Energy Transfer Equity, L.P.

Acquisition of Southern Union Company

Investor

Presentation

–

November

21,

2011

Filed by Energy Transfer Equity, L.P.

pursuant to Rule 425 under the Securities Act of 1933

and deemed filed pursuant to Rule 14a-12 under the

Securities Exchange Act of 1934

Subject Company: Southern Union Company

Commission File No.: 1-06407

2

Legal Disclaimer

This presentation may contain statements about future events, outlook and expectations of Energy Transfer Equity, L.P. (ETE), Energy Transfer Partners, L.P.

(ETP), Regency Energy Partners LP (RGP), and Southern Union Company (SUG) (collectively, the “Companies”), all of which are forward-looking statements.

Any statement in this presentation that is not a historical fact

may be deemed to be a forward-looking statement.  These forward-looking statements rely on a

number

of

assumptions

concerning

future

events

that

are

believed

to

be

reasonable,

but

are

subject

to

a

number

of

risks,

uncertainties

and

other

factors,

many

of

which are outside the Companies’

control, and which could cause the actual results, performance or achievements of the Companies to be materially different.

Among those is the risk that conditions to closing the transaction are not met or that the anticipated benefits from the proposed transaction cannot be realized.

While the Companies believe that the assumptions concerning future events are reasonable, we caution that there are inherent difficulties in predicting certain

important factors that could impact the future performance or results of our businesses. These risks and uncertainties are discussed in more detail in the filings

made by the Companies with the Securities and Exchange Commission, copies of which are available to the public. The Companies expressly disclaim any

intention or obligation to revise or publicly update any forward-looking statements, whether as a result of new information, future events, or otherwise.

The

U.S.

federal

income

tax

consequences

to

a

SUG

shareholder

of

the

merger

and

of

owning

and

disposing

of

ETE

common

units

received

in

the

merger

are

complex.

SUG

shareholders

should

consult

their

own

tax

advisors

regarding

the

U.S.

federal

income

tax

consequences

applicable

to

them

in

light

of

their

particular circumstances. For a more detailed discussion of the material U.S. federal income tax consequences to SUG shareholders of the merger and of

ownership and disposition of ETE common units received in the merger, please see the definitive proxy statement / prospectus filed with the SEC.

All references in this presentation to capacity of a pipeline, processing plant or storage facility relate to maximum capacity under normal operating conditions and,

with

respect

to

pipeline

transportation

capacity,

are

subject

to

multiple

factors

(including

natural

gas

injections

and

withdrawals

at

various

delivery

points

along

the pipeline and the utilization of compression) which may reduce the throughput capacity from specified capacity levels.

Additional Information

A definitive proxy statement / prospectus has been sent to stockholders of SUG seeking their approval of the transaction. Investors and security holders may

obtain a free copy of the definitive proxy statement / prospectus and other documents filed by ETE and SUG with the SEC at the SEC’s website, www.sec.gov.

The definitive proxy statement / prospectus and such other documents relating to ETE may also be obtained free of charge by directing a request to Energy

Transfer Equity, L.P., Attn: Investor Relations, 3738 Oak Lawn Avenue, Dallas, Texas 75219, or from ETE’s website, www.energytransfer.com. The definitive

proxy

statement

/

prospectus

and

such

other

documents

relating

to

SUG

may

also

be

obtained

free

of

charge

by

directing

a

request

to

Southern

Union

Company,

Attn:

Investor

Relations,

5051

Westheimer

Road,

Houston,

Texas

77056,

or

from

SUG’s

website,

www.sug.com.

Investors

and

security

holders

are

urged

to

carefully read the proxy statement / prospectus and such other documents filed with the SEC because the materials contain important information regarding ETE,

SUG and the transaction.

ETE,

SUG

and

their

respective

directors

and

executive

officers

may,

under

the

rules

of

the

SEC,

be

deemed

to

be

“participants”

in

the

solicitation

of

proxies

in

connection

with

the

proposed

transaction.

Information

concerning

the

interests

of

the

persons

who

may

be

“participants”

in

the

solicitation

set

forth

in

the

definitive proxy statement / prospectus.

