SECURITIES AND EXCHANGE COMMISSION

                        Washington, D.C.  20549


                               FORM 8-K

                            CURRENT REPORT



     Pursuant to Section 13 or 15(d) of the Securities Exchange Act
                                of 1934




Date of Report
(Date of earliest event reported):   May 21, 1999
                                   -------------------


                SAN DIEGO GAS & ELECTRIC COMPANY
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       (Exact name of registrant as specified in its charter)


CALIFORNIA                      1-3779                    95-1184800
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(State of incorporation      (Commission             (I.R.S. Employer
or organization)             File Number)          Identification No.


8326 CENTURY PARK COURT, SAN DIEGO, CALIFORNIA               92123
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(Address of principal executive offices)                   (Zip Code)


                                                       (619) 696-2000
Registrant's telephone number, including area code-------------------


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   (Former name or former address, if changed since last report.)





                           FORM 8-K

Item 2.  Acquisition or Disposition of Assets

On May 21, 1999 San Diego Gas & Electric Company (SDG&E) completed
the sale of its 965-megawatt Encina Power Plant and 17 combustion-
turbine generators to Dynegy Inc. and NRG Energy Inc. for $356
million in cash. The power plant began operating in Carlsbad,
California, in 1954 and consists of five steam-generating units and
an on-site combustion turbine. Other assets sold along with the
plant are substantial acreage including the outer and middle
sections of the Agua Hedionda Lagoon.

Previously, on April 23, 1999, SDG&E completed the sale of its 693-
megawatt South Bay Power Plant to the San Diego Unified Port
District for $110 million, which the Port District is financing
through revenue bonds.

SDG&E will operate and maintain both facilities for the new owners
for the next two years. The press releases announcing the
completion of these sales are attached as Exhibits 99.1 and 99.2.


Item 7.  Financial Statements And Exhibits.

         (c) Exhibits

             99.1 Press release dated May 21, 1999 announcing the
                  completion of the sale of Encina Power Plant and
                  combustion turbines to Dynegy, NRG Energy.

             99.2 Press release dated April 23, 1999 announcing the
                  completion of the sale of South Bay Power Plant
                  to the San Diego Unified Port District.






                              SIGNATURE


Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.


                                    SAN DIEGO GAS & ELECTRIC COMPANY
                                           (Registrant)


Date: May 21, 1999                  By: /s/ E.A. Guiles
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                                        E.A. Guiles
                                        President