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Parent of Gas Co. Settles Shareholder Suits : Courts: Cases were filed after Pacific Enterprises suspended dividends during ill-fated diversification attempt.

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TIMES STAFF WRITER

In another move to close out its disastrous attempt at diversification in the 1980s, Pacific Enterprises Inc., parent of Southern California Gas Co., announced Wednesday that it has settled two class-action lawsuits filed in 1992 by angry shareholders.

The $45-million settlement includes a $17-million payment from Pacific Enterprises and undisclosed amounts from Deloitte & Touche, the company’s auditors, as well as unnamed insurers that indemnified the company under a directors and officers liability insurance policy.

“Putting these lawsuits behind us now removes the uncertainty, cost burden and management diversion” of a jury trial, Pacific Enterprises Chairman and Chief Executive Willis B. Wood Jr. said in a statement.

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The settlement will not affect the financial position or dividend of Pacific Enterprises or the gas company, he added.

“We’re satisfied with the settlement,” said Len Simon, a partner at Milberg, Weiss, Bershad, Hynes & Lerach in San Diego who worked on the plaintiffs’ case. “It’s a lot of money to receive without undergoing the risks of trial.”

The settlement terms must still be accepted by Judge J. Spencer Letts of U.S. District Court in Los Angeles, who will consider the agreement March 28. If Letts approves, the plaintiffs’ law firm will mail claim forms to shareholders and brokerage houses that have dealt in the stock.

The suits were filed after Pacific Enterprises announced in February, 1992, suspension of its stock dividend and a drastic restructuring of the company, including sale of its non-utility businesses.

In 1986, under then-Chief Executive James R. Ukropina, who resigned in December, 1991, Pacific Enterprises launched an acquisition drive that the company said would counterbalance--and make it less dependent upon--its regulated utility business, as well as provide more opportunities for growth.

The company bought and has since sold the Thrifty Drug chain, Big 5 Sporting Goods and three smaller retail chains. In 1990, it also moved into offices in the new Library Tower in Downtown Los Angeles that were criticized as extravagant by shareholders and the gas company’s unions.

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In the suits, shareholders had charged that Pacific Enterprises management had failed to adequately disclose its acquisition plans “and, even more important,” plaintiff attorney Simon said, “how badly they were doing” with the new companies.

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