3

SUG Transaction Update

Review of the final transaction structure

-

Southern Union Company (“SUG”) shareholders may elect $44.25 in cash or 1.00 Energy Transfer Equity, L.P. (“ETE”)

common unit per SUG common share

-

Election subject to proration so that aggregate consideration will be a maximum of 60% cash or up to a maximum of 50%

ETE common units

-

Implies

$42.20

per

share

of

SUG

common

stock,

assuming

40%

unit

consideration,

based

on

ETE’s

closing

price

on

November

18,

2011

(1)

,

a

49.3%

premium

to

the

unaffected

SUG

closing

price

on

June

15,

2011

$3.7 billion committed acquisition financing to fund cash consideration is fully syndicated

Regulatory approval is on track

-

Only Missouri Public Service Commission (“MPSC”) approval remains

-

ETE

and

SUG

are

parties

to

a

pending

joint

application

before

the

MPSC,

requesting

an

order

authorizing

SUG

to

take

certain

actions

to

allow

ETE

to

acquire

the

equity

interests

of

SUG.

-

FERC

approval

already

received;

the

waiting

period

applicable

to

the

merger

under

HSR

has

expired

Expected timeline

-

SUG to hold a Special Meeting of Shareholders entitled to vote on the merger transaction on December 9, 2011

-

Approval

by

the

stockholders

of

SUG

as

of

October

11

th

record

date

-

Targeting Q1 2012 closing upon receipt of MPSC approval

Institutional

Shareholder

Services

and

Egan-Jones

Proxy

Services

are

both

advising

SUG

shareholders

to

vote

FOR

the

merger

on December 9th based on the following:

-

The significant premium to SUG shareholders

-

The

negotiations

by

SUG

which

resulted

in

a

34%

increase

in

value

to

shareholders

and

a

price

significantly

higher

than

Southern

Union's

all-time

high

trading

price

prior

to

the

initial

announcement

of

the

merger

-

The flexibility to elect cash or units

(1)

Adjusted for approximately 13.4% equity pre-election by certain SUG insiders.

Florida Gas Transmission

Panhandle Eastern Pipeline

Trunkline Gas

Sea Robin Pipeline

Southern Union Gas Services

Missouri Gas Energy

New England Gas Company

Storage

Trunkline LNG

Southern Union assets

ETP natural gas pipelines

Lone Star pipeline

RGP pipelines

RGP gathering system

Lone Star fractionation/processing facility

Lone Star storage facility

RGP treating/processing facility

Gas hub

Processing

Storage

Treating

ETE-controlled assets

Gas basins

Combined Asset Footprint

Note:

Excludes PEI Power.

Energy

Transfer

(1)

SUG

Combined

Miles of Natural Gas Pipeline

23,589

21,169

44,758

Natural Gas Throughput (Bcf/d)

22.1

8.6

30.7

Natural Gas Storage (Bcf)

74

109

184

Natural Gas Processing Capacity (Bcf/d)

1.4

0.5

1.9

Note:

Figures include only proportional share of partially owned assets.

(1)

Includes ETP, RGP and Lone Star JV.

The combination of SUG

with ETE creates an integrated platform for future growth

5

ETE’s pro forma cash flows will be generated through its ownership interests in Energy Transfer Partners, L.P. (“ETP”),

SUG and Regency Energy Partners LP (“RGP”)

-

ETE will receive stable, growing distributions through its limited partner interests (estimated 22.5% of ETP’s

common units outstanding, 16.7% of RGP’s common units outstanding), general partner interests and incentive

distribution rights (“IDRs”) in ETP and RGP

-

Future cash distribution increases to ETP and RGP unitholders increase distributable cash flow to ETE through its

ownership of general partner interests and IDRs in ETP and RGP

-

Newly issued ETP and RGP common units increase distributable cash flow at ETE given the required payment of

the general partner interest and IDR for each newly issued unit

-

Distributions from SUG will increase ETE distributable cash flows

$110

$333

$420

$494

$485

$489

FY2006

FY2007

FY2008

FY2009

FY2010

LTM 9/30/11

2006 - 2010 CAGR: 44.9%

ETE Distributable Cash Flow

Key Drivers for ETE Distributions for 2012 and Beyond

Consolidated Energy Transfer family has announced ~$3.5 billion in future growth projects in

key producing regions since January 1, 2011

Eagle Ford shale projects

2010 -

2014

FEP demand fee ramp-up

1Q 2011

LDH Energy acquisition (Lone Star)

