various fiduciary
capacities. As a result, another entity in every
instance is entitled to dividends or proceeds of
sale. The number of individual accounts holding
an interest of 5% or more is 0.
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SCHEDULE 13G (Continued)
Item 7 Identification and Classification of the Subsidiary
Which Acquired the Security Being Reported by the
Parent Holding Company:
See Exhibit I.
Item 8 Identification and Classification of Members of the
Group:
N/A
Item 9 Notice of Dissolution of Group:
N/A
Item 10 Certification:
By signing below I certify that, to the best of my
knowledge and belief, the securities referred to
above were acquired in the ordinary course of
business and were not acquired for the purpose of
and do not have the effect of changing or
influencing the control of the issuer of such
securities and were not acquired in connection
with or as a participant in any transaction having
such purposes or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this
statement is true, complete and correct.
This filing is signed by Mellon Bank Corporation on behalf of
all reporting entities pursuant to Rule 13d-1(f)(1) promulgated
under the Securities and Exchange Act of 1934, as amended.
Date: February 9, 1995
MELLON BANK CORPORATION
By /s/ Michael E. Bleier
Michael E. Bleier
General Counsel
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EXHIBIT I
The shares reported on the attached Form 13G are beneficially
owned by the following direct or indirect subsidiaries of Mellon
Bank Corporation, as marked (X):
(A) X Boston Safe Deposit and Trust Company
X Boston Safe Deposit and Trust Company of California
Boston Safe Deposit and Trust Company of New York
X Mellon Bank, N.A.
Mellon Bank (Delaware) National Association
Mellon Bank (MD)
(B) X Franklin Portfolio Associates Trust
Laurel Capital Advisors
X Mellon Capital Management Corporation
X Mellon Equity Associates
X The Boston Company Advisors, Inc.
The Boston Company Financial Strategies, Inc.
X The Boston Company Asset Management, Inc.
The Dreyfus Corporation
Dreyfus Management, Inc.
The Item 3 classification of each of the subsidiaries
listed under (A) above is "Item 3(b) Bank as defined in Section
3(a)(6) of the Act."
The Item 3 classification of each of the subsidiaries
listed under (B) above is "Item 3 (e) Investment Advisor
registered under Section 203 of the Investment Advisers Act of
1940."
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