<PAGE>PAGE 1

                             UNITED STATES
                   SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C.  20549

                               FORM 10-Q

     [ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                    SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended     September 30, 1995
                              -------------------------------------

Commission file number                      1-40
                      ---------------------------------------------

                          Pacific Enterprises
      ----------------------------------------------------------
        (Exact name of registrant as specified in its charter)

        California                                  94-0743670
-------------------------------                 -------------------
(State or other jurisdiction of                  (I.R.S. Employer
incorporation or organization)                  Identification No.)

555 West Fifth Street, Suite 2900, Los Angeles, California 90013-1011
----------------------------------------------------------------------
                (Address of principal executive offices)
                               (Zip Code)

                             (213) 895-5000
      ----------------------------------------------------------
         (Registrant's telephone number, including area code)

Indicate  by  check  mark whether the registrant (1) has  filed  all  reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934  during  the  preceding 12 months (or for such shorter period  that  the
registrant  was required to file such reports), and (2) has been  subject  to
such filing requirements for the past 90 days.

Yes   X    No
    -----      -----

The  number  of shares of common stock outstanding on October  27,  1995  was
84,687,702.

                    PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS.
<PAGE>PAGE 2
                PACIFIC ENTERPRISES AND SUBSIDIARY COMPANIES
                 CONDENSED STATEMENT OF CONSOLIDATED INCOME
                          (Dollars are in Millions
                          except per share amounts)


                                        Three Months Ended  Nine Months Ended
                                           September 30        September 30
                                        ------------------  -----------------
                                           1995    1994      1995     1994
                                          -----   -----     -----    -----
                                                     (Unaudited)

Revenues and Other Income:
 Operating revenues                         $528   $591     $1,745  $1,947
 Other                                         8     12         26      23
                                            ----   ----     ------  ------
     Total                                   536    603      1,771   1,970
                                            ----   ----     ------  ------
Expenses:
 Cost of gas distributed                     147    163        531     723
 Operating expenses                          188    253        644     671
 Depreciation and amortization                60     55        181     178
 Franchise payments and other taxes           23     22         75      82
 Preferred dividends of a subsidiary           3      3          9       8
                                            ----   ----     ------  ------
     Total                                   421    496      1,440   1,662
                                            ----   ----     ------  ------
Income from Operations
 Before Interest and Taxes                   115    107        331     308
Interest                                      27     31         84      91
                                            ----   ----     ------  ------
Income from Operations
 Before Income Taxes                          88     76        247     217
Income Taxes                                  41     34        110      95
                                            ----   ----     ------  ------
Net Income                                    47     42        137     122
Dividends on Preferred Stock                   2      4          8      10
                                            ----   ----     ------  ------
Net Income Applicable to
 Common Stock                               $ 45   $ 38     $  129  $  112
                                            ====   ====     ======  ======

Net Income per Share of Common Stock        $.55   $.47      $1.57   $1.37
                                            ====   ====      =====   =====

Dividends Declared per Share of
 Common Stock                               $      $         $1.00    $.94
                                            ====   ====      =====    ====
Weighted Average Number of Shares of
 Common Stock Outstanding (000)           82,320 81,978     82,227  81,887
                                          ====== ======     ======  ======

See Notes to Condensed Consolidated Financial Statements.

<PAGE>PAGE 3

                PACIFIC ENTERPRISES AND SUBSIDIARY COMPANIES
                    CONDENSED CONSOLIDATED BALANCE SHEET
                                   ASSETS
                            (Millions of Dollars)

                                        September 30  December 31
                                            1995         1994
                                        -----------   -----------
                                         (Unaudited)


Property, Plant and Equipment               $6,073       $5,953
  Less Accumulated Depreciation and
    Amortization                             2,823        2,673
                                            ------       ------
      Total property, plant and
        equipment-net                        3,250        3,280
                                            ------       ------
Current Assets:
  Cash and cash equivalents                    368          287
  Accounts receivable (less allowance
    for doubtful receivables of
    $14 million at September 30,1995 and
    $13 million at December 31, 1994)          344          537
  Deferred income taxes                         44
  Gas in storage                                66           64
  Other inventories                             28           35
  Regulatory accounts receivable               159          360
  Prepaid expenses                              26           40
                                            ------       ------
      Total current assets                   1,035        1,323
                                            ------       ------

Other Investments                               55           51

Other Receivables                               17           30

Regulatory Assets                              668          707

Other Assets                                    68           54
                                            ------       ------
      Total                                 $5,093       $5,445
                                            ======       ======



See Notes to Condensed Consolidated Financial Statements.