2Q 2011

Tiger Pipeline demand fee ramp-up

3Q 2011

ETP NGL pipeline

3Q 2011

Tilden Treating Facility expansion

4Q 2011

SUG acquisition

1Q 2012

XTO pipeline agreement

4Q 2012

Lone Star NGL fractionator

1Q 2013

Lone Star NGL pipeline

1Q 2013

Red Bluff project

2Q 2013

Eagle Ford expansion

2014

Pro Forma ETE Overview

Future

Growth

6

01/01/09

09/18/09

06/10/10

02/28/11

11/18/11

60

80

100

120

140

160

180

200

220

240

260

280

300

320

340

360

ETE

S&P 500

Alerian MLP Index

$1.25

$1.64

$2.04

$2.16

$2.16

$2.50

FY2006

FY2007

FY2008

FY2009

FY2010

LTM 9/30/11

2006 - 2010 CAGR: 14.7%

ETE Distribution Growth

Relative ETE –

Total Return

109%

185%

35%

Source:

FactSet Research Systems.

Since January 2009, ETE unitholders have experienced total returns of 185%

ETE Relative Performance

Note:

Distributions

annualized

based

on

distribution

rate

during

the

last

quarter

of

each

period.

7

Attractive, immediate financial impact for SUG shareholders

-

Flexibility for shareholders to elect cash or ETE common units

Future growth potential is not fully reflected in current ETE unit price

-

Ability to defer tax for SUG shareholders receiving ETE common units

-

Increase

in

annualized

dividend

yield

from

2%

to

6.7%

(1)

ETE distributions for 2012 and 2013 benefit from a substantial tax shield

Enhanced long-term position as this transaction combines SUG’s attractive end-user position in major

energy-consuming markets with Energy Transfer’s unique asset footprint proximate to major natural

gas producing basins

-

The

asset

overlap

of

the

Energy

Transfer

family

with

SUG

creates

a

one-of-a-kind

platform

that

maximizes future growth opportunities

A significant cash component, highly compelling equity participation and certainty to close

(1)

Based

on

annualized

quarterly

distribution

announced

on

10/25/11

of

$0.625

per

unit

and

the

closing

unit

price

of

$37.56

as

of

November

18,

2011

as

compared

to

the

current

SUG

quarterly dividend of $0.15 per share.

Benefits to SUG Shareholders

8

Consideration Mechanism

SUG

shareholder

election on a per

share basis

$44.25 of cash per SUG

common share

1.00 ETE common unit

per SUG common share

Subject to proration if >60% of the SUG shareholders on a per

share basis elect to receive cash

Committed pre-election of ETE common units means that more

cash available for other holders (74% cash / 26% units)

Each SUG shareholder may elect to receive $44.25 cash or 1.00 ETE common unit on a per share basis

Total mix of consideration dependent upon election of SUG shareholders

Shareholder election

Outcome dependent upon aggregate election of SUG shareholders

Subject to proration if >50% of the SUG shareholders on a per

share basis elect to receive ETE common units

Approximately 13.4% of the equity consideration has already

been pre-elected by certain SUG insiders

Committed pre-election of ETE common units is subject to

proration if more holders want ETE common units

A compelling proposition for all SUG shareholders

9

$37.00

$38.00

$39.00

$40.00

$41.00

$42.00

$43.00

$44.00

$45.00

7/19/11

7/31/11

8/12/11

8/24/11

9/5/11

9/18/11

9/30/11

10/12/11

10/24/11

11/5/11

11/18/11

Implied SUG share price

Dow Jones Industrial Average

Look Through Value Since Announcement

$42.20

Source:

FactSet Research Systems.

(1)

Based

on

60%

cash

and

40%

units

for

all

shareholders,

adjusting

for

approximately

13.4%

equity

pre-election

by

certain

SUG

insiders.

(2)

Indexed to the implied SUG share price as of 7/19/11.

