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):   September 1, 2001
                                                               -----------------

                          Southern States Power Company, Inc.
                 (Exact name of registrant as specified in its charter)


                                    Delaware
                  (State  or  other  jurisdiction  of  incorporation)


                0-29356                                  33-0312389
      (Commission  File  Number)            (IRS  Employer  Identification  No.)

 3400 Inland Empire Blvd., Suite 101, Ontario, California              91764
       (Address  of  principal  executive  offices)                 (Zip  Code)


                                (909)  476-3575
              Registrant's  telephone  number,  including  area  code:



                 (Former  name,  address  and  telephone  number)





                                        1
<PAGE>


ITEM  1.          CHANGES  IN  CONTROL  OF  REGISTRANT

     Not  applicable.

ITEM  2.          ACQUISITION  OR  DISPOSITION  OF  ASSETS

     Not  applicable.

ITEM  3.          BANKRUPTCY  OR  RECEIVERSHIP

     Not  applicable.

ITEM  4.          CHANGES  IN  REGISTRANT'S  CERTIFYING  ACCOUNTANT

     Not  applicable.

ITEM  5.          OTHER  EVENTS

     Effective  September  1,  2001,  Lawrence W. Taggart resigned as President,
Chief Executive Officer, and a Director of the Company.  Mr. Taggart will remain
independently engaged by the Company as its business and legal advisor under the
terms  of  his  existing  employment  agreement,  as  modified  in  an agreement
effective  September  1,  2001.

     Effective September 1, 2001, concurrent with Mr. Taggart's resignation, the
Board of Directors of the Company, consisting of Harrison A. McCoy, III, William
O.  Sheaffer,  and  Anthony  Miller,  passed  a  Board  Resolution accepting Mr.
Taggart's  resignation and appointing William O. Sheaffer as President and Chief
Operating  Officer  of  the  Company,  Harrison A. McCoy, III as Chief Executive
Officer  and  Treasurer,  and  Anthony  Miller  as  Secretary  of  the  Company.


     In  August  2001,  the Board accepted the resignation of Curtis Wright from
the Board of Directors. At the present time, the Board of Directors is reviewing
candidates  to  fill  the vacancies on the Board left by the resignations of Mr.
Wright  and  Mr.  Taggart.


ITEM  6.          RESIGNATIONS  OF  DIRECTORS  AND  EXECUTIVE  OFFICERS

     Not  applicable.

ITEM  7.          FINANCIAL  STATEMENTS

     No  financial  statements  are  required.

ITEM  8.          CHANGE  IN  FISCAL  YEAR

     Not  applicable.

EXHIBITS

     99.1     Letter  of  Resignation  of  Lawrence  W. Taggart dated August 30,
2001.

     99.2     Memorandum  of  Understanding  and  Modification  Agreement  dated
September  1,  2001.

                                        2
<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.


Dated:  September  6,  2001               Southern  States  Power Company,  Inc.

                                          /s/ William  O.  Sheaffer
                                          ----------------------------------
                                          William  O.  Sheaffer,  President

                                        3
<PAGE>
[{"type": "8-K", "sequence": "1", "filename": "doc1.txt", "secsgml_size_bytes": 3823}]
{"company-data": {"conformed-name": "SOUTHERN STATES POWER CO INC", "cik": "0001042482", "assigned-sic": "6770", "irs-number": "330312389", "state-of-incorporation": "CA", "fiscal-year-end": "0430"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-29356", "film-number": "1735788"}, "business-address": {"street1": "3400 INLAND EMPIRE BLVD SUITE 101", "city": "ONTARIO", "state": "CA", "zip": "91764", "phone": "3182215703"}, "mail-address": {"street1": "3400 INLAND EMPIRE BLVD SUITE 101", "city": "ONTARIO", "state": "CA", "zip": "91764"}, "former-company": {"former-conformed-name": "PASCAL VENTURES INC", "date-changed": "19970715"}}
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):   September 1, 2001
                                                               -----------------

                          Southern States Power Company, Inc.
                 (Exact name of registrant as specified in its charter)

                                    Delaware
                  (State  or  other  jurisdiction  of  incorporation)

                0-29356                                  33-0312389
      (Commission  File  Number)            (IRS  Employer  Identification  No.)

 3400 Inland Empire Blvd., Suite 101, Ontario, California              91764
       (Address  of  principal  executive  offices)                 (Zip  Code)

                                (909)  476-3575
              Registrant's  telephone  number,  including  area  code:

                 (Former  name,  address  and  telephone  number)

                                        1
ITEM  1.          CHANGES  IN  CONTROL  OF  REGISTRANT

     Not  applicable.

ITEM  2.          ACQUISITION  OR  DISPOSITION  OF  ASSETS

     Not  applicable.

ITEM  3.          BANKRUPTCY  OR  RECEIVERSHIP

     Not  applicable.

ITEM  4.          CHANGES  IN  REGISTRANT'S  CERTIFYING  ACCOUNTANT

     Not  applicable.

ITEM  5.          OTHER  EVENTS

     Effective  September  1,  2001,  Lawrence W. Taggart resigned as President,
Chief Executive Officer, and a Director of the Company.  Mr. Taggart will remain
independently engaged by the Company as its business and legal advisor under the
terms  of  his  existing  employment  agreement,  as  modified  in  an agreement
effective  September  1,  2001.

     Effective September 1, 2001, concurrent with Mr. Taggart's resignation, the
Board of Directors of the Company, consisting of Harrison A. McCoy, III, William
O.  Sheaffer,  and  Anthony  Miller,  passed  a  Board  Resolution accepting Mr.
Taggart's  resignation and appointing William O. Sheaffer as President and Chief
Operating  Officer  of  the  Company,  Harrison A. McCoy, III as Chief Executive
Officer  and  Treasurer,  and  Anthony  Miller  as  Secretary  of  the  Company.

     In  August  2001,  the Board accepted the resignation of Curtis Wright from
the Board of Directors. At the present time, the Board of Directors is reviewing
candidates  to  fill  the vacancies on the Board left by the resignations of Mr.
Wright  and  Mr.  Taggart.

ITEM  6.          RESIGNATIONS  OF  DIRECTORS  AND  EXECUTIVE  OFFICERS

     Not  applicable.

ITEM  7.          FINANCIAL  STATEMENTS

     No  financial  statements  are  required.

ITEM  8.          CHANGE  IN  FISCAL  YEAR

     Not  applicable.

EXHIBITS

     99.1     Letter  of  Resignation  of  Lawrence  W. Taggart dated August 30,
2001.

     99.2     Memorandum  of  Understanding  and  Modification  Agreement  dated
September  1,  2001.

                                        2
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.

Dated:  September  6,  2001               Southern  States  Power Company,  Inc.

                                          /s/ William  O.  Sheaffer
                                          ----------------------------------
                                          William  O.  Sheaffer,  President

                                        3