<PAGE>PAGE 4
                PACIFIC ENTERPRISES AND SUBSIDIARY COMPANIES
                    CONDENSED CONSOLIDATED BALANCE SHEET
                         CAPITALIZATION AND LIABILITIES
                            (Millions of Dollars)

                                          September 30    December 31
                                              1995           1994
                                          ----------      -----------
                                          (Unaudited)
Capitalization:
  Shareholders' equity:
    Capital stock
      Remarketed preferred                   $  108         $  108
      Preferred                                  80            110
      Common                                  1,096          1,092
                                             ------         ------
        Total capital stock                   1,284          1,310
    Retained earnings, after elimination
      of accumulated deficit of
      $452 million against common stock
      at December 31, 1992 as part of
      quasi-reorganization                      218            172
    Deferred compensation relating to
      Employee Stock Ownership Plan             (53)           (54)
                                             ------         ------
Total shareholders' equity                    1,449          1,428
  Preferred stocks of a subsidiary              195            195
  Long-term debt                              1,279          1,420
  Debt of Employee Stock Ownership Plan         130            130
                                             ------         ------

        Total capitalization                  3,053          3,173
                                             ------         ------
Current Liabilities:
  Short-term debt                                84            278
  Accounts payable                              472            469
  Accrued income taxes                           56             12
  Deferred income taxes                                         34
  Other taxes payable                            33             53
  Long-term debt due within one year            106            128
  Accrued interest                               44             42
  Other                                         118            130
                                             ------         ------
        Total current liabilities               913          1,146
                                             ------         ------
Long-Term Liabilities                           246            255
Customer Advances for Construction               44             44
Postretirement Benefits Other than Pensions     237            245
Deferred Income Taxes                           186            157
Deferred Investment Tax Credits                  68             70
Other Deferred Credits                          346            355
                                             ------         ------
        Total                                $5,093         $5,445
                                             ======         ======

See Notes to Condensed Consolidated Financial Statements.

<PAGE>PAGE 5

                PACIFIC ENTERPRISES AND SUBSIDIARY COMPANIES
               CONDENSED STATEMENT OF CONSOLIDATED CASH FLOWS
                            (Millions of Dollars)

                                                    Nine Months Ended
                                                       September 30
                                                    -------------------
                                                     1995         1994
                                                    ------       ------
                                                        (Unaudited)

Cash Flows from Operating Activities:
  Net Income                                        $ 137        $ 122
  Adjustments to reconcile net income
    to net cash provided by continuing
    operations:
      Depreciation and amortization                   181          178
      Deferred income taxes                            27          (19)
      Other                                           (27)          22
      Net change in other working capital
        components                                    363          (79)
                                                    -----        -----
          Total from continuing operations            681          224


      Changes in operating assets and
        liabilities of discontinued
        operations                                                  65
                                                    -----        -----
            Net cash provided by operating
              activities                              681          289
                                                    -----        -----
Cash Flows from Investing Activities:
  Expenditures for property, plant and
    equipment                                        (150)        (149)
  Increase in other investments                        (4)          (1)
  Decrease in other receivables, regulatory
    assets and other assets                            29           16
                                                    -----        -----
            Net cash used in investing
              activities                             (125)        (134)
                                                    -----        -----







<PAGE>PAGE 6

                PACIFIC ENTERPRISES AND SUBSIDIARY COMPANIES
               CONDENSED STATEMENT OF CONSOLIDATED CASH FLOWS
                            (Millions of Dollars)
                                                 Nine Months Ended
                                                    September 30
                                                -------------------
                                                 1995         1994
                                                ------       ------
                                                    (Unaudited)

