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      SNG Correspondence 10-19-2005

    October
      20,
      2005

    Mr.
      Michael Moran,
      Esq.

    United
      States
      Securities and Exchange Commission

    450
      Fifth Avenue,
      N.W.

    Washington,
      D.C.
      20549

    Re:        Southern
      Natural Gas
      Company

            Form
      10-K for the year ended December 31, 2004

            Filed
      March 29, 2005

            File
      No. 1-2745

    Dear
      Mr.
      Moran:

    We
      are in receipt
      of your letter dated September 29, 2005, commenting on the above referenced
      documents. Below are the comments contained in your letter followed by our
      responses. In preparing our responses, we acknowledge the
      following:

            -

              We
                are
                responsible for the adequacy and accuracy of the disclosure in our
                filings;

            -

              Staff
                comments or changes to disclosure in response to staff comments do
                not
                foreclose the Commission from taking any action with respect to our
                filings; and

            -

              We
                may not
                assert staff comments as a defense in any proceeding initiated by
                the
                Commission or any person under the federal securities laws of the
                United
                States.

    Southern
      Natural
      Gas Company Form 10-K for the year ended December 31, 2004

    General

            1.

              Your
                approved
                FERC rate of return is useful information. Prospectively, please
                disclose
                such information.

    Response

    Our
      current FERC
      settlement does not have a stated or approved rate of return. In future filings,
      should we receive an approved FERC rate of return, we will disclose such
      information.

            2.

              Explain
                to us
                what consideration you gave to the adoption of SFAS no. 143. Please
                be
                detailed in your response.

    Response

    Our
      initial
      adoption of SFAS No. 143 involved compiling an inventory of our assets, and
      reviewing them for asset retirement obligations (AROs). From this evaluation,
      we
      identified three primary types of assets where AROs could exist: our mainline
      system, our onshore and offshore supply facilities and our storage fields and
      wells. At adoption, we made no additional accruals related to AROs based on
      our
      view that, with the exception of certain offshore supply facilities, there
      are
      no legal obligations to dismantle our assets and they have indefinite lives.
      As
      part of adoption, we did reclassify as a liability, amounts related to retiring
      offshore facilities, which were previously accrued as AROs and included in
      accumulated depreciation. The total amount reclassified was approximately $17
      million and related to what is referred to as “negative salvage”, which is a
      regulatory liability recoverable through our rate structure. Our conclusions
      on
      SFAS No. 143 are further discussed below:

    Mainline
      systems:

    Our
      mainline system
      1) is not subject to any dismantlement requirements under our “right of way” or
      lease agreements; 2) must be maintained and operated under the requirements
      of
      the Natural Gas Act unless we are given specific approval to cease system
      operations; and 3) is not subject to any state or federal regulatory
      dismantlement requirement. In addition, interstate pipelines, with proper repair
      and maintenance, have the ability to be operated for an indefinite life. As
      part
      of our adoption of SFAS No. 143, we also evaluated the fact that some of the
      equipment associated with the operation of our mainline system wears out at
      relatively predictable intervals, and there is an expectation that it will
      be
      replaced. SFAS No. 143 addressed disposing of the replaced asset as an ARO.
      However, such replacements do not result in a material disposal cost. In fact,
      they are generally sold as scrap. Based on these factors, no ARO amounts were
      accrued related to our adoption of SFAS No. 143.

    Offshore
      facilities:

    Unlike
      our onshore
      mainline system, our offshore system relies more on specific locations of
      adequate gas supplies to support the operation of the facilities. Once reserves
      in a specific location are depleted, removal of the facilities may be required.
       Prior to our adoption of SFAS No. 143, we accrued the cost of our
      obligation to remove assets as required by state or federal regulations (i.e.
      FERC).  These obligations were previously recorded as negative salvage
      (a
      regulatory liability), and accrued based on management’s best estimate of when
      the abandonment activity would be performed by the Company.  As part
      of our
      adoption of SFAS No. 143, we evaluated whether additional obligations should
      be
      recorded.  Based on this evaluation, the Company concluded that no
      additional obligations exist, other than those stipulated by the FERC
      regulations under which
      the Company
      is subject.

    However,
      in
      accordance with SFAS No. 143, we did reclassify $17 million of negative salvage,
      as previously recorded under state and federal regulations, from accumulated
      depreciation to a liability.

    Storage
      Fields
      and Wells:

    The
      decision to
      abandon storage fields and wells is within the discretion of the company, and
      no
      legal obligation to dismantle these assets exists unless we abandon the
      facility. Because these assets have an indefinite life, with appropriate
      maintenance, our policy has historically been to accrue retirement obligations
      at the time we make a decision to abandon the facilities or cease utilizing
      them
      at their current intended use. As such, we did not accrue any amounts at the
      time we adopted SFAS No. 143 because we had no plans to abandon any of our
      storage facilities. We evaluate our plans each year, which may result in
      obligations in the future.

    Item
      7.
      Management’s Discussion and Analysis of Financial Condition and Results of
      Operations, page 5

    Capital
      Expenditures, page 8

            3.

              Explain
                to us
                your capitalization policy with respect to maintenance expenditures.
                In
                this regard, we noted a significant increase in the amount of capitalized
                maintenance expenditures in 2004, as compared with 2003. Also, explain
                if
                your capitalization policy is consistent with that of your
                parent.

