SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                                    FORM 8-K



                                 CURRENT REPORT



                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934




                          Date of Report: July 13, 1998
                 Date of earliest event reported: June 24, 1998



                              EDISON INTERNATIONAL
             (Exact name of registrant as specified in its charter)



        CALIFORNIA                     001-9936                  95-4137452
   (State of principal             (Commission file           (I.R.S. employer
jurisdiction of incorporation           number)              identification no.
      of organization)

                            2244 Walnut Grove Avenue
                                 (P.O. Box 800)
                           Rosemead, California 91770
          (Address of principal executive offices, including zip code)


                                  626-302-2222
              (Registrant's telephone number, including area code)



<PAGE>



                                                                  

Item 5.  Other Events.

As previously  reported in Part I, Item 1 of the  Registrant's  Annual Report on
Form 10-K for the year ended  December 31, 1997,  under the heading  "California
Electric   Utility   Restructuring--Utility   Rate   Reduction  and  Reform  Act
Initiative," on November 24, 1997,  individuals  representing The Utility Reform
Network,  Public Media Center and the  Coalition  Against  Utility Taxes filed a
voter initiative with the California Attorney General.  The proposed initiative,
which was amended by the proponents on December 9, 1997, seeks to overturn major
portions  of  the  electric  industry   restructuring   legislation  enacted  in
California in September 1996 (the  "Statute").  The initiative  proposes,  among
other  things,  to:  (i) impose an  additional  10 percent  rate  reduction  for
residential and small commercial  customers beyond the 10 percent reduction that
went into  effect on January  1, 1998;  (ii) block  stranded  cost  recovery  of
nuclear  investments;  (iii)  restrict  stranded  cost  recovery of  non-nuclear
investments unless the California Public Utilities  Commission (CPUC) finds that
the utility would be deprived of the  opportunity to earn a fair rate of return;
and (iv) prohibit the  collection of any charges  pursuant to a financing  order
for the purpose of making payments on rate reduction  notes, or if the financing
order is found  enforceable  by a court,  require  the  utility  to offset  such
charges with an equal credit to  customers.  Attached as Exhibit 99 is a copy of
the proposed  initiative filed with the California Attorney General. On February
11, 1998, the California  Secretary of State  circulated a copy of the title and
summary  prepared  for  the  proposed  initiative  by  the  California  Attorney
General's office,  which included a summary of estimate of the fiscal impacts on
state  and local  governments  if the  initiative  were to pass.  That  estimate
concluded  that the net  impact  on state  government  revenue  would be  annual
revenue reductions of approximately $100 million per fiscal year from 1998-2002.
The estimate also referred to potential  state liability for debt service on the
rate reduction notes.

         Under  the  California  Constitution,  433,269  valid  signatures  were
required to qualify the  proposed  initiative  for the November  1998  statewide
ballot.  In May 1998, the sponsors of the proposed  initiative  commenced filing
sections of the  proposed  initiative  petition  with various  county  elections
officials.  County elections  officials  determined that the proposed initiative
petition sections contained more than 700,000 total unverified  signatures.  The
California Secretary of State instructed county elections  officials,  using the
random sample  verification  method, to determine the number of valid signatures
on the petition  sections and certify those totals to it. On June 24, 1998,  the
California  Secretary of State announced that the proposed initiative  qualified
for the November 1998 ballot.