Cash Flows from Financing Activities:
  Sale of common stock                              4             5
  Redemption of remarketed preferred stock                      (20)
  Redemption of preferred stock                   (30)
  Increase in long-term debt                                    325
  Decrease in long-term debt                     (164)           (7)
  Decrease in short-term debt                    (194)         (172)
  Common dividends paid                           (83)          (77)
  Preferred dividends paid                         (8)          (10)
                                                -----          ----
            Net cash provided by (used in)
               financing activities              (475)           44
                                                -----          ----
Increase in cash and cash equivalents              81           199
Cash and cash equivalents, January 1              287           152
                                                -----         -----
Cash and cash equivalents, September 30         $ 368         $ 351
                                                =====         =====

Supplemental Disclosure of Cash Flow
  Information:
    Cash paid during the period for:
        Interest (net of amount capitalized)    $  82         $ 104
        Income taxes                            $ 137         $  58










See Notes to Condensed Consolidated Financial Statements.






<PAGE>PAGE 7


                PACIFIC ENTERPRISES AND SUBSIDIARY COMPANIES
      NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The  accompanying  condensed  consolidated  financial  statements  have  been
prepared in accordance with the interim period reporting requirements of Form
10-Q.   Reference  is made to the Form 10-K for the year ended  December  31,
1994 for additional information.

Results  of operations for interim periods are not necessarily indicative  of
results  for  the  entire  year.  In order to match revenues  and  costs  for
interim  reporting  purposes, the Southern California Gas Company  (SoCalGas)
defers revenues related to costs which it expects to incur later in the year.
In  the  opinion  of  management,  the accompanying  statements  reflect  all
adjustments  which  are necessary for a fair presentation. These  adjustments
are  of a normal recurring nature.  Certain changes in account classification
have  been  made  in  the prior years' consolidated financial  statements  to
conform to the 1995 financial statement presentation.


2. CONTINGENT LIABILITIES

QUASI-REORGANIZATION.  During 1993, Pacific Enterprises (Company) completed a
strategic  plan to refocus on its natural gas utility and related businesses.
The  strategy included the divestiture of the Company's retailing  operations
and substantially all of its oil and gas exploration and production business.
In   connection  with  the  divestitures,  the  Company  effected  a   quasi-
reorganization for financial reporting purposes effective December 31, 1992.
Certain  of  the  liabilities  established in  connection  with  discontinued
operations and the quasi-reorganization will be resolved in future years.  As
of  September  30,  1995,  the provisions previously  established  for  these
matters are adequate.

ENVIRONMENTAL  OBLIGATIONS.  The  Company  has  identified  and  reported  to
California  environmental authorities 42 former manufactured gas plant  sites
for which it (together with other utilities as to 21 of these sites) may have
environmental  obligations under environmental laws.   As  of  September  30,
1995,  eight of these sites have been remediated, of which five have received
certification   from   the   California  Environmental   Protection   Agency.
Preliminary investigations, at a minimum, have been completed on  38  of  the
gas  plant  sites, including those sites at which the remediations  described
above  have  been completed.  In addition, the Company has been  named  as  a
potentially responsible party of two landfill sites and four industrial waste
disposal sites.

On  May  4,  1994,  the  California Public Utilities  Commission  approved  a
collaborative  settlement  between the Company and  other  California  energy
utilities  and  the  Division of Ratepayer Advocates that provides  for  rate
recovery of 90 percent of environmental investigation and  remediation  costs

<PAGE>PAGE 8

                PACIFIC ENTERPRISES AND SUBSIDIARY COMPANIES
      NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


without  reasonableness  review.   In   addition,  the   utilities  have  the
opportunity to retain a percentage of any insurance recoveries to offset  the
10 percent of costs not recovered in rates.

At  September  30, 1995, the Company's estimated remaining investigation  and
remediation liability was approximately $65 million which it is authorized to
recover  through the mechanism discussed above.  The estimated  liability  is
subject  to  future  adjustment pending further investigation.   The  Company
believes that any costs not ultimately recovered through rates, insurance  or
other  means, upon giving effect to previously established liabilities,  will
not have a material adverse effect on the Company's financial statements.



