EXHIBIT 23.2
 
INDEPENDENT AUDITORS' CONSENT
   
  We consent to the incorporation by reference in this Pre-Effective Amendment
No. 2 to Registration Statement No. 33-57007 of SDO Parent Co., Inc. on Form S-
4 of our report dated February 27, 1995 (which report contains an emphasis
paragraph referring to the Company's consideration of alternative strategies
for its 80 percent owned subsidiary, Wahlco Environmental Systems, Inc.),
incorporated by reference in the Annual Report on Form 10-K of San Diego Gas &
Electric Company for the year ended December 31, 1994 and to the reference to
us under the heading "Experts" in the Proxy Statement and Prospectus, which is
part of this Registration Statement.     
   
/s/ DELOITTE & TOUCHE LLP     
 
San Diego, California
   
February 28, 1995