As filed with the Securities and Exchange Commission on April 25, 2000
                                                         File No. _____________
================================================================================
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8

                             Registration Statement
                                      Under
                           the Securities Act of 1933

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

           CALIFORNIA                                   95-4137452
 (State or other jurisdiction of           (I.R.S. Employer Identification No.)
 incorporation or organization)

                     2244 Walnut Grove Avenue (P.O. Box 999)
                           Rosemead, California 91770
                    (Address of Principal Executive Offices)

                             STOCK SAVINGS PLUS PLAN
                                ALSO KNOWN AS THE
                    EDISON 401(K) SAVINGS PLAN FOR EMPLOYEES
                             OF PARTICIPATING EDISON
                             INTERNATIONAL COMPANIES
                            (Full title of the Plan)

                  Kenneth S. Stewart, Assistant General Counsel
                     2244 Walnut Grove Avenue (P.O. Box 800)
                           Rosemead, California 91770
                     (Name and address of agent for service)

                                 (626) 302-6601
          (Telephone number, including area code, of agent for service)
                            ------------------------

                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>

-------------------------------------------------------------------------------------------------------------------
                                                            Proposed            Proposed             Amount
                                         Amount              maximum             maximum               of
Title of securities                       to be          offering price         aggregate         registration
to be registered(1)                    registered           per share       offering price(2)          fee
-------------------------------------------------------------------------------------------------------------------

<S>                                  <C>                    <C>               <C>                    <C>
Common Stock, no par value           20,000,000 shs.        $17.9375          $358,750,000           $94,710
-------------------------------------------------------------------------------------------------------------------
</TABLE>

(1)   In addition, pursuant to Rule 416(c) under the Securities Act of 1933,
      this registration statement also covers an indeterminate amount of
      interests to be offered or sold pursuant to the employee benefit plan
      described herein.
(2)   Estimated pursuant to Rules 457(c) and 457(h), solely for the purpose of
      calculating the registration fee, on the basis of the average of the high
      and low prices of Edison International Common Stock reported in the
      consolidated reporting system as of April 20, 2000.

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

<PAGE>

                                     PART II

Reason for Registration Statement

     This Registration Statement is filed to register 20,000,000 additional
shares of Edison International common stock to be issued and sold under the
Stock Savings Plus Plan ("Plan").

Item 3.  Incorporation of Certain Documents by Reference

     The following documents filed with the Securities and Exchange Commission
("Commission") by Edison International or by the Plan are incorporated by
reference in this Registration Statement:

     1.   (a)  Annual Report of Edison International on Form 10-K for the year
               ended December 31, 1999.

          (b)  Annual Report of the Plan on Form 11-K for the year ended
               December 31, 1998.

     2. The "Description of Registrant's Securities to be Registered" on pages
4-5 of the Registration of Securities of Certain Successor Issuers on Form 8-B
filed by SCEcorp (predecessor company) on May 20, 1988.

     All documents subsequently filed by Edison International or the Plan
pursuant to Sections 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of
1934 subsequent to the date of this Registration Statement and prior to the
filing of a post-effective amendment to the Registration Statement which
indicates that all securities offered thereby have been sold or which
deregisters all such securities then remaining unsold, shall be deemed to be
incorporated by reference in this Registration Statement and to be a part hereof
from the date of filing such documents. Any statement contained herein or in a
document all or a portion of which is incorporated or deemed to be incorporated
by reference herein shall be deemed to be modified or superseded for purposes of
this Registration Statement to the extent that a statement contained herein or
in any other subsequently filed document which also is or is deemed to be
incorporated by reference herein modifies or supersedes such statement. Any such
statement so modified or superseded shall not be deemed, except as so modified
or superseded, to constitute a part of this Registration Statement.

Item 4.  Description of Capital Stock

     Not Applicable.

Item 5.  Interest of Named Experts and Counsel

     Counsel for the registrant, Kenneth S. Stewart, is a salaried employee of
Southern California Edison Company, which is a subsidiary of Edison
International, and he shares in the benefits accruing to such employees. As of
March 31, 2000, Mr. Stewart had a direct or indirect interest in 43,626.5 shares
of Edison International's Common Stock. These shares include those credited and
conditionally credited to his accounts as of such date with the trustees of the
Plan and the agent for a dividend reinvestment plan, as well as shares subject
to nonqualified stock options awarded under incentive compensation plans.

