FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Farrell Roger A. 		2. Issuer Name and Ticker or Trading Symbol

SOUTHERN UNION CO [ SUG ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
SVP, Midstream Operations
(Last)          (First)          (Middle)

5051 WESTHEIMER ROAD 		3. Date of Earliest Transaction (MM/DD/YYYY)

11/6/2011
(Street)

HOUSTON, TX 77056-5306
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

11/8/2011 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock                  5000   (1) D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Cash Restricted Stock Units     (2)                    (2)   (2) Common Stock   1628     1628   D    
Stock Appreciation Rights   $12.55                      (3) 12/15/2018   Common Stock   20071     20071   D    
Cash Restricted Stock Units     (4)                    (4) 12/15/2019   Common Stock   2802     2802   D    
Stock Appreciation Rights   $21.64                      (5) 12/15/2019   Common Stock   14749     14749   D    
Cash Restricted Stock Units     (6)                    (6)   (6) Common Stock   7261     7261   D    
Stock Appreciation Rights     (7)                    (7) 12/13/2020   Common Stock   24126     24126   D    
Cash Restricted Stock Units     (8) (9) 11/6/2011     A      4753         (8) (9)   (8) (9) Common Stock   4753     (8) (9) 4753   D    

Explanation of Responses:
( 1)  A Form 4 filed on behalf of the Reporting Person on November 8, 2011, incorrectly reflected beneficial ownership of 9,200 shares of Company stock. The correct amount of shares of Company stock beneficially owned is 5,000.
( 2)  4,884 cash restricted stock units were awarded to the Reporting Person on December 15, 2008 (the "Grant Date"). The cash restricted stock units permit the Reporting Person to receive, on predetermined dates upon expiration of applicable restrictions, cash in an amount equal to a specified number of shares of the Company's common stock valued at the closing price of the Company's common stock on such dates. Restrictions on the award expire in equal installments on the first, second and third anniversaries of Grant Date 2008. To date, restrictions have expired on 3,256 cash restricted stock units. Restrictions on an additional 1,628 cash restricted stock units will expire on December 15, 2011.
( 3)  Stock appreciation rights will be settled in shares of common stock at an exercise price of $12.55 per share, which was equal to the closing price on the Grant Date. The award will vest in equal installments on the first, second and third anniversaries of Grant Date 2008. To date 13,380 stock appreciation rights have vested and are exerciseable. An additional 6,691 stock appreciation rights will vest on December 15, 2011.
( 4)  4,202 cash restricted stock units were awarded to the Reporting Person on December 15, 2009 (the "Grant Date"). The cash restricted stock units permit the Reporting Person to receive, on predetermined dates upon expiration of applicable restrictions, cash in an amount equal to a specified number of shares of the Company's common stock valued at the closing price of the Company's common stock on such dates. Restrictions on each award expire in equal installments on the first, second and third anniversaries of Grant Date 2009. Restrictions on 1,400 cash restricted stock units expired on December 15, 2010.
( 5)  Stock appreciation rights will be settled in shares of common stock at an exercise price of $21.64 per share, which was equal to the closing price on the Grant Date. The award will vest in equal installments on the first, second and third anniversaries of Grant Date 2009. 4,916 stock appreciation rights vested on December 15, 2010.
( 6)  7,261 cash restricted stock units were awarded to the Reporting Person on December 13, 2010 (the "Grant Date"). The cash restricted stock units permit the Reporting Person to receive, on predetermined dates upon expiration of applicable restrictions, cash in an amount equal to a specified number of shares of the Company's common stock valued at the closing price of the Company's common stock on such dates. Restrictions on each award expire in equal installments on the first, second and third anniversaries of Grant Date 2010.
( 7)  Stock appreciation rights will be settled in shares of common stock at an exercise price of $24.80 per share, which was equal to the closing price on Grant Date 2010. The award will vest in equal installments on the first, second and third anniversaries of Grant Date 2010.
( 8)  4,753 cash restricted stock units ("RSUs") were awarded to the Reporting Person on November 6, 2011 ("Grant Date 2011"). The RSUs were awarded in accordance with the Company's Third Amended and Restated 2003 Stock and Incentive Plan. The RSUs permit the Reporting Person to receive cash in an amount equal to a specified number of shares of the Company's common stock valued at the closing price of the Company's common stock on the dates such restrictions expire. Restrictions on such award will expire in equal amounts on the first, second and third anniversaries of Grant Date 2011, unless the restrictions are earlier terminated in accordance with the Plan or the applicable award agreement.
( 9)  On July 19, 2011, the Company entered into a Second Amended and Restated Agreement and Plan of Merger with Energy Transfer Equity, L.P. ("ETE") and Sigma Acquisition Corporation, a wholly-owned subsidiary of ETE (as amended by Amendment No. 1 to Agreement and Plan of Merger dated as of September 14, 2011, the "Merger Agreement"). The RSUs awarded to the Reporting Person will be treated in accordance with the terms and conditions of the Merger Agreement. The Merger Agreement is available in its entirety as Annex A to the Company's definitive Proxy Statement filed with the SEC on October 27, 2011.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Farrell Roger A.
5051 WESTHEIMER ROAD
HOUSTON, TX 77056-5306

SVP, Midstream Operations

Signatures
Robert M. Kerrigan, III for Roger A. Farrell 2/1/2012
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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