    Response

    We
      capitalize costs
      if the expenditure is made to replace a property unit or the expenditure results
      in a betterment of the asset. Otherwise, we expense such costs. This policy
      is
      consistent with that of our parent company, El Paso Corporation. In 2004, our
      maintenance capital expenditures were approximately $23 million higher than
      2003. This increase was due to a number of items, including higher costs of
      $8
      million incurred as a result of Hurricane Ivan, $8 million of costs to comply
      with clean air and pipeline integrity regulations (consistent with the treatment
      of these items required by the FERC) and approximately $7 million of other,
      individually insignificant pipeline-related costs.

    1.
      Basis of
      Presentation and Summary of Significant Accounting Policies, page
      21

            4.

              Prospectively,
                ensure that you will disclose the composite rates of depreciation
                for your
                regulated property.

    Response

    Our
      Form 10-K (page
      23) discloses the range of our rates of depreciation. All of our property
      subject to depreciation is regulated property. Of the range we disclose, the
      most significant asset is our onshore transmission system which is depreciated
      at a rate of 1.55%. Given that this is our largest asset, we will disclose
      this
      rate in future filings, in addition to the range we have already disclosed.

    2.
      Income Taxes,
      page 25

            5.

              Explain
                if
                you have provided a deferred tax liability for the equity component
                of the
                allowance for funds used during
                construction.

    Response

    As
      required by SFAS
      No. 109, we currently have provided a deferred tax liability related to the
      equity component of our AFUDC of approximately $27 million.

    Debt
      and Other
      credit Facilities, page 27

            6.

              Prospectively,
                enhance your long-term debt table to include the month that your
                bonds
                will mature. Please also disclose any call or sinking fund terms
                or
                indicate which bonds are non-callable. See Rule 5-02 or Regulation
                S-X as
                well as paragraph 4 to SFAS no.
                129.

    Response

    Our
      bonds do not
      have any sinking fund requirements or any other similar restrictions. We do
      have
      the ability to call $400 million of our debt after March 15, 2007 and another
      $600 million at our sole discretion, at any time. We would be obligated to
      pay
      principal, accrued interest and a make-whole premium to redeem the debt. At
      this
      time, we have no intent to call this debt. In future filings, we will disclose
      these call provisions. We have evaluated disclosing the month of maturity,
      but
      do not believe the disclosure of this information would be helpful or meaningful
      to our bondholders, which represent all of our non-affiliated investors, and
      whom we believe are aware of the maturity dates of their debt
      instruments.

    11.
      Investments
      in Unconsolidated Affiliates and Transactions with Affiliates, page
      35

            7.

              Please
                reconcile the amount of income recorded from your equity method
                investments to the amount reported on the investee’s consolidated
                statements of income. Furthermore, explain in detail why you have
                timing
                differences related to these investees, and quantify such differences
                for
                us for the past three years.

    Response

                (In
                  millions)

                 2004

                2003

                2002

                Proportionate
                  share of equity in earnings of investee (based on audited financial
                  statements)

                $

                76

                $

                50

                $

                60

                Timing
                  differences

                (2

                )

                5

                (5

                )

                Amortization
                  of allocated purchase price of Citrus

                4

                -

                -

                Equity
                  in
                  earnings of investees in income statement

                $

                78

                $

                55

                $

                55

    We
      have two equity
      investments, Citrus Corporation and Bear Creek Gas Storage Company. Timing
      differences typically relate to adjustments on the largest of these investments,
      Citrus. We do not typically have such differences at Bear Creek. In accounting
      for our investment in Citrus, we estimate our equity earnings each month, and
      then evaluate actual results once received. Differences are generally
      insignificant and are adjusted in the following month. The majority of timing
      differences noted above relate to differences that arose as part of Citrus’
      audit process. This audit is typically not completed until March, shortly before
      the filing of our financial statements. We evaluated each of these differences
      and did not believe they were quantitatively or qualitatively material to our
      overall results for that year to warrant opening our accounts for these
      adjustments. In 2002 and 2003, these timing differences were $5 million related
      to an adjustment of the value of a derivative contract held by Citrus recorded
      during Citrus’ 2002 audit process. The adjustment would have resulted in
      additional income in 2002, but because of the lateness of the entry, and its
      immateriality, the adjustment was not recorded by us until 2003. In 2004, this
      difference was $2 million related to miscellaneous audit adjustments.

    In
      addition to
      timing differences, when we acquired our investment in Citrus, it was at a
      discount to the underlying book value of Citrus’ net assets, which resulted in a
      credit that is amortized into income. In most years, this amortization is
      insignificant. However, during 2004, we determined that we had inappropriately
      written off this credit amount as “negative goodwill” in 2001 with our adoption
      of SFAS 141 and 142. Upon restatement of our financial statements, we reinstated
      this credit and recorded accumulated amortization to adjust that credit balance
      to the appropriate level. However, we did not record the accumulated
      amortization associated with this adjustment in the 2002 or 2003 financial
      statements.  Therefore, the total adjustment that was reflected in 2004
      equity earnings was $4 million of income. This adjustment to amortization was
      not quantitatively or qualitatively material to our earnings to any previous
      year. This restatement is discussed and the related adjustment is disclosed
      on
      page 21 of our Form 10-K.

    General

    Should
      you have any
      further questions regarding our responses to your comments or need further
      information to assist in your review, please contact Greg Gruber at (713)
      420-4734, or Frank Olmsted, Director of Financial Reporting, at (713)
      420-3707.

                  Sincerely,

/s/
                  D. Mark
                  Leland

                D.
                  Mark
                  Leland

                Executive
                  Vice-President and Chief Financial
                  Officer

                El
                  Paso
                  Corporation