SecProbe.io

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-3561

       DIVISION OF
CORPORATION FINANCE

VIA FACSIMILE AND U.S. MAIL

      August 9, 2007

Ms. Linda G. Sullivan Vice President and Controller Edison International 2244 Walnut Grove Avenue Rosemead, California 91770
 Re: Edison International, File No. 1-9936
  Southern California Edison Company, File No. 1-2313
  Form 10-K for Fiscal Ye ar Ended December 31, 2006
Filed February 28, 2007 Form 10-Q for Fiscal Quar ter Ended March 31, 2007
 Dear Ms. Sullivan:
We have reviewed your filings and have the following comments.  We have
limited our review to only your financial stat ements and related disclosures and do not
intend to expand our review to  other portions of your docum ent.  Where indicated, we
think you should revise your disclosures in futu re filings in response to these comments.
If you disagree, we will consider your explanation as to why our comment is inapplicable or a revision is unnecessary.  Please be as detailed as necessary in your explanation.  In some of our comments, we may ask you to provi de us with information so we may better
understand your disclosure.  After reviewing th is information, we may or may not raise
additional comments.

 Please understand that the purpose of our re view process is to assist you in your
compliance with the applicable disclosure requirements and to enhance the overall disclosure in your filing.  We look forward to  working with you in these respects.  We
welcome any questions you may have about our comments or on any other aspect of our review.  Feel free to call us at the telephone numbers listed at the end of this letter.

Ms. Linda G. Sullivan
Edison International
August 9, 2007 Page 2 of 5  Edison International

 Form 10-K for Fiscal Year Ended December 31, 2006

 Controls and Procedures, page 53

1. We note the disclosure on page 21 of SCE’s December 31, 2006 Form 10-K that
SCE has not designed, established or main tained internal control over financial
reporting for four consolidated variable interest entities (VIEs) and that SCE’s
evaluation of internal control over financ ial reporting did not include these VIEs.
Please tell us whether you included such  VIEs in your evaluation of internal
control over financing repor ting.  If not, please disc lose that you have not
evaluated the internal  controls of the VIEs and th at your conclusion regarding the
effectiveness of your internal control ove r financial reporting does not extend to
the controls of the VIEs.  Also disclo se any key sub-totals, such as assets,
revenues and net income that result from consolidation of  entities whose internal
controls have not been assessed.  See Question 1 of “Management’s Report on Internal Control Over Financial Reporti ng and Certification of Disclosure in
Exchange Act Periodic Reports Frequen tly Asked Questions,” available on our
website at www.sec.gov
.

Exhibit 12 - Computation of Ratios of Earnings to Fixed Charges and Preferred and
Preference Stock
2. Please provide us with a reconciliation of the line item “income from continuing
operations before fixed charges and taxes” to your income statement.
Additionally, please consider revising your co mputation in future filings to clearly
disclose how you derived earni ngs, as that term is defined in Item 503(d) of
Regulation S-K.

Exhibit 13 - 2006 Annual Report

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

Results of Operations and Histori cal Cash Flow Analysis, page 51
3. We note your presentation of  basic earnings per share by subsidiary, which
represent non-GAAP financial measures.  Pl ease disclose how these measures are
used by management and in what way they provide meaningful information to investors.  Additionally, please identify these per share measures as non-GAAP
measures of performance and disclose th at the non-GAAP measures should not be
considered as an alternative to earnings  per share determined in accordance with
GAAP as an indicator of operating performance.  Refer to Item 10(e)(1)(i) of

Ms. Linda G. Sullivan
Edison International
August 9, 2007 Page 3 of 5
Regulation S-K and Question 11 of our “Frequently Asked Questions Regarding
the Use of Non-GAAP Measures,” available on our website at www.sec.gov
.

Commitments, Guarantees and Indemnities, page 73

4. Please revise your table of contractual obligations to  include other long-term
liabilities reflected on your  balance sheet, as applicable.  See Item 303(a)(5) of
Regulation S-K.