(1)

(2)

Compelling value proposition with current yield, future distribution growth and unit price appreciation

10

Large, diversified assets well positioned in markets

Upon closing, consolidated Energy Transfer family will have an enterprise value of ~$40 billion

(1)

Pro forma for the transaction, the consolidated Energy Transfer family will own and operate ~45,000 miles of

intrastate and interstate natural gas pipelines in addition to complementary midstream assets

-

Interstate and midstream operations provide enhanced ability to service customer needs from gathering,

processing, fractionation, storage and transportation

Connects prolific natural gas producing areas with multiple end use markets

Investment Considerations

Large Diversified

Asset Base

Strong

Balance Sheet

Committed to maintaining a strong balance sheet

Management

commitment

to

investment-grade

metrics

at

ETP,

SUG

and

RGP

Track record of maintaining a strong liquidity position

Proven ability to raise equity capital (over $3.5 billion over the last three years)

Stable

Cash Flows

Stable asset base and cash flow profile

Significant fee-based operating income and long-lived assets

High-quality customer base with strong credit profile

Hedge positions provide for further cash flow stability in commodity price sensitive areas

Well

Managed

Growth

Profile

Well-managed organic growth projects

Low-risk, high-return projects supported by long-term customer contracts

Demonstrated ability to construct and place into service pipelines on-time / on-budget

Seek growth projects that connect to existing infrastructure thereby enhancing hydraulic efficiencies

(1)

Based

on

ETP,

RGP

and

ETE

closing

prices

as

of

November

18,

2011;

units

outstanding

and

debt

balances

as

of

9/30/2011,

pro

forma

for

units

and

debt

issued

in

connection

with

the

acquisition

of

SUG and the recent ETP equity offering.

The

ETE

/

SUG

transaction

provides

a

significant

cash

component

to

SUG

shareholders,

highly

compelling equity participation and certainty to close

11

Appendix

12

Energy Transfer Equity, L.P.

(NYSE: ETE)

Market cap

(1)

: $10,298

Enterprise value

(1)

: $18,322

Corporate rating: BB-

/ Ba1

Regency Energy Partners LP

(NYSE: RGP)

Market cap

(2)

: $3,716

Enterprise value

(2)

: $5,615

Corporate rating: BB / Ba3

Energy Transfer Partners, L.P.

(NYSE: ETP)

Market cap

(1)(2)

: $15,256

Enterprise value

(1) (2)

: $23,751

Corporate rating: BBB-

/ Baa3

Midstream

Interstate Transportation

Intrastate Transportation & Storage

70%

30%

Contract Compression

Transportation

Gathering & Processing

Southern Union Company

Corporate rating: BBB-

/ Baa3

Citrus

(3)

LDCs

Panhandle Companies

SUGS

50%

Lone Star NGL LLC

Ownership in RGP

100% RGP IDRs

General Partner Interest

26.3mm LP units (16.7% of total)

Ownership in ETP

100% ETP IDRs

General Partner Interest

50.2mm LP units (22.5% of total)

Ownership in SUG

100% SUG Shares

Pro Forma Organizational Structure

($ in millions)

Note:

Market capitalizations as of November 18, 2011.

(1)

Pro forma for SUG, Citrus and APU transactions.

(2)

Includes implied GP value based on current GP cash flows capitalized at the current LP distribution yield.

(3)

See Appendix for description of Citrus merger, planned to be effective immediately prior to ETE’s acquisition of SUG.

13

ETP / RGP / Lone Star Segments Overview

Energy Transfer Partners, L.P.

More than 17,500 mi of natural gas gathering and transportation pipelines,

3 natural gas storage facilities with 74 Bcf of working capacity

and a retail

propane business serving 1.2 million customers

Intrastate Transportation and Storage

-

Oasis Pipeline (600 mi, 1.2 Bcf/d capacity west-to-east, 750 MMcf/d

capacity east-to-west)

-

East Texas Pipeline (370 mi)

-

Energy Transfer Fuel System (2,600 mi, total capacity of 5.2 Bcf/d)

-

Bethel storage facility (6.4 Bcf working capacity), Bryson storage

facility (6.0 Bcf working capacity), Godley plant

-

HPL System (4,100 mi, total capacity of 5.5 Bcf/d)

-

Bammel storage facility (62 Bcf working capacity)