ITEM  2.  MANAGEMENT'S  DISCUSSION AND ANALYSIS OF  FINANCIAL  CONDITION  AND
RESULTS OF OPERATIONS


Pacific  Enterprises  is a holding company whose primary  subsidiary  is  the
Southern  California  Gas Company, a public utility engaged  in  natural  gas
distribution, transmission and storage in a 23,000-square-mile  service  area
in southern California and parts of central California.  SoCalGas markets are
separated into core customers and noncore customers.  Core customers  consist
of  approximately 4.7 million customers (4.5 million residential and  200,000
smaller commercial and industrial customers). The noncore market consists  of
approximately  1,200  customers  which  primarily  include  utility  electric
generation,  wholesale and large commercial and industrial  customers.   Many
noncore customers are sensitive to the price relationship between natural gas
and  alternate fuels and are capable of  readily switching from one  fuel  to
another,  subject to air quality regulations.  SoCalGas is regulated  by  the
California  Public Utilities Commission (CPUC).  It is the responsibility  of
the  CPUC  to  determine that utilities operate in the best interest  of  the
ratepayers  with the opportunity to earn a reasonable return  on  investment.
Management's  Discussion and Analysis of Financial Condition and  Results  of
Operations  should  be  read in conjunction with the  Condensed  Consolidated
Financial Statements and the Company's Annual Report on Form 10-K.


CONSOLIDATED

Net  income for the quarter ended September 30, 1995 was $47 million, or $.55
per common share, compared to $42 million, or $.47 per common share, in 1994.
Net income for the nine months ended September 30, 1995 was $137 million,  or
$1.57  per common share, compared to $122 million, or $1.37 per common  share
in 1994.

The  weighted  average  number of shares  of common stock outstanding in the

<PAGE>PAGE 9

third quarter  of  1995 remained relatively unchanged at 82.3 million shares
from the third quarter of 1994.


SOCALGAS AND RELATED OPERATIONS

Net  income includes income of SoCalGas for the third quarter of 1995 of  $48
million,  compared  to  $43 million for the same period  in  1994.  SoCalGas'
earnings  for  the nine months ended September 30, 1995 and  1994  were  $146
million   and  $127  million,  respectively.   SoCalGas'  earnings  increased
primarily  due  to  the increase in the authorized rate of return  on  common
equity  from 11.0 percent in 1994 to 12.0 percent in 1995 and lower operating
expenses and capital expenditures in 1995 from the amounts authorized in  the
most  recent  general  rate  case decision as  adjusted  for  1995  attrition
allowances.  Earnings achieved above the utility's authorized rate have  been
partially  reflected throughout the first three quarters of the  year  rather
than  in the fourth quarter as was recorded in 1994.  For this reason, it  is
not  likely  that the same level of earnings will be achieved in  the  fourth
quarter of this year as was achieved in the fourth quarter of 1994.

SoCalGas' operating revenues and cost of gas distributed for the three months
ended  September 30, 1995 decreased $63 million and $7 million, respectively,
and  by  $198  million and $199 million, respectively, for  the  nine  months
ended,  when compared to the same periods in 1994.  The decrease in operating
revenues  is primarily due to significant nonrecurring expenses in the  third
quarter  1994.   Since these costs are recoverable in rates,  they  are  also
recorded as revenues resulting in unusually high revenues in 1994.  In  1995,
the average unit cost of gas declined as a result of lower market prices also
reducing  revenue from 1994 levels.  Under the current regulatory  framework,
changes  in  revenue  resulting from changes  in  volumes  and  cost  of  gas
delivered to the core market do not affect net income.

Operating  and  maintenance  expenses for the three  and  nine  months  ended
September 30, 1995 decreased $67 million and $31 million, respectively,  when
compared  to  the  same  periods in 1994.   The decreases  primarily  reflect
savings from the SoCalGas' realignment into two business units effective July
1995  and  nonrecurring expenses in 1994.  Results for 1994 included expenses
resulting  from  the  January  1994 earthquake  and  expenses  related  to  a
discontinued capital project.


RECENT CPUC REGULATORY ACTIVITY

On  June  1,  1995,  SoCalGas filed a "Performance  Based  Regulation"  (PBR)
application with the CPUC which would replace the general ratecase.  This new
method  would  link financial performance with productivity improvements  and
generally would allow for rates to increase by the rate of inflation, less an
agreed-upon  percentage for productivity improvements.  However,  under  PBR,
SoCalGas  would  be  at  risk  for changes in interest  rates  and  cost   of
capital, changes in core volumes not related to weather, and achieving the


<PAGE>PAGE 10


productivity improvements.  Implementation of PBR was anticipated on  January
1,  1997 however, recent requests filed by the intervenors, if granted by the
CPUC, could delay implementation beyond that date.

