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SECURITIES AND EXCHANGE COMMISSION      
     
           WASHINGTON, D.C.      
     
          FORM U-33-S      
      
ANNUAL REPORT CONCERNING FOREIGN       
       UTILITY COMPANIES      
      
   Filed Under Section 33(e) of the      
  Public Utility Holding Company Act of 1935,      
   as amended for the fiscal year ended      
          December 31, 1996      
      
         Filed pursuant to the      
Public Utility Holding Company Act of 1935 by      
   
           PACIFIC ENTERPRISES      
          633 West Fifth Street      
       Los Angeles, California  90071      
      
      
      
The Commission is requested to mail copies of all      
communications relating to this Annual Report to:      
      
               Leslie E. LoBaugh, Jr.      
      Vice President and General Counsel      
                Pacific Enterprises      
          633 West Fifth Street, Suite 5200      
            Los Angeles, California  90071      
      
      
      
      
    Pacific Enterprises ("Pacific"), is a public utility holding company   
exempt from the Public Utility Holding Company Act of 1935, as amended   
(the "Holding Company Act"), by order of the Securities and Exchange   
Commission (the "Commission") pursuant to Section 3(a)(1)thereof.    
Pacific is the parent company of Southern California Gas Company   
("SoCalGas"), a gas utility company and the only subsidiary company   
within Pacific's holding company system that is a public utility   
company.        
 
     On behalf of SoCalGas and pursuant to Section 33(e) of the Holding   
Company Act, Pacific hereby files with the Commission this Annual Report   
Concerning Foreign Utility Companies on Form U-33-S for the fiscal year   
ended December 31, 1996.  
  
 
 
 
 
 
 
 
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      All terms used in this Annual Report shall have the same meanings    
as in the Holding Company Act and the rules and regulations thereunder.     
  
   
Item 1 - Identification of Foreign Utility Companies.      
      
     Pacific indirectly holds interests in Camuzzi Gas Pampeana S.A.      
("Pampeana") and Camuzzi Gas Del Sur S.A. ("Sur"), foreign utility   
companies having respective business addresses as follows:       
  
       Camuzzi Gas Pampeana, S.A.      
        Av. Davila 240, Dique 2      
       (1007)Capital Federal, Argentina      
      
       Camuzzi Gas Del Sur S.A.      
        Av. Davila 240, Dique 2      
       (1007) Capital Federal, Argentina      
      
      
     Pacific's interests in Pampeana and Sur are held through Pacific   
Enterprises International ("PE International"), a wholly-owned   
subsidiary of Pacific and an associate company (but not a subsidiary    
company) of SoCalGas.  PE International owns 12.5% of the outstanding   
common stock of each of Sodigas Pampeana S.A. and Sodigas Sur S.A.   
which, in turn, respectively own approximately 70% of the outstanding   
common stock of Pampeana and 90% of the outstanding common stock of Sur.     
 
     Pampeana and Sur hold the exclusive licenses from the Argentine   
Government to distribute natural gas in each of two contiguous regions      
of Argentina.  Neither company derives any part of its income, directly      
or indirectly, from the generation, transmission, or distribution of    
electric energy for sale or the distribution of natural or manufactured      
gas for heat, light or power within the United States of America, and    
neither company nor any of its subsidiary companies is a public utility      
company operating in the United States of America.      
      
 
     Pampeana derives most of its income from the distribution at retail  
of natural or manufactured gas to industrial, commercial and residential    
customers within the Provinces of La Pampa and Buenos Aires (including     
certain portions of the metropolitan region of the city of Buenos   
Aires)in the Republic of Argentina.  This region includes the cities of   
La  Plata, Mar del Plata and Bahia Blanca.      
      
 
     Sur derives its income from the distribution at retail of natural  
or manufactured gas to industrial, commercial and residential customers      
within the Provinces of Neuquen, Rio Negro, Chubut, Santa Cruz, and      
Tierra del Fuego in the Republic of Argentina.   
   
The respective facilities used by Pampeana and Sur for the distribution     
at retail of natural or manufactured gas consist of transportation and      
distribution lines, meters, pumps, valves and pressure and flow   
controllers.   
  


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Item 2 - Debt and Other Financial Obligations.      
      
     Neither Pacific nor any of its system companies is subject to      
recourse for any debt or other financial obligation (through direct or    
indirect guarantees or otherwise) of Pampeana or Sur.      
      
Item 3 - Service, Sales and Construction Contracts.      
      
     There are no service, sales or construction contracts between     
Pacific or any of its system companies and Pampeana or Sur.    
      
  
Exhibit A      
      
     Attached as Exhibit A to this Annual Report is an organizational       
chart showing the relationship of Pampeana and Sur to Pacific and its       
system public utility companies.      
      
      
Signature      
      
     The undersigned company has duly caused this Annual Report to be       
signed on its behalf by the undersigned thereunto duly authorized       
pursuant to the requirements of the Public Utility Holding Company Act       
of 1935.  The signature of the undersigned company shall be deemed to       
relate only to matters having reference to such company or its       
subsidiaries.      
      
April 25, 1997                  PACIFIC ENTERPRISES      
      
      
      
                             By:  Leslie E. LoBaugh, Jr.      
                                  Leslie E. LoBaugh, Jr.      
                                  Vice President and      
                                  General Counsel      
                                  Pacific Enterprises      
   
   
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
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                     Exhibit A      
                       to      
  
     Annual Report Concerning Foreign Utility Companies      
      
                       on      
   
             Form U-33-S for the Fiscal Year Ended      
                   December 31, 1996      
      
                     Filed by      
      
                PACIFIC ENTERPRISES      
     
      
     
     The following organizational chart shows the    
relationship of Pacific Enterprises and its system public-utility    
companies to each foreign utility company:      
      
Pacific Enterprises       
      
             - Southern California Gas Company      
             - Pacific Enterprises International      
               -   Sodigas Pampeana S.A. (12.5%)      
                  - Camuzzi Gas Pampeana S.A. (70%)      
               -   Sodigas Sur S.A. (12.5%)      
                  - Camuzzi Gas Del Sur S.A. (90%)