Item 6.  Indemnification of Directors and Officers

     Section 317 of the California Corporations code provides that a corporation
shall have the power to indemnify any person who was or is a party or is
threatened to be made a party to any proceeding or action by reason of the fact
that he or she is or was a director, officer, employee or other agent of such
corporation or is or was serving at the request of the corporation as a
director, officer, employee or agent of another corporation or other enterprise.
Section 317 also grants authority to a corporation to include in its articles of
incorporation indemnification provisions in excess of that permitted in Section
317, subject to certain limitations.

                                       1
<PAGE>

     Article Sixth of the Restated Articles of Incorporation of Edison
International authorizes Edison International to provide indemnification of
directors, officers, employees, and other agents through bylaw provisions,
agreements with agents, votes of shareholders or disinterested directors, or
otherwise, in excess of the indemnification otherwise permitted by Section 317
of the California Corporations Code, subject only to the applicable limits set
forth in Section 204 of the California Corporations Code.

     Article VI of the Amended Bylaws of Edison International contains
provisions implementing the authority granted in Article Sixth of the Articles
of Incorporation. The Amended Bylaws provide for the indemnification of any
director or officer of Edison International, or any person acting at the request
of Edison International as a director, officer, employee or agent of another
corporation or other enterprise, for any threatened, pending or completed
action, suit or proceeding to the fullest extent permissible under California
law and the Restated Articles of Incorporation of Edison International, subject
to the terms of any agreement between Edison International and such a person;
provided that, no such person shall be indemnified: (i) except to the extent
that the aggregate of losses to be indemnified exceeds the amount of such losses
for which the director or officer is paid pursuant to any director's or
officer's liability insurance policy maintained by Edison International; (ii) on
account of any suit in which judgment is rendered for an accounting of profits
made from the purchase or sale of securities of Edison International pursuant to
Section 16(b) of the Securities Exchange Act of 1934 and amendments thereto or
similar provisions of any federal, state or local statutory law; (iii) if a
court of competent jurisdiction finally determines that the indemnification is
unlawful; (iv) for acts or omissions involving intentional misconduct or knowing
and culpable violation of law; (v) for acts or omissions that the director or
officer believes to be contrary to the best interests of Edison International or
its shareholders, or that involve the absence of good faith; (vi) for any
transaction from which the director or officer derived an improper personal
benefit; (vii) for acts or omissions that show a reckless disregard for the
director's of officer's duty to Edison International or its shareholders in
circumstances in which the director or officer was aware, or should have been
aware, in the ordinary course of performing his or her duties, of a risk of
serious injury to Edison International or its shareholders; (viii) for acts or
omissions that constitute an unexcused pattern of inattention that amount to an
abdication of the director's or officer's duties to Edison International or its
shareholders; (ix) for costs, charges, expenses, liabilities and losses arising
under Section 310 or 316 of the California Corporations Code; or (x) as to
circumstances in which indemnity is expressly prohibited by Section 317 of the
California Corporations Code. The exclusions set forth in clauses (iv) through
(ix) above shall apply only to indemnification with regard to any action brought
by or in the right of Edison International for breach of duty to Edison
International or its shareholders. The Amended Bylaws of Edison International
also provide that Edison International shall indemnify any director or officer
in connection with (a) a proceeding (or part thereof) initiated by him or her
only if such proceeding (or part thereof) was authorized by the Board of
Directors or (b) a proceeding (or part thereof), other than a proceeding by or
in the name of Edison International to procure a judgment in its favor, only if
any settlement of such a proceeding is approved in writing by Edison
International. Indemnification shall cover all costs, charges, expenses,
liabilities and losses, including attorneys' fees, judgments, fines, ERISA
excise taxes, or penalties and amounts paid or to be paid in settlement,
reasonably incurred or suffered by the director or officer.

     Edison International has directors' and officers' liability insurance
policies in force insuring directors and officers of Edison International and
its subsidiaries. Edison International has also entered into written agreements
with each of its directors incorporating the indemnification provisions of the
Amended Bylaws.

Item 7.  Exemption from Registration Claimed

     Not Applicable.

Item 8.  Exhibits

         See Exhibit Index.