         On May 22, 1998,  Californians  for  Affordable  and Reliable  Electric
Service,  a  Coalition  of  California  Business   Organizations  and  Utilities
("CARES"),  filed a petition for writ of mandate with the Court of Appeal of the
State of California,  Third Appellate District  (Californians for Affordable and
Reliable Electric Service v. Bill Jones, et al., No. 3 Civ.  C029528).  CARES is
sponsored by the  California  Business  Roundtable,  the  California  Chamber of
Commerce,  San  Diego  Gas &  Electric  Company,  the  California  Manufacturers
Association,  Pacific Gas and  Electricity  Company,  The  California  Retailers
Association,   and  Southern   California   Edison   Company   ("SCE"),   Edison
International's  electric  utility  subsidiary,  among other  groups.  The CARES
petition challenges the proposed  initiative as illegal and  unconstitutional on
its face,  and seeks to remove the proposed  initiative  from the November  1998
ballot.  On May 27, 1998,  the  proponents  of the proposed  initiative  filed a
preliminary  opposition to petition for writ of mandate.  CARES filed a response
to the preliminary opposition on May 29, 1998. On July 2, 1998, the Court denied
CARES' petition.  This denial represents a decision by the Court not to consider
the merits of the CARES  petition  prior to the  November  election.  On July 6,
1998, CARES filed its appeal of the denial with the California Supreme Court.



<PAGE>


         If the proposed initiative is not removed from the November 1998 ballot
as requested in the CARES  petition  and is voted into law,  further  litigation
would  ensue.  Under the terms of a  servicing  agreement  relating  to the rate
reduction  notes, SCE (acting as the servicer) is required to take such legal or
administrative  actions as may be reasonably  necessary to block or overturn any
attempts to cause a repeal of, modification of or supplement to the Statute, the
financing order dated  September 3, 1997 (the  "Financing  Order") issued by the
CPUC, or the rights of holders of the property  right  authorized by the Statute
and the Financing  Order  (referred to as transition  property),  by legislative
enactment, voter initiative or constitutional amendment that would be adverse to
holders of the rate reduction  notes. The costs of such actions would be payable
out of collections  of the  nonbypassable  charges  established by the Financing
Order and the related issuance advice letter as an operating  expense related to
the rate reduction notes.  However, SCE may be required to advance its own funds
to satisfy its  obligations  as  servicer to take such legal and  administrative
actions.

         Edison  International  is unable to predict the outcome of this matter,
but if the initiative were to be voted into law, and not immediately  stayed and
ultimately invalidated by the courts, it could have a material adverse effect on
Edison International's  results of operation and financial position.  Upon voter
approval   of  the   initiative,   a   write-down   of  a   portion   of   SCE's
generation-related   assets  might  be  required  under  applicable   accounting
principles,  depending  on SCE's  assessment  of both the  probability  that the
initiative  would be struck  down by the courts and the manner in which it would
be  interpreted  and  applied  to SCE.  The  meaning of many  provisions  of the
initiative  is unclear  and, if all or part of the  initiative  is upheld by the
courts, will be subject to judicial and regulatory interpretation.  Depending on
how the  initiative  is  interpreted  and  implemented  with respect to SCE, the
potential write-down of SCE's generation-related  assets could amount to as much
as $1.9 billion after tax.

         Additionally,   if  the  initiative  were  passed  and  survived  legal
challenges,  SCE could  suffer  impacts on its annual  earnings,  including  the
possibility of being required to offset  customer  charges  necessary to pay the
principal  and  interest  on the rate  reduction  notes.  Depending  on how this
provision and other  provisions of the initiative are  interpreted  and applied,
the  annual  earnings  reductions  could be as large  as $210  million  in 1999,
gradually  declining to as much as $10 million in 2007, and immaterial  amounts
thereafter.

Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits.

(a)      Financial Statements of Businesses Acquired.  Not applicable

(b)      Pro Forma Financial Information.  Not applicable

(c)      Exhibits

           Exhibit
             No.                    Description
           -------                  -----------

             99            Proposed Initiative (No. SA 97 RF 0064)





<PAGE>






                                   SIGNATURES


Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.