Interstate Transportation

-

Transwestern Pipeline

-

2,700 mi; 1,225 MMcf/d mainline capacity and 1,610 MMcf/d San

Juan Lateral capacity

-

Tiger Pipeline

-

175 mi, 42-inch pipeline; 2.4 Bcf/d of capacity sold under 10-15 year

agreements; 100% contract demand from January 2012 through

December 2012

-

Expansion completed in August 2011

-

FEP Pipeline Joint Venture

-

50/50 joint venture with KMP

-

185 mi, 42-inch pipeline; initial capacity of 2.0 Bcf/d with 1.85 Bcf/d

sold under 10-12 year agreements; ~90% contract demand through

December 2012

Midstream

-

~7,000 mi of natural gas gathering pipelines

-

3 natural gas processing plants

-

17 natural gas treating facilities

-

10 natural gas conditioning plants

-

More than $1.25 billion of new Eagle Ford Shale growth projects since

October 2010

Retail Propane

-

Entered into an agreement to contribute propane operations to

AmeriGas Partners LP (“APU”) in exchange for $2.9 billion of cash and

APU common units

Regency Energy Partners LP

Gathering and Processing

-

North Louisiana (442 mi, 4 plants)

-

Mid-Continent (3,470 mi, 1 plant)

-

South Texas (541 mi, 2 plants)

-

West Texas (806 mi, 1 plant)

Transportation

-

49.99% of the Regency Intrastate Gas System (“RIGS”) (450 mi)

-

50% of MEP

-

500 mi, 1.8 Bcf/d capacity in Zone 1 and 1.2 Bcf/d capacity in Zone 2

Contract Compression

-

Fleet of compressors used to provide turn-key natural gas compression

services for customer specific systems

Contract Treating

-

Fleet of equipment used to provide treating services, such as carbon

dioxide and hydrogen sulfide removal, natural gas cooling, dehydration

and BTU management, to natural gas producers and midstream pipeline

companies

Source:

Company filings.

Lone Star NGL LLC Joint Venture

Joint venture owned 70% by ETP and 30% by RGP; ETP operates on

behalf of the joint venture

-

Stand-alone entity with equal board representation

NGL Storage

-

Mont Belvieu storage facility (43

million Bbls working capacity)

-

$390 million fractionator project expected to be in-service Q1 2013

-

Hattiesburg storage facility (3.9 million Bbls working capacity)

NGL Pipeline Transportation

-

West Texas NGL Pipeline (1,066 mi, 144,000 Bbls/d working capacity)

-

$917 million West Texas Gateway Project estimated to be in-service Q1

2013

NGL Fractionation & Processing

-

2 cryogenic processing plants

-

25,000 Bbls/d fractionator

-

Sea Robin gas processing plant

14

ETE

and

ETP

are

party

to

an

agreement

and

plan

of

merger

whereby

a

SUG

subsidiary

which

indirectly

holds

SUG's

50% interest in Citrus Corp., the owner of Florida Gas Transmission Company, LLC (“FGT”), will be merged with and

into an ETP subsidiary

-

The consideration to be received by ETE related to the Citrus merger is approximately $1.9 billion in cash and

approximately $105 million in ETP units

-

FGT is a 5,500 mile interstate pipeline with a throughput capacity of 3.2 Bcf/d

-

The transaction is expected to close immediately prior to the ETE / SUG closing

The transaction will provide multiple strategic advantages to ETP

-

Citrus is a premier pipeline providing access to the strong and growing Florida market

-

Expands

ETP's

fast

growing

Interstate

Transportation

segment

and

adds

significant

demand-side

market-centric

pipelines to ETP's asset portfolio

-

Significantly increases fee-based revenue and long-term contracts supported by high credit quality customers

This transaction has been approved by the Conflicts Committees of ETE and ETP

-

There are no financing contingencies

-

No ETP unitholder vote is required

ETP expects to fund the transaction with financings that are consistent with its commitment to maintaining investment

grade credit metrics

Approximately $1.45 billion of cash proceeds will be used to repay a substantial portion of the acquisition financing

incurred

by

ETE

to

fund

the

cash

consideration

to

be

paid

to

SUG

shareholders

(the

remaining

$445

million

in

cash

proceeds will be used to repay debt of SUG)

The transaction has been structured to defer any tax gain realization

Overview of Citrus Transaction