     The registrant undertakes that it has submitted or will submit the Plan and
any amendments thereto to the Internal Revenue Service ("IRS") in a timely
manner and has made or will make all changes required by the IRS in order to
qualify the Plan.

                                       2
<PAGE>

Item 9.  Undertakings

     The undersigned registrant hereby undertakes:

         (1)  To file, during any period in which offers or sales are being
              made, a post-effective amendment to this registration statement:

              (i) To include any prospectus required by Section 10(a)(3) of the
              Securities Act of 1933;

              (ii)To reflect in the prospectus any facts or events arising after
              the effective date of the registration statement (or the most
              recent post-effective amendment thereof) which, individually or in
              the aggregate, represent a fundamental change in the information
              set forth in the registration statement. Notwithstanding the
              foregoing, any increase or decrease in volume of securities
              offered (if the total dollar value of securities offered would not
              exceed that which was registered) and any deviation from the low
              or high end of the estimated maximum offering range may be
              reflected in the form of prospectus filed with the Commission
              pursuant to Rule 424(b) if, in the aggregate, the changes in
              volume and price represent no more than 20 percent change in the
              maximum aggregate offering price set forth in the "Calculation of
              Registration Fee" table in the effective registration statement.

              (iii) To include any material information with respect to the plan
              of distribution not previously disclosed in the registration
              statement or any material change to such information in the
              registration statement;

provided, however, that paragraphs (1)(i) and (1)(ii) of this section do not
apply if the registration statement is on Form S-3, Form S-8 or Form F-3, and
the information required to be included in a post-effective amendment by those
paragraphs is contained in periodic reports filed with or furnished to the
Commission by the registrant pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 that are incorporated by reference in the registration
statement.

         (2)  That, for the purpose of determining any liability under the
              Securities Act of 1933, each such post-effective amendment shall
              be deemed to be a new registration statement relating to the
              securities offered therein, and the offering of such securities at
              the time shall be deemed to be the initial bona fide offering
              thereof.

         (3)  To remove from registration by means of a post-effective amendment
              any of the securities being registered which remain unsold at the
              termination of the offering.

     The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
registrant's annual report pursuant to Section 13 (a) or Section 15(d) of the
Securities Exchange Act of 1934 (and, where applicable, each filing of an
employee benefit plan's annual report pursuant to Section 15(d) of the
Securities Exchange Act of 1934) that is incorporated by reference in the
registration statement shall be deemed to be a new registration statement
relating to the securities offered therein, and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

     Insofar as indemnification for liabilities arising under the Securities Act
of 1933 may be permitted to directors, officers and controlling persons of the
registrant pursuant to the provisions described in item 6 above, or otherwise,
the registrant has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Act and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.

                                       3
<PAGE>


                                   SIGNATURES

The Registrant

     Pursuant to the requirements of the Securities Act of 1933, the registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Rosemead, State of California, on the 25th day of
April, 2000.

                                                   Edison International

                                       By          Kenneth S. Stewart
                                               ---------------------------
                                                   Kenneth S. Stewart
                                                Assistant General Counsel

         Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on the dates indicated.

         Signature                    Title                            Date
         ---------                    -----                            ----
Principal Executive Officer:

  John E. Bryson*                Chairman of the Board,
                                 President, Chief Executive
                                 Officer and Director             April 25, 2000

Principal Financial Officer:

  Theodore F. Craver, Jr.*       Senior Vice President,
                                 Treasurer and Chief
                                 Financial Officer                April 25, 2000

Controller or Principal Accounting Officer:

   Thomas M. Noonan*             Vice President
                                 and Controller                   April 25, 2000

Majority of Board of Directors:

John Bryson*                     Director                         April 25, 2000
Warren Christopher*              Director                         April 25, 2000
Stephen E. Frank*                Director                         April 25, 2000
Joan C. Hanley*                  Director                         April 25, 2000
Carl F. Huntsinger*              Director                         April 25, 2000
Charles D. Miller*               Director                         April 25, 2000
Luis G. Nogales*                 Director                         April 25, 2000
Ronald L. Olson*                 Director                         April 25, 2000
James M. Rosser*                 Director                         April 25, 2000
Robert H. Smith*                 Director                         April 25, 2000
Thomas C. Sutton*                Director                         April 25, 2000
Daniel M. Tellep*                Director                         April 25, 2000
Edward Zapanta*                  Director                         April 25, 2000

*By                Kenneth S. Stewart
      --------------------------------------------
         (Kenneth S. Stewart, Attorney-in-Fact)


                                       4
<PAGE>


The Plan

         Pursuant to the requirements of the Securities Act of 1933, the
trustees (or other persons who administer the Plan) have duly caused this
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Rosemead, State of California, on the 25th day
of April, 2000.

