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 *

Hack Robert J 		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)
COO of Division
(Last)          (First)          (Middle)

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

1/9/2012
(Street)

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

 
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   1/9/2012     J   V 13412.4   D $42.2625   0   (1) I   401(k) Savings Plan  
Common Stock                  8695.6416   I   Issuer's Supplemental Deferred Compensation Plan   (2)
Common Stock                  1575   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
Employee Stock Options (right to purchase)   $16.8255                      (3) 2/6/2014   Common Stock   3308     3308   D    
Employee Stock Options (right to purchase)   $24.0572                      (3) 7/26/2015   Common Stock   768     768   D    
Stock Appreciation Rights   $28.07                      (4) 12/28/2016   Common Stock   10392     10392   D    
Stock Appreciation Rights   $28.48                      (5) 12/17/2017   Common Stock   16925     16925   D    
Cash Restricted Stock Units     (6)                    (6)   (6) Common Stock   5698     5698   D    
Stock Appreciation Rights   $12.55                      (7) 12/15/2018   Common Stock   35124     35124   D    
Cash Restricted Stock Units     (8)                    (8)   (8) Common Stock   4902     4902   D    
Stock Appreciation Rights   $21.64                      (9) 12/15/2019   Common Stock   17207     17207   D    
Cash Restricted Stock Units     (10)                    (10)   (10) Common Stock   4236     4236   D    
Stock Appreciation Rights   $24.8                      (11) 12/13/2020   Common Stock   14074     14074   D    
Cash Restricted Stock Units     (12) (13)                    (12) (13)   (12) (13) Common Stock   3565     3565   D    

Explanation of Responses:
( 1)  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"). Pursuant to the Merger Agreement, ETE exercised its right to request that the Company eliminate from the Southern Union Savings Plan (the "Savings Plan") all shares of Company common stock. Accordingly, the trustee of the Savings Plan liquidated all shares of Company common stock held in the Savings Plan, including those held by the Reporting Person. The share price reflected represents the average sale price realized by the trustee of the Savings Plan in open market trading on all shares held in the Savings Plan.
( 2)  This information concerns shares held under the Issuer's Supplemental Deferred Compensation Plan. Shares in the Supplemental Deferred Compensation Plan are purchased by the Plan Trustee, at the sole discretion of the Plan Trustee, at such prices as were available in the open market at the time of purchase.
( 3)  The options are fully vested and exercisable.
( 4)  Stock appreciation rights will be settled in shares of common stock at an exercise price of $28.07 per share, which was equal to the closing price on December 28, 2006 ("Grant Date 2006"). The Stock appreciation rights granted on Grant Date 2006 are fully vested and exercisable.
( 5)  Stock appreciation rights will be settled in shares of common stock at an exercise price of $28.48 per share, which was equal to the closing price on December 17, 2007 ("Grant Date 2007"). The Stock appreciation rights granted on grant Date 2007 are fully vested and exerciseable.
( 6)  8,546 cash restricted stock units were awarded to the Reporting Person on December 15, 2008 ("Grant Date 2008"). 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 will expire in equal installments on the first, second and third anniversaries of Grant Date 2008. To date, restrictions have expired on 5,697 of the cash restricted stock units. Restrictions on an additional 2849 cash restricted units will expire on December 15, 2011.
( 7)  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 2008. The award will vest in equal installments on the first, second and third anniversaries of Grant Date 2008. As such, 23,416 stock appreciation rights have vested and are exercisable. An additional 11,708 stock appreciation rights will vest on December 15, 2011.
( 8)  4,902 cash restricted stock units were awarded to the Reporting Person on December 15, 2009 ("Grant Date 2009"). 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 will expire in equal installments on the first, second and third anniversaries of Grant Date 2009. To date, restrictions have expired on 1,634 cash restricted stock units. Restrictions on an additional 1,634 cash restricted stock units will expire on December 15, 2011.
( 9)  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 2009. The award will vest in equal installments on the first, second and third anniversaries of Grant Date 2009. As such, 5,735 stock appreciation rights have vested and are exerciseable. An additional 5,735 stock appreciation rights will vest on December 15, 2011.
( 10)  4,236 cash restricted stock units were awarded to the Reporting Person on December 13, 2010 ("Grant Date 2010"). 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 will expire in equal installments on the first, second and third anniversaries of Grant Date 2010. Restrictions on 1,412 cash restricted stock units will expire on December 13, 2011.
( 11)  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 the Grant Date 2010. The award will vest in equal installments on the first, second and third anniversaries of Grant Date 2010. As such 4,691 stock appreciation rights will vest on December 13, 2011.
( 12)  3,565 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.
( 13)  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
Hack Robert J
5051 WESTHEIMER ROAD
HOUSTON, TX 77056-5306

COO of Division

Signatures
Robert M. Kerrigan, III for Robert J. Hack 1/11/2012
** 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).
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