Consolidated Statements of Changes in  Common Shareholders’ Equity, page 98

5. Please explain to us why it is appropriat e to record proceeds from stock option
exercises in retained earnings rather than common stock.
 Note 1. Summary of Significant Accounting Policies, page 100

 Earnings Per Share, page 103

6. For each period for which an income statement is presented, please provide a reconciliation of th e numerators and denominators of  the basic and diluted per-
share computations for income from continuing operations.  Additionally,
disclose the amount of securities that coul d potentially dilute basic earnings per
share in the future that were not included  in the computation of diluted earnings
per share because to do so would have been antidilutive for the periods presented.  Refer to paragraph 40 of SFAS 128.

Property and Plant, page 107

Nonutility Property, page 108
7. Please explain to us why it is appr opriate to amortize acquired emission
allowances over the estimated lives of the plants rather than to amortize them as
used to generate power.

Revenue Recognition, page 110
8. Please tell us and disclose how you account  for sales and purchases of power to
and from Independent Systems Op erators and Regional Transmission
Organizations that do not use marginal pricing.  Specifically  address whether you
account for these transactions on a gross or  net basis.  In addition, tell us and
disclose the basis on which you net purcha ses and sales (for example, on a net
hourly basis).

Ms. Linda G. Sullivan
Edison International
August 9, 2007 Page 4 of 5  Note 5. Compensation and Benefit Plans, page 118

 Stock-Based Compensation, page 125

9. We note stock options accrue  dividend equivalents for the first five years of the
option term.  Please tell us and disc lose how you reflected such dividend
protection in calculating the fair value of options.  Refer to the guidance in paragraphs A35 through A37 and B90 through B93 of SFAS 123R.

10. In calculating the fair value of options  using the Black-Scholes option-pricing
model, please explain to us why it is appr opriate to base the expected term of
options on the actual remaining contractual term rather than the period of time for
which the instrument is expected to be  outstanding.  Refer to the guidance in
paragraphs A3, A18 and A26 through A30 of SFAS 123R.

Note 18. Discontinued Operations, page 158

11. As paragraph 5 of SFAS 144 specifically  excludes investments in equity
securities accounted for unde r the equity method from its  scope, it is unclear how
you concluded the sale of certain equity method investments, such as the Tri
Energy and the Caliraya-Botocan-Kalayaan projects, qualified for discontinued
operations treatment.  Please explain to us  in detail why these dispositions meet
the scope requirements of SFAS 144.
 Southern California Edison Company

 Form 10-K for Fiscal Year Ended December 31, 2006

12. To the extent applicable, please address the comments above.

*    *    *    *

Please respond to these comments within  10 business days or tell us when you
will provide us with a response.   Please furnish a response le tter that keys your responses
to our comments and provides any requested information.  Detailed response letters
greatly facilitate our review.  Please submit your response letter on EDGAR.  Please understand that we may have additional comments after reviewing your responses to our comments.

 We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filing to be certain that the filing includes all in formation required under
the Securities Exchange Act of 1934 and th at they have provided all information
investors require for an informed invest ment decision.  Since the company and its

Ms. Linda G. Sullivan
Edison International August 9, 2007 Page 5 of 5  management are in possession of all facts re lating to a company’s disclosure, they are
responsible for the accuracy and adequacy of the disclosures they have made.
  In connection with responding to our comments, please provide, in writing, a statement from the company acknowledging that:
‚ the company is responsible for the adequacy  and accuracy of the disclosure in the
filing;
 ‚ staff comments or changes to disclosure  in response to staff comments do not
foreclose the Commission from taking any action with respect to the filing; and
 ‚ the company may not assert staff comme nts as a defense in any proceeding
initiated by the Commission or any person under the federal secu rities laws of the
United States.

In addition, please be advise d that the Division of Enfo rcement has access to all
information you provide to the staff of the Divi sion of Corporation Fi nance in our review
of your filing or in response to our comments on your filing.
You may contact Staff Accountant Sarah Goldberg at (202) 551-3340 if you have
questions regarding comments on the financial statements and related matters.  Please
contact me at (202) 551-3344 with any other questions.
        S i n c e r e l y ,            William Thompson        B r a n c h  C h i e f