                                                STOCK SAVINGS PLUS PLAN



                                                By     Thomas M. Noonan
                                                  -----------------------------
                                                       Thomas M. Noonan
                                                  Interim Chair of the Employee
                                                 Benefits/Health Care Committee


                                       5
<PAGE>

                                  EXHIBIT INDEX


Exhibit
Number                             Description
-------                            -----------

4.1  Restated Articles of Incorporation of Edison International dated May 7,
     1996 (File No. 1-9936 filed as Exhibit 3.1 to Form 10-K for the year ended
     December 31, 1998)*

4.2  Certificate of Determination of Series A Junior Participating Cumulative
     Preferred Stock of Edison International dated November 21, 1996 (Form 8-A
     dated November 21, 1996)*

4.3  Amended Bylaws of Edison International as adopted by the Board of Directors
     on February 17, 2000 (File No. 1-9936 filed as Exhibit 3.3 to Form 10-K for
     the year ended December 31, 1999)*

4.4  SSPP Plan document entitled "Southern California Edison Company Stock
     Savings Plus Plan"

5    Opinion of Counsel

23.1 Consent of Counsel (see Opinion of Counsel)

23.2 Consent of Independent Public Accountants

24.1 Power of Attorney

24.2 Certified copy of Resolution of Board of Directors

---------------
* Incorporated by reference pursuant to Rule 411(c) under the Securities Act of
  1933.
[{"type": "S-8", "sequence": "1", "description": "EIX SSPP 20,000,000 COMMON STOCK", "secsgml_size_bytes": 21658}]
{"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": "S-8", "act": "33", "file-number": "333-35560", "film-number": "608334"}, "business-address": {"street1": "2244 WALNUT GROVE AVE, STE 374", "street2": "P O BOX 800", "city": "ROSEMEAD", "state": "CA", "zip": "91770", "phone": "6263022222"}, "former-company": {"former-conformed-name": "SCECORP", "date-changed": "19920703"}}
As filed with the Securities and Exchange Commission on April 25, 2000
                                                         File No. _____________
================================================================================
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM S-8

                             Registration Statement
                                      Under
                           the Securities Act of 1933

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

           CALIFORNIA                                   95-4137452
 (State or other jurisdiction of           (I.R.S. Employer Identification No.)
 incorporation or organization)

                     2244 Walnut Grove Avenue (P.O. Box 999)
                           Rosemead, California 91770
                    (Address of Principal Executive Offices)

                             STOCK SAVINGS PLUS PLAN
                                ALSO KNOWN AS THE
                    EDISON 401(K) SAVINGS PLAN FOR EMPLOYEES
                             OF PARTICIPATING EDISON
                             INTERNATIONAL COMPANIES
                            (Full title of the Plan)

                  Kenneth S. Stewart, Assistant General Counsel
                     2244 Walnut Grove Avenue (P.O. Box 800)
                           Rosemead, California 91770
                     (Name and address of agent for service)

                                 (626) 302-6601
          (Telephone number, including area code, of agent for service)
                            ------------------------

                         CALCULATION OF REGISTRATION FEE
-------------------------------------------------------------------------------------------------------------------
                                                            Proposed            Proposed             Amount
                                         Amount              maximum             maximum               of
Title of securities                       to be          offering price         aggregate         registration
to be registered(1)                    registered           per share       offering price(2)          fee
-------------------------------------------------------------------------------------------------------------------
Common Stock, no par value           20,000,000 shs.        $17.9375          $358,750,000           $94,710
-------------------------------------------------------------------------------------------------------------------
(1)   In addition, pursuant to Rule 416(c) under the Securities Act of 1933,
      this registration statement also covers an indeterminate amount of
      interests to be offered or sold pursuant to the employee benefit plan
      described herein.
(2)   Estimated pursuant to Rules 457(c) and 457(h), solely for the purpose of
      calculating the registration fee, on the basis of the average of the high
      and low prices of Edison International Common Stock reported in the
      consolidated reporting system as of April 20, 2000.

