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===================================================================================================================

                                                   UNITED STATES
                                        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 (Date of earliest event reported): December 16, 2004



                                        SOUTHERN CALIFORNIA EDISON COMPANY
                              (Exact name of registrant as specified in its charter)



                 CALIFORNIA                           001-2313                              95-1240335
        (State or other jurisdiction                 (Commission                         (I.R.S. Employer
              of incorporation)                     File Number)                        Identification No.)


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

                                                   626-302-1212
                               (Registrant's telephone number, including area code)

===================================================================================================================
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing
obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


<PAGE>

         This current report includes forward-looking statements.  These forward looking statements are based on
current expectations and projections about future events based on knowledge of facts as of the date of this
current report and assumptions about future events.  These forward-looking statements are subject to various
risks and uncertainties that may be outside the control of Southern California Edison Company.  Southern
California Edison has no obligation to publicly update or revise any forward-looking statements, whether as a
result of new information, future events, or otherwise.

                                 Section 1 - Registrant's Business and Operations

Item 1.01  Entry into a Material Definitive Agreement

         On December 16, 2004, the Edison International Compensation and Executive Personnel Committee approved
the award of long-term incentives for 2005 to executive officers of Edison International and its affiliates,
including its subsidiary Southern California Edison Company ("SCE").  As in recent years, these long-term
incentive awards will have two components, with Edison International nonqualified stock options comprising 75% of
the award value and Edison International performance shares comprising 25% of the award value.  A copy of the
Edison International 2005 Long-Term Incentives Terms and Conditions is attached hereto as Exhibit 99.1.  Such
information is incorporated herein by reference.

         On December 16, 2004 the Edison International and SCE Compensation and Executive Personnel Committees
approved target annual incentives for 2005 for executive officers under the Edison International Executive
Incentive Compensation Plan (the "Plan").  Under the Plan, annual incentive compensation is determined on the
basis of company, organizational and individual performance relative to corporate goals.  A copy of the goals for
2005, including the goals for SCE, is attached hereto as Exhibit 99.2.  Such information is incorporated herein
by reference.  The SCE goals are subject to review and possible revision at the next regular SCE Board meeting
currently scheduled to occur in February 2005.

         Also, on December 16, 2004, the Edison International Board of Directors increased the annual director
match under Edison International's matching gifts program to up to $10,000 per calendar year to qualified
institutions, effective November 18, 2004.  Edison International's matching gifts program provides assistance to
qualified public and private schools by matching dollar-for-dollar gifts of at least $25 up to a prescribed
maximum amount per calendar year for employees of the Edison International companies and includes directors of
Edison International and SCE.

                                   Section 9 - Financial Statements and Exhibits

Item 9.01  Financial Statements and Exhibits.

(c)      Exhibits

         See the Exhibit Index below.


<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 hereunto duly authorized.


                                                          SOUTHERN CALIFORNIA EDISON COMPANY
                                                                     (Registrant)


                                                          <u>/s/ KENNETH S. STEWART                       </u>
                                                          KENNETH S. STEWART
                                                          Assistant General Counsel and Assistant Secretary

DATE:  DECEMBER 22, 2004

<PAGE>


                                    EXHIBIT INDEX


Exhibit No.    Description

99.1           Edison International 2005 Long-Term Incentives Terms and Conditions.

99.2           2005 performance goals for the Edison International Executive Incentive
               Compensation Plan.



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SCE 8-K Executive Compensation
===================================================================================================================

                                                   UNITED STATES
                                        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 (Date of earliest event reported): December 16, 2004

                                        SOUTHERN CALIFORNIA EDISON COMPANY
                              (Exact name of registrant as specified in its charter)

                 CALIFORNIA                           001-2313                              95-1240335
        (State or other jurisdiction                 (Commission                         (I.R.S. Employer
              of incorporation)                     File Number)                        Identification No.)

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

                                                   626-302-1212
                               (Registrant's telephone number, including area code)

===================================================================================================================
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing
obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
This current report includes forward-looking statements.  These forward looking statements are based on
current expectations and projections about future events based on knowledge of facts as of the date of this
current report and assumptions about future events.  These forward-looking statements are subject to various
risks and uncertainties that may be outside the control of Southern California Edison Company.  Southern
California Edison has no obligation to publicly update or revise any forward-looking statements, whether as a
result of new information, future events, or otherwise.

                                 Section 1 - Registrant's Business and Operations

Item 1.01  Entry into a Material Definitive Agreement

         On December 16, 2004, the Edison International Compensation and Executive Personnel Committee approved
the award of long-term incentives for 2005 to executive officers of Edison International and its affiliates,
including its subsidiary Southern California Edison Company ("SCE").  As in recent years, these long-term
incentive awards will have two components, with Edison International nonqualified stock options comprising 75% of
the award value and Edison International performance shares comprising 25% of the award value.  A copy of the
Edison International 2005 Long-Term Incentives Terms and Conditions is attached hereto as Exhibit 99.1.  Such
information is incorporated herein by reference.

         On December 16, 2004 the Edison International and SCE Compensation and Executive Personnel Committees
approved target annual incentives for 2005 for executive officers under the Edison International Executive
Incentive Compensation Plan (the "Plan").  Under the Plan, annual incentive compensation is determined on the
basis of company, organizational and individual performance relative to corporate goals.  A copy of the goals for
2005, including the goals for SCE, is attached hereto as Exhibit 99.2.  Such information is incorporated herein
by reference.  The SCE goals are subject to review and possible revision at the next regular SCE Board meeting
currently scheduled to occur in February 2005.

         Also, on December 16, 2004, the Edison International Board of Directors increased the annual director
match under Edison International's matching gifts program to up to $10,000 per calendar year to qualified
institutions, effective November 18, 2004.  Edison International's matching gifts program provides assistance to
qualified public and private schools by matching dollar-for-dollar gifts of at least $25 up to a prescribed
maximum amount per calendar year for employees of the Edison International companies and includes directors of
Edison International and SCE.

                                   Section 9 - Financial Statements and Exhibits

Item 9.01  Financial Statements and Exhibits.

(c)      Exhibits

         See the Exhibit Index below.
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 hereunto duly authorized.

                                                          SOUTHERN CALIFORNIA EDISON COMPANY
                                                                     (Registrant)
/s/ KENNETH S. STEWART
KENNETH S. STEWART
                                                          Assistant General Counsel and Assistant Secretary

DATE:  DECEMBER 22, 2004
EXHIBIT INDEX

Exhibit No.    Description

99.1           Edison International 2005 Long-Term Incentives Terms and Conditions.

99.2           2005 performance goals for the Edison International Executive Incentive
               Compensation Plan.