SEC Form 5
FORM 5 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
 Form 3 Holdings Reported.
  
 Form 4 Transactions Reported.
1. Name and Address of Reporting Person*
Hack Robert J
(Last) (First) (Middle)
5444 WESTHEIMER ROAD
(Street)
HOUSTON TX 77056-5306
(City) (State) (Zip)
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
3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2010
4. If Amendment, Date of Original Filed (Month/Day/Year)
 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. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Amount (A) or (D) Price
Common Stock 12/31/2010 P 1,915.6635 A (1) 12,258.6985 I 401(k) Plan(1)
Common Stock 1,575 D
Common Stock 8,587.3736 I Supplemental Deferred Compensation Plan(2)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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 (Month/Day/Year) 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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Options (Right to Purchase) $16.8255 (3) 02/06/2014 Common Stock 3,308 3,308 D
Employee Stock Options (Right to Purchase) $24.0572 (3) 07/26/2015 Common Stock 768 768 D
Stock Appreciation Rights $28.07 (4) 12/28/2016 Common Stock 10,392 10,392 D
Stock Appreciation Rights $28.48 (4) 12/17/2017 Common Stock 16,925 16,925 D
Cash Restricted Units (5) (5) (5) Common Stock 2,849 2,849 D
Stock Appreciation Rights $12.55 (6) 12/15/2018 Common Stock 35,124 35,124 D
Cash Restricted Units (7) (7) (7) Common Stock 3,268 3,268 D
Stock Appreciation Rights $21.64 (8) 12/15/2019 Common Stock 17,207 17,207 D
Cash Restricted Units (9) (9) (9) Common Stock 4,236 4,236 D
Stock Appreciation Rights $24.8 (10) 12/13/2020 Common Stock 14,074 14,074 D
Explanation of Responses:
1. This information concerns shares held under the Issuer's 401(k) Plan. This report reflects shares purchased for the plan by the plan trustee, at the sole discretion of the trustee, at such prices as were available in the open market at the time of such purchases. Information reported herein is based on a plan statement for the period ended December 31, 2010.
2. This information concerns shares held under the Issuer's Supplemental Deferred Compensation Plan. This report reflects shares purchased for the plan by the plan trustee, at the sole discretion of the trustee, at such prices as were available on the open market at the time of such purchases. Information reported herein is based on a plan statement for the period ended December 31, 2010.
3. The options are fully vested and exerciseable.
4. The stock appreciation rights are fully vested and exerciseable.
5. 8,546 cash restricted units were awarded to the Reporting Person on December 15, 2008 ("Grant Date 2008"). The cash restricted units permit the recipient 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 annual installments on the first, second and third anniversaries of Grant Date 2008. To date restrictions have expired on 2,848 of the cash restricted units.
6. 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 annual installments on the first, second and third anniversaries of Grant Date 2008. To date, 23,416 stock appreciation rights have vested and are exerciseable.
7. 4,902 cash restricted units were awarded to the reorting Person on December 15, 2009 ("Grant Date 2009"). The cash restricted 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 of the cash restricted units.
8. 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. To date, 5,735 stock appreciation rights have vested and are exerciseable.
9. 4,236 cash restricted units were awarded to the reorting Person on December 13, 2010 ("Grant Date 2010"). The cash restricted 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.
10. 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.
Remarks:
Robert M. Kerrigan, III for Robert J. Hack 02/14/2011
** 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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