================================================================================
PART II

Reason for Registration Statement

     This Registration Statement is filed to register 20,000,000 additional
shares of Edison International common stock to be issued and sold under the
Stock Savings Plus Plan ("Plan").

Item 3.  Incorporation of Certain Documents by Reference

     The following documents filed with the Securities and Exchange Commission
("Commission") by Edison International or by the Plan are incorporated by
reference in this Registration Statement:

     1.   (a)  Annual Report of Edison International on Form 10-K for the year
               ended December 31, 1999.

          (b)  Annual Report of the Plan on Form 11-K for the year ended
               December 31, 1998.

     2. The "Description of Registrant's Securities to be Registered" on pages
4-5 of the Registration of Securities of Certain Successor Issuers on Form 8-B
filed by SCEcorp (predecessor company) on May 20, 1988.

     All documents subsequently filed by Edison International or the Plan
pursuant to Sections 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of
1934 subsequent to the date of this Registration Statement and prior to the
filing of a post-effective amendment to the Registration Statement which
indicates that all securities offered thereby have been sold or which
deregisters all such securities then remaining unsold, shall be deemed to be
incorporated by reference in this Registration Statement and to be a part hereof
from the date of filing such documents. Any statement contained herein or in a
document all or a portion of which is incorporated or deemed to be incorporated
by reference herein shall be deemed to be modified or superseded for purposes of
this Registration Statement to the extent that a statement contained herein or
in any other subsequently filed document which also is or is deemed to be
incorporated by reference herein modifies or supersedes such statement. Any such
statement so modified or superseded shall not be deemed, except as so modified
or superseded, to constitute a part of this Registration Statement.

Item 4.  Description of Capital Stock

     Not Applicable.

Item 5.  Interest of Named Experts and Counsel

     Counsel for the registrant, Kenneth S. Stewart, is a salaried employee of
Southern California Edison Company, which is a subsidiary of Edison
International, and he shares in the benefits accruing to such employees. As of
March 31, 2000, Mr. Stewart had a direct or indirect interest in 43,626.5 shares
of Edison International's Common Stock. These shares include those credited and
conditionally credited to his accounts as of such date with the trustees of the
Plan and the agent for a dividend reinvestment plan, as well as shares subject
to nonqualified stock options awarded under incentive compensation plans.

Item 6.  Indemnification of Directors and Officers

     Section 317 of the California Corporations code provides that a corporation
shall have the power to indemnify any person who was or is a party or is
threatened to be made a party to any proceeding or action by reason of the fact
that he or she is or was a director, officer, employee or other agent of such
corporation or is or was serving at the request of the corporation as a
director, officer, employee or agent of another corporation or other enterprise.
Section 317 also grants authority to a corporation to include in its articles of
incorporation indemnification provisions in excess of that permitted in Section
317, subject to certain limitations.

                                       1
Article Sixth of the Restated Articles of Incorporation of Edison
International authorizes Edison International to provide indemnification of
directors, officers, employees, and other agents through bylaw provisions,
agreements with agents, votes of shareholders or disinterested directors, or
otherwise, in excess of the indemnification otherwise permitted by Section 317
of the California Corporations Code, subject only to the applicable limits set
forth in Section 204 of the California Corporations Code.