On  March  16, 1994, the CPUC approved a new process for evaluating SoCalGas'
gas purchases, substantially replacing the previous process of reasonableness
reviews.  The  new Gas Cost Incentive Mechanism (GCIM) is a three-year pilot
program that began on April 1, 1994.  The GCIM essentially compares SoCalGas'
cost of gas with a benchmark level, which is the average market price of  30-
day firm spot supplies delivered to the SoCalGas service areas.

All savings from gas purchased below the benchmark are shared equally between
ratepayers and shareholders.  SoCalGas can recover all costs in excess of the
benchmark that are within a tolerance band.  If SoCalGas' cost of gas exceeds
the  tolerance  band,  then  the  excess costs  are  shared  equally  between
ratepayers  and  shareholders.   For  the first year of the program, the GCIM
provided  a  4.5 percent tolerance band above the benchmark.  For the  second
and  third years of the program, the tolerance band is 4 percent.  Since  the
inception  of  the program through September 30, 1995, SoCalGas'  gas  costs,
including  gains and losses from gas futures contracts discussed below,  were
within the tolerance band.

SoCalGas  enters into gas futures contracts in the open market on  a  limited
basis.  SoCalGas' intention is to use gas futures contracts to mitigate  risk
and  better  manage gas costs.  The CPUC has approved the use of gas  futures
for managing risk associated with the GCIM.

Three  proposed decisions have been submitted for consideration by the  CPUC,
one by an Administrative Law Judge (ALJ), another by a CPUC Commissioner, and
a third by two CPUC Commissioners regarding ratepayer funding for the natural
gas vehicle (NGV) program.  Two proposals authorized SoCalGas $33 million and
the  third proposal authorized $35 million over six years to cover the  costs
of  maintaining existing fueling stations, increasing the overall  number  of
natural   gas   vehicles,  continuing  research  and  conducting  educational
activities.   The  decision is subject to CPUC approval and  it  may  accept,
reject or modify any proposal.

All the proposals require that all refueling stations on customer property be
sold  or  removed from ratebase within six years of the decision.  Under  the
ALJ proposal, any depreciation previously recovered in rates, less 50% of any
gain resulting from the sale of these stations would be the responsibility of
SoCalGas.   If this proposal is accepted by the CPUC, SoCalGas  may  have  to
reduce the carrying value of its $20 million investment in these stations.

The  second proposal is the same as the ALJ proposal except that depreciation
previously  recovered in rates would not be the responsibility  of  SoCalGas.
Under  this  proposal, a reduction in the investment carrying  value  of  the
stations would probably be unnecessary or be immaterial.

Under the  proposed  decision  sponsored  by  two  CPUC  Commissioners, all

<PAGE>PAGE 11


refueling  stations would be sold or removed from ratebase within six  years.
During  this  period, depreciation on those facilities would continue  to  be
allowed  in rates and SoCalGas would be responsible for 25% of any  resulting
losses  on the sale or keep 25% of any resulting gains.  Under this proposal,
a reduction in the investment carrying value would probably be unnecessary or
would be immaterial.

SoCalGas  continues  to  believe  that the Commission  will  adopt  a  policy
permitting recovery of all or substantially all of NGV costs.

The  CPUC  approved a plan to reduce rates to core customers by $280  million
reflecting  the impact of lower gas prices.  Of the total, $120 million  will
be  returned  to customers as a rate reduction implemented on  September  16,
1995 and $160 million will be returned as a one time credit in November 1995.


FACTORS  INFLUENCING FUTURE PERFORMANCE.  Under current ratemaking  policies,
future  SoCalGas earnings and cash flow will be determined primarily  by  the
allowed  rate  of  return on common equity, the growth in  ratebase,  noncore
market pricing and the variance in gas volumes delivered to noncore customers
versus CPUC-adopted  forecast  deliveries  and  the  ability of management to
control  expenses and investment in line with the amounts authorized  by  the
CPUC to be collected in rates.