                                         EDISON INTERNATIONAL
                                             (Registrant)



                                          KENNETH S. STEWART
                        ------------------------------------------------------
                                          KENNETH S. STEWART
                                       Assistant General Counsel


July 13, 1998
[{"type": "8-K", "sequence": "1", "description": "EDISON INT'L 8K ON PROPOSED INITIATVE", "secsgml_size_bytes": 9747}]
{"company-data": {"conformed-name": "EDISON INTERNATIONAL", "cik": "0000827052", "assigned-sic": "4911", "irs-number": "954137452", "state-of-incorporation": "CA", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "001-09936", "film-number": "98665068"}, "business-address": {"street1": "2244 WALNUT GROVE AVE, STE 374", "street2": "P O BOX 999", "city": "ROSEMEAD", "state": "CA", "zip": "91770", "phone": "8183022222"}, "former-company": {"former-conformed-name": "SCECORP", "date-changed": "19920703"}}
SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

                          Date of Report: July 13, 1998
                 Date of earliest event reported: June 24, 1998

                              EDISON INTERNATIONAL
             (Exact name of registrant as specified in its charter)

        CALIFORNIA                     001-9936                  95-4137452
   (State of principal             (Commission file           (I.R.S. employer
jurisdiction of incorporation           number)              identification no.
      of organization)

                            2244 Walnut Grove Avenue
                                 (P.O. Box 800)
                           Rosemead, California 91770
          (Address of principal executive offices, including zip code)

                                  626-302-2222
              (Registrant's telephone number, including area code)
Item 5.  Other Events.

As previously  reported in Part I, Item 1 of the  Registrant's  Annual Report on
Form 10-K for the year ended  December 31, 1997,  under the heading  "California
Electric   Utility   Restructuring--Utility   Rate   Reduction  and  Reform  Act
Initiative," on November 24, 1997,  individuals  representing The Utility Reform
Network,  Public Media Center and the  Coalition  Against  Utility Taxes filed a
voter initiative with the California Attorney General.  The proposed initiative,
which was amended by the proponents on December 9, 1997, seeks to overturn major
portions  of  the  electric  industry   restructuring   legislation  enacted  in
California in September 1996 (the  "Statute").  The initiative  proposes,  among
other  things,  to:  (i) impose an  additional  10 percent  rate  reduction  for
residential and small commercial  customers beyond the 10 percent reduction that
went into  effect on January  1, 1998;  (ii) block  stranded  cost  recovery  of
nuclear  investments;  (iii)  restrict  stranded  cost  recovery of  non-nuclear
investments unless the California Public Utilities  Commission (CPUC) finds that
the utility would be deprived of the  opportunity to earn a fair rate of return;
and (iv) prohibit the  collection of any charges  pursuant to a financing  order
for the purpose of making payments on rate reduction  notes, or if the financing
order is found  enforceable  by a court,  require  the  utility  to offset  such
charges with an equal credit to  customers.  Attached as Exhibit 99 is a copy of
the proposed  initiative filed with the California Attorney General. On February
11, 1998, the California  Secretary of State  circulated a copy of the title and
summary  prepared  for  the  proposed  initiative  by  the  California  Attorney
General's office,  which included a summary of estimate of the fiscal impacts on
state  and local  governments  if the  initiative  were to pass.  That  estimate
concluded  that the net  impact  on state  government  revenue  would be  annual
revenue reductions of approximately $100 million per fiscal year from 1998-2002.
The estimate also referred to potential  state liability for debt service on the
rate reduction notes.

         Under  the  California  Constitution,  433,269  valid  signatures  were
required to qualify the  proposed  initiative  for the November  1998  statewide
ballot.  In May 1998, the sponsors of the proposed  initiative  commenced filing
sections of the  proposed  initiative  petition  with various  county  elections
officials.  County elections  officials  determined that the proposed initiative
petition sections contained more than 700,000 total unverified  signatures.  The
California Secretary of State instructed county elections  officials,  using the
random sample  verification  method, to determine the number of valid signatures
on the petition  sections and certify those totals to it. On June 24, 1998,  the
California  Secretary of State announced that the proposed initiative  qualified
for the November 1998 ballot.