     Article VI of the Amended Bylaws of Edison International contains
provisions implementing the authority granted in Article Sixth of the Articles
of Incorporation. The Amended Bylaws provide for the indemnification of any
director or officer of Edison International, or any person acting at the request
of Edison International as a director, officer, employee or agent of another
corporation or other enterprise, for any threatened, pending or completed
action, suit or proceeding to the fullest extent permissible under California
law and the Restated Articles of Incorporation of Edison International, subject
to the terms of any agreement between Edison International and such a person;
provided that, no such person shall be indemnified: (i) except to the extent
that the aggregate of losses to be indemnified exceeds the amount of such losses
for which the director or officer is paid pursuant to any director's or
officer's liability insurance policy maintained by Edison International; (ii) on
account of any suit in which judgment is rendered for an accounting of profits
made from the purchase or sale of securities of Edison International pursuant to
Section 16(b) of the Securities Exchange Act of 1934 and amendments thereto or
similar provisions of any federal, state or local statutory law; (iii) if a
court of competent jurisdiction finally determines that the indemnification is
unlawful; (iv) for acts or omissions involving intentional misconduct or knowing
and culpable violation of law; (v) for acts or omissions that the director or
officer believes to be contrary to the best interests of Edison International or
its shareholders, or that involve the absence of good faith; (vi) for any
transaction from which the director or officer derived an improper personal
benefit; (vii) for acts or omissions that show a reckless disregard for the
director's of officer's duty to Edison International or its shareholders in
circumstances in which the director or officer was aware, or should have been
aware, in the ordinary course of performing his or her duties, of a risk of
serious injury to Edison International or its shareholders; (viii) for acts or
omissions that constitute an unexcused pattern of inattention that amount to an
abdication of the director's or officer's duties to Edison International or its
shareholders; (ix) for costs, charges, expenses, liabilities and losses arising
under Section 310 or 316 of the California Corporations Code; or (x) as to
circumstances in which indemnity is expressly prohibited by Section 317 of the
California Corporations Code. The exclusions set forth in clauses (iv) through
(ix) above shall apply only to indemnification with regard to any action brought
by or in the right of Edison International for breach of duty to Edison
International or its shareholders. The Amended Bylaws of Edison International
also provide that Edison International shall indemnify any director or officer
in connection with (a) a proceeding (or part thereof) initiated by him or her
only if such proceeding (or part thereof) was authorized by the Board of
Directors or (b) a proceeding (or part thereof), other than a proceeding by or
in the name of Edison International to procure a judgment in its favor, only if
any settlement of such a proceeding is approved in writing by Edison
International. Indemnification shall cover all costs, charges, expenses,
liabilities and losses, including attorneys' fees, judgments, fines, ERISA
excise taxes, or penalties and amounts paid or to be paid in settlement,
reasonably incurred or suffered by the director or officer.

     Edison International has directors' and officers' liability insurance
policies in force insuring directors and officers of Edison International and
its subsidiaries. Edison International has also entered into written agreements
with each of its directors incorporating the indemnification provisions of the
Amended Bylaws.

Item 7.  Exemption from Registration Claimed

     Not Applicable.

Item 8.  Exhibits

         See Exhibit Index.

     The registrant undertakes that it has submitted or will submit the Plan and
any amendments thereto to the Internal Revenue Service ("IRS") in a timely
manner and has made or will make all changes required by the IRS in order to
qualify the Plan.

                                       2
Item 9.  Undertakings

     The undersigned registrant hereby undertakes:

         (1)  To file, during any period in which offers or sales are being
              made, a post-effective amendment to this registration statement:

              (i) To include any prospectus required by Section 10(a)(3) of the
              Securities Act of 1933;

              (ii)To reflect in the prospectus any facts or events arising after
              the effective date of the registration statement (or the most
              recent post-effective amendment thereof) which, individually or in
              the aggregate, represent a fundamental change in the information
              set forth in the registration statement. Notwithstanding the
              foregoing, any increase or decrease in volume of securities
              offered (if the total dollar value of securities offered would not
              exceed that which was registered) and any deviation from the low
              or high end of the estimated maximum offering range may be
              reflected in the form of prospectus filed with the Commission
              pursuant to Rule 424(b) if, in the aggregate, the changes in
              volume and price represent no more than 20 percent change in the
              maximum aggregate offering price set forth in the "Calculation of
              Registration Fee" table in the effective registration statement.

              (iii) To include any material information with respect to the plan
              of distribution not previously disclosed in the registration
              statement or any material change to such information in the
              registration statement;

provided, however, that paragraphs (1)(i) and (1)(ii) of this section do not
apply if the registration statement is on Form S-3, Form S-8 or Form F-3, and
the information required to be included in a post-effective amendment by those
paragraphs is contained in periodic reports filed with or furnished to the
Commission by the registrant pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 that are incorporated by reference in the registration
statement.

         (2)  That, for the purpose of determining any liability under the
              Securities Act of 1933, each such post-effective amendment shall
              be deemed to be a new registration statement relating to the
              securities offered therein, and the offering of such securities at
              the time shall be deemed to be the initial bona fide offering
              thereof.

         (3)  To remove from registration by means of a post-effective amendment
              any of the securities being registered which remain unsold at the
              termination of the offering.

