ARTHUR ANDERSEN

                                                         Exhibit 15



                    REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS




To the Board of Directors of Southern Investments UK plc

     We have reviewed the accompanying condensed consolidated balance sheet of
SOUTHERN INVESTMENTS UK plc (a company incorporated in England and Wales) as of
June 30, 1999, and the related condensed consolidated statements of income for
the three-month periods ended June 30, 1999 and 1998, and the condensed
consolidated statements of cash flows for the three-month periods ended June 30,
1999 and 1998. These financial statements are the responsibility of the
Company's management.

     We conducted our review in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical procedures to
financial data and making inquiries of persons responsible for financial and
accounting matters. It is substantially less in scope than an audit conducted in
accordance with generally accepted auditing standards, the objective of which is
the expression of an opinion regarding the financial statements taken as a
whole. Accordingly, we do not express such an opinion.

     Based on our review, we are not aware of any material modifications that
should be made to the financial statements referred to above for them to be in
conformity with generally accepted accounting principles in the United States.

     We have previously audited, in accordance with generally accepted auditing
standards in the United States, the consolidated balance sheet of SOUTHERN
INVESTMENTS UK plc as of March 31, 1999, and, in our report dated June 23, 1999,
we expressed an unqualified opinion on that consolidated balance sheet. In our
opinion, the information set forth in the accompanying condensed consolidated
balance sheet as of March 31, 1999, is fairly stated, in all material respects,
in relation to the consolidated balance sheet from which it has been derived.





/s/ ARTHUR ANDERSEN
ARTHUR ANDERSEN

Bristol, England

August 11, 1999