         On May 22, 1998,  Californians  for  Affordable  and Reliable  Electric
Service,  a  Coalition  of  California  Business   Organizations  and  Utilities
("CARES"),  filed a petition for writ of mandate with the Court of Appeal of the
State of California,  Third Appellate District  (Californians for Affordable and
Reliable Electric Service v. Bill Jones, et al., No. 3 Civ.  C029528).  CARES is
sponsored by the  California  Business  Roundtable,  the  California  Chamber of
Commerce,  San  Diego  Gas &  Electric  Company,  the  California  Manufacturers
Association,  Pacific Gas and  Electricity  Company,  The  California  Retailers
Association,   and  Southern   California   Edison   Company   ("SCE"),   Edison
International's  electric  utility  subsidiary,  among other  groups.  The CARES
petition challenges the proposed  initiative as illegal and  unconstitutional on
its face,  and seeks to remove the proposed  initiative  from the November  1998
ballot.  On May 27, 1998,  the  proponents  of the proposed  initiative  filed a
preliminary  opposition to petition for writ of mandate.  CARES filed a response
to the preliminary opposition on May 29, 1998. On July 2, 1998, the Court denied
CARES' petition.  This denial represents a decision by the Court not to consider
the merits of the CARES  petition  prior to the  November  election.  On July 6,
1998, CARES filed its appeal of the denial with the California Supreme Court.
If the proposed initiative is not removed from the November 1998 ballot
as requested in the CARES  petition  and is voted into law,  further  litigation
would  ensue.  Under the terms of a  servicing  agreement  relating  to the rate
reduction  notes, SCE (acting as the servicer) is required to take such legal or
administrative  actions as may be reasonably  necessary to block or overturn any
attempts to cause a repeal of, modification of or supplement to the Statute, the
financing order dated  September 3, 1997 (the  "Financing  Order") issued by the
CPUC, or the rights of holders of the property  right  authorized by the Statute
and the Financing  Order  (referred to as transition  property),  by legislative
enactment, voter initiative or constitutional amendment that would be adverse to
holders of the rate reduction  notes. The costs of such actions would be payable
out of collections  of the  nonbypassable  charges  established by the Financing
Order and the related issuance advice letter as an operating  expense related to
the rate reduction notes.  However, SCE may be required to advance its own funds
to satisfy its  obligations  as  servicer to take such legal and  administrative
actions.

         Edison  International  is unable to predict the outcome of this matter,
but if the initiative were to be voted into law, and not immediately  stayed and
ultimately invalidated by the courts, it could have a material adverse effect on
Edison International's  results of operation and financial position.  Upon voter
approval   of  the   initiative,   a   write-down   of  a   portion   of   SCE's
generation-related   assets  might  be  required  under  applicable   accounting
principles,  depending  on SCE's  assessment  of both the  probability  that the
initiative  would be struck  down by the courts and the manner in which it would
be  interpreted  and  applied  to SCE.  The  meaning of many  provisions  of the
initiative  is unclear  and, if all or part of the  initiative  is upheld by the
courts, will be subject to judicial and regulatory interpretation.  Depending on
how the  initiative  is  interpreted  and  implemented  with respect to SCE, the
potential write-down of SCE's generation-related  assets could amount to as much
as $1.9 billion after tax.

         Additionally,   if  the  initiative  were  passed  and  survived  legal
challenges,  SCE could  suffer  impacts on its annual  earnings,  including  the
possibility of being required to offset  customer  charges  necessary to pay the
principal  and  interest  on the rate  reduction  notes.  Depending  on how this
provision and other  provisions of the initiative are  interpreted  and applied,
the  annual  earnings  reductions  could be as large  as $210  million  in 1999,
gradually  declining to as much as $10 million in 2007, and immaterial  amounts
thereafter.

Item 7.  Financial Statements, Pro Forma Financial Information and Exhibits.

(a)      Financial Statements of Businesses Acquired.  Not applicable

(b)      Pro Forma Financial Information.  Not applicable

(c)      Exhibits

           Exhibit
             No.                    Description
           -------                  -----------

             99            Proposed Initiative (No. SA 97 RF 0064)
SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.

                                         EDISON INTERNATIONAL
                                             (Registrant)

                                          KENNETH S. STEWART
                        ------------------------------------------------------
                                          KENNETH S. STEWART
                                       Assistant General Counsel

July 13, 1998