The  impact of any future regulatory restructuring, such as Performance Based
Regulation,   increased  competitiveness  in  the  industry,  including   the
continuing  threat  of customers bypassing SoCalGas' systems,  and  obtaining
service   directly   from   interstate  pipelines,  and   electric   industry
restructuring could also affect SoCalGas' future performance.  The  Company's
ability  to  report  as  earnings the results  from  revenues  in  excess  of
SoCalGas'  authorized return from noncore customers due to  volume  increases
has  been  eliminated for the five years that began on August 1,  1994  as  a
consequence  of  the  restructuring of the high-cost gas contracts  that  was
approved  by the CPUC in July 1994 (the Comprehensive Settlement).   This  is
because  certain forecasted levels of gas deliveries in excess  of  the  1991
throughput  levels  used  to  establish noncore rates  were  contemplated  in
estimating the costs of the Comprehensive Settlement in prior years.

SoCalGas'  earnings  for  1995  will be  affected  by  the  increase  in  the
authorized  rate of return on common equity, reflecting the overall  increase
in  cost  of  capital.  For 1995, SoCalGas is authorized to earn  a  rate  of
return  on ratebase of 9.67 percent and a rate of return on common equity  of
12.00  percent  compared to 9.22 percent and 11.00 percent, respectively,  in
1994.   A  change in return on equity of 1 percent (100 basis points) impacts
earnings  approximately $.17 per share.  Rate base is expected to  remain  at
the same level as 1994.

On  May 9, 1995, SoCalGas filed a request with the CPUC for the 1996 cost  of
capital.   SoCalGas requested an authorized return on common equity of  12.50
percent and a 9.90 percent return on rate base.  An administrative law judge

<PAGE>PAGE 12


has  recommended that the CPUC adopt a settlement awarding a return on equity
of  11.6%  and a return on ratebase of 9.42%.  The CPUC is expected to  issue
its final decision in November 1995.

The  Company's earnings for the fourth quarter of 1995 and all of  1996  will
continue to  be  favorably  impacted  by  the  completion of a realignment of
the  Company  into five business units effective July 1995.   The  annualized
dollar  savings from the realignment are expected to amount to  approximately
$59 million.  Certain amounts of the savings represent a reduction in capital
expenditures and additional amounts of the savings will need to  be  returned
to  the  SoCalGas ratepayers in accordance with provisions of SoCalGas'  1994
general rate case decision.  A significant amount of the savings will not  be
realized   until  1996,  the  first  full  year  following  the  realignment.
Improvements  in  earnings will be partially offset by the 2  percent  and  3
percent  productivity adjustments for 1995 and 1996, respectively, authorized
by the CPUC, under the terms of the 1994 Comprehensive Settlement.

Existing interstate pipeline capacity into California exceeds current demand
by over 1 billion cubic feet per day.  Up to 2 billion cubic feet per day of
capacity  on  the  El  Paso  and  Transwestern  interstate  pipeline  systems
representing  over  $175  million and $55 million,  respectively,  of  annual
reservation charges, may be  relinquished  within the next few years based on
existing contract  reduction  options and contract expirations.  Some of this
capacity  may  not  be  resubscribed.   Current  Federal  Regulatory   Energy
Commission  (FERC) regulation could permit the cost of unsubscribed  capacity
to  be  allocated  to  remaining firm service customers, including  SoCalGas.
Under  existing regulation in California, SoCalGas would have the opportunity
to  include  its  portion of any such reallocated costs  in  its  rates.   If
competitive  conditions  did not support higher rates  resulting  from  these
reallocated  costs, then SoCalGas would be at risk for lost revenues  in  the
noncore market.

SoCalGas,  as a part of a coalition of customers who hold 90 percent  of  the
firm  transportation capacity rights on the El Paso and Transwestern systems,
has  offered a proposal for negotiated rates with balanced incentives  to  El
Paso  and  Transwestern  to resolve the issue of unsubscribed  capacity.   In
March  1995,  a  Principles  of  Agreement consistent  with  the  coalition's
proposal  was  finalized  with  Transwestern.  A  definitive  settlement  was
submitted  to the FERC on May 2, 1995 and approval was granted  on  July  26,
1995.   A  similar proposal was offered to and rejected by El Paso.  El  Paso
has  subsequently filed for a $74 million annual rate increase with the FERC.
The  rate increase proposes to reallocate to its remaining firm customers the
costs related to pipeline capacity soon to be relinquished by certain of  its
customers.  On July 12, 1995, SoCalGas and a coalition of El Paso's customers
filed  a  protest with the FERC in opposition to El Paso's request.  El  Paso
and its customers including SoCalGas are continuing negotiations.

