EXHIBIT 5.01


                          June 9, 1994


Pacific Enterprises
633 West Fifth Street
Los Angeles, California 90071

Gentlemen:

          In my capacity as your counsel, I have examined
the Registration Statement on Form S-8 (the "Registration
Statement") to be filed by you with the Securities and
Exchange Commission for the registration under the
Securities Act of 1933, as amended, of 8,000,000 shares of
your Common Stock, without par value, to be issued from time
to time pursuant to stock options granted under the Pacific
Enterprises Employee Stock Option Plan.

          I am familiar with the proceedings taken and
proposed to be taken in connection with the authorization,
issuance and sale of such shares. On the basis of the
foregoing and subject to the completion of said proceedings
prior to the issuance of such shares, I am of the opinion
that such shares when issued will be legally and validly
issued and fully paid and nonassessable.

           I consent to the use of this opinion as an exhibit
to the Registration Statement and to the use of my name
under the caption "Legal Opinion" in the Prospectus related
thereto.

                              Respectfully submitted,


                              Gary W. Kyle



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