     The undersigned registrant hereby undertakes that, for purposes of
determining any liability under the Securities Act of 1933, each filing of the
registrant's annual report pursuant to Section 13 (a) or Section 15(d) of the
Securities Exchange Act of 1934 (and, where applicable, each filing of an
employee benefit plan's annual report pursuant to Section 15(d) of the
Securities Exchange Act of 1934) that is incorporated by reference in the
registration statement shall be deemed to be a new registration statement
relating to the securities offered therein, and the offering of such securities
at that time shall be deemed to be the initial bona fide offering thereof.

     Insofar as indemnification for liabilities arising under the Securities Act
of 1933 may be permitted to directors, officers and controlling persons of the
registrant pursuant to the provisions described in item 6 above, or otherwise,
the registrant has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Act and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.

                                       3
SIGNATURES

The Registrant

     Pursuant to the requirements of the Securities Act of 1933, the registrant
certifies that it has reasonable grounds to believe that it meets all of the
requirements for filing on Form S-8 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Rosemead, State of California, on the 25th day of
April, 2000.

                                                   Edison International

                                       By          Kenneth S. Stewart
                                               ---------------------------
                                                   Kenneth S. Stewart
                                                Assistant General Counsel

         Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed by the following persons in the
capacities and on the dates indicated.

         Signature                    Title                            Date
         ---------                    -----                            ----
Principal Executive Officer:

  John E. Bryson*                Chairman of the Board,
                                 President, Chief Executive
                                 Officer and Director             April 25, 2000

Principal Financial Officer:

  Theodore F. Craver, Jr.*       Senior Vice President,
                                 Treasurer and Chief
                                 Financial Officer                April 25, 2000

Controller or Principal Accounting Officer:

   Thomas M. Noonan*             Vice President
                                 and Controller                   April 25, 2000

Majority of Board of Directors:

John Bryson*                     Director                         April 25, 2000
Warren Christopher*              Director                         April 25, 2000
Stephen E. Frank*                Director                         April 25, 2000
Joan C. Hanley*                  Director                         April 25, 2000
Carl F. Huntsinger*              Director                         April 25, 2000
Charles D. Miller*               Director                         April 25, 2000
Luis G. Nogales*                 Director                         April 25, 2000
Ronald L. Olson*                 Director                         April 25, 2000
James M. Rosser*                 Director                         April 25, 2000
Robert H. Smith*                 Director                         April 25, 2000
Thomas C. Sutton*                Director                         April 25, 2000
Daniel M. Tellep*                Director                         April 25, 2000
Edward Zapanta*                  Director                         April 25, 2000

*By                Kenneth S. Stewart
      --------------------------------------------
         (Kenneth S. Stewart, Attorney-in-Fact)

                                       4
The Plan

         Pursuant to the requirements of the Securities Act of 1933, the
trustees (or other persons who administer the Plan) have duly caused this
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of Rosemead, State of California, on the 25th day
of April, 2000.

                                                STOCK SAVINGS PLUS PLAN

                                                By     Thomas M. Noonan
                                                  -----------------------------
                                                       Thomas M. Noonan
                                                  Interim Chair of the Employee
                                                 Benefits/Health Care Committee

                                       5
EXHIBIT INDEX

Exhibit
Number                             Description
-------                            -----------

4.1  Restated Articles of Incorporation of Edison International dated May 7,
     1996 (File No. 1-9936 filed as Exhibit 3.1 to Form 10-K for the year ended
     December 31, 1998)*

4.2  Certificate of Determination of Series A Junior Participating Cumulative
     Preferred Stock of Edison International dated November 21, 1996 (Form 8-A
     dated November 21, 1996)*

4.3  Amended Bylaws of Edison International as adopted by the Board of Directors
     on February 17, 2000 (File No. 1-9936 filed as Exhibit 3.3 to Form 10-K for
     the year ended December 31, 1999)*

4.4  SSPP Plan document entitled "Southern California Edison Company Stock
     Savings Plus Plan"

5    Opinion of Counsel

23.1 Consent of Counsel (see Opinion of Counsel)

23.2 Consent of Independent Public Accountants

24.1 Power of Attorney

24.2 Certified copy of Resolution of Board of Directors

---------------
* Incorporated by reference pursuant to Rule 411(c) under the Securities Act of
  1933.