SoCalGas'  operations and those of its customers are affected  by  a  growing
number  of  environmental laws and regulations.  These laws  and  regulations
affect current operations as well as future expansion.  Historically,

<PAGE>PAGE 13


environmental  laws favorably impacted the use of natural  gas  in  SoCalGas'
service  territory,  particularly by utility electric  generation  and  large
industrial   customers.    However,   increasingly   complex   administrative
requirements  may  discourage natural gas use by  commercial  and  industrial
customers.  Environmental laws also require clean up of facilities no  longer
in use.  Because  of  current  and expected rate recovery, SoCalGas believes
that  compliance with these laws will not have a significant  impact  on  its
financial statements.  For further discussion of regulatory and environmental
matters, see Note 2 of Notes to Condensed Consolidated Financial Statements.


PARENT COMPANY

Parent  company expenses after taxes were $4 million and $2 million  for  the
three  months ended September 30, 1995 and 1994, respectively, and $8 million
and  $6  million  for  the nine months ended September  30,  1995  and  1994,
respectively.

Pacific Enterprises International has formed a partnership with San Diego Gas
&  Electric  Co. and Proxima, S.A. de C.V. to build and operate  natural  gas
distribution networks in Mexico.

The  partnership's  first project, if awarded the franchise  by  the  Mexican
government,  would  be  to distribute gas to the City  of  Mexicali  in  Baja
California.   This proposed distribution network would have the  capacity  to
deliver  80  million  cubic  feet  of gas per  day.   Once  approved  by  the
government,  licensing  will  take  approximately  six  months   and   actual
construction of the pipeline and facilities another six months.  This project
could require the partnership to invest up to $12 million in Mexico and up to
another $12 million for pipeline extensions north of the border.


CAPITAL EXPENDITURES

Capital  expenditures were $150 million and $149 million for the  first  nine
months of 1995 and 1994, respectively.  Capital expenditures are estimated to
be  $250  million  in  1995,  and will be financed  primarily  by  internally
generated funds.


LIQUIDITY AND DIVIDENDS

Cash  and  cash  equivalents at September 30, 1995 were  $368  million  which
includes  $307  million  of non-utility cash.  This  cash  is  available  for
investment in new energy-related projects, retirement of preferred stock  and
debt  and  other  corporate  purposes during the next  few  years.   Accounts
receivable  decreased  $193 million from December 31,  1994,  reflecting  the
seasonal  fluctuations  in the sale of gas.  Regulatory  accounts  receivable
decreased  $201  million, reflecting the recovery through  rates  of  amounts
undercollected in prior years.  As a result, the cash flows generated were

<PAGE>PAGE 14


available for additional cash requirements, which were primarily utilized for
the repayment of debt and a preferred stock redemption of $30 million.

On  June  19,  1995,  the  Company redeemed $30  million  of  $7.64  Dividend
Preferred  Stock.   The  Company  has no  further  plans  for  redemption  of
preferred stock in 1995.

In  October  1995, the Company declared a regular quarterly  dividend  of  34
cents per share, payable on November 15, 1995 to shareholders of common stock
of record at the close of business on October 20, 1995.

On  October  31,  1995,  SoCalGas  announced  it  would  redeem  all  of  the
approximately $18.4 million aggregate principal amount of its  9  3/4%  First
Mortgage  Bonds, Series X, due in 2020 at 106.95% of the principal amount  of
the  bonds  plus accrued interest.  The redemption date will be  December  1,
1995.


PART II. OTHER INFORMATION

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.

(b)  There  were  no  reports  on  Form 8-K filed during  the  quarter  ended
     September 30, 1995.




SIGNATURE

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.


PACIFIC ENTERPRISES
-------------------
   (Registrant)

/s/ Ralph Todaro
-----------------------------
Ralph Todaro
Vice President and Controller
(Chief Accounting Officer and
 duly authorized signatory)


Date: November 13, 1995