UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
Amendment No. 2
FORM 10-Q/A
| x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended June 30, 2008
OR
| o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the Transition Period from ______to______
| Commission | Registrant, State of Incorporation, | I.R.S. Employer | ||
| File Number | Address and Telephone Number | Identification No. | ||
| 1-8809 | SCANA Corporation | 57-0784499 | ||
| (a South Carolina corporation) | ||||
| 1426 Main Street, Columbia, South Carolina 29201 | ||||
| (803) 217-9000 | ||||
| 1-3375 | South Carolina Electric & Gas Company | 57-0248695 | ||
| (a South Carolina corporation) | ||||
| 1426 Main Street, Columbia, South Carolina 29201 | ||||
| (803) 217-9000 | ||||
Indicate by check mark whether the registrants: (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days.
SCANA Corporation Yes x No o South Carolina Electric & Gas Company Yes x No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the
Exchange Act.
| SCANA Corporation | Large accelerated filer x | Accelerated filer o | Non-accelerated filer o | Smaller reporting company o |
| South Carolina Electric & Gas Company | Large accelerated filer o | Accelerated filer o | Non-accelerated filer x | Smaller reporting company o |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
SCANA Corporation Yes o No x South Carolina Electric & Gas Company Yes o No x
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
| Description of | Shares Outstanding | |
| Registrant | Common Stock | at July 31, 2008 |
| SCANA Corporation | Without Par Value | 116,981,276 |
| South Carolina Electric & Gas Company | $4.50 Par Value | 40,296,147 (a) |
(a) Owned beneficially and of record by SCANA Corporation.
This combined Form 10-Q is separately filed by SCANA Corporation and South Carolina Electric & Gas Company. Information contained herein relating to any individual company is filed by such company on its own behalf. Each company makes no representation as to information relating to the other company.
Explanatory Note
On July 2, 2009, Amendment No. 1 to the Quarterly Report on Form 10-Q of SCANA Corporation ("SCANA") and South Carolina Electric & Gas Company ("SCE&G") for the quarter ended June 30, 2008 (the "Form 10-Q") was filed to amend Exhibit 10.01 thereto (the “Exhibit”) in connection with SCANA’s and SCE&G’s confidential treatment request for certain portions of the Exhibit. On May 24, 2017, the Public Service Commission of South Carolina ("SCPSC") revoked the confidential treatment that had been afforded the Exhibit by the SCPSC. As a result, this amendment No. 2 is being filed to provide the Exhibit in its entirety and to revise the related description in the Exhibit Index to remove references for confidential treatment previously sought pursuant to Rule 24b-2. No changes are being made to any other portions of the Form 10-Q originally filed.
ITEM 6. EXHIBITS
SCANA Corporation (SCANA) and South Carolina Electric & Gas Company (SCE&G):
Exhibits filed or furnished with this Quarterly Report on Form 10-Q are listed in the following Exhibit Index.
As permitted under Item 601(b) (4) (iii) of Regulation S-K, instruments defining the rights of holders of long-term debt of less than 10 percent of the total consolidated assets of SCANA, for itself and its subsidiaries, and of SCE&G, for itself and its consolidated affiliates, have been omitted and SCANA and SCE&G agree to furnish a copy of such instruments to the Securities and Exchange Commission upon request.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, each of the registrants has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. The signature of each registrant shall be deemed to relate only to matters having reference to such registrant and any subsidiaries thereof.
| SCANA CORPORATION |
| SOUTH CAROLINA ELECTRIC & GAS COMPANY |
| (Registrants) |
| By: | /s/James E. Swan, IV | |
| May 25, 2017 | James E. Swan, IV | |
| Vice President and Controller | ||
| (Principal accounting officer) | ||
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EXHIBIT INDEX
Applicable to Form 10-Q of | |||
| Exhibit No. | SCANA | SCE&G | Description |
| 3.01 | X | Restated Articles of Incorporation of SCANA, as adopted on April 26, 1989 (Filed as Exhibit 3-A to Registration Statement No. 33-49145 and incorporated by reference herein). | |
| 3.02 | X | Articles of Amendment dated April 27, 1995 (Filed as Exhibit 4-A to Registration Statement No. 33-62421 and incorporated by reference herein) | |
| 3.03 | X | Restated Articles of Incorporation of South Carolina Electric & Gas Company, as adopted on May 3, 2001 (Filed as Exhibit 3.01 to Registration Statement No. 333-65460 and incorporated by reference herein) | |
| 3.04 | X | Articles of Amendment effective as of the dates indicated below and filed as exhibits to the Registration Statements for Exchange Act reports set forth below and are incorporated by reference herein | |
| May 22, 2001 | Exhibit 3.02 | to Registration No. 333-65460 | |||
| June 14, 2001 | Exhibit 3.04 | to Registration No. 333-65460 | |||
| August 30, 2001 | Exhibit 3.05 | to Registration No. 333-101449 | |||
| March 13, 2002 | Exhibit 3.06 | to Registration No. 333-101449 | |||
| May 9, 2002 | Exhibit 3.07 | to Registration No. 333-101449 | |||
| June 4, 2002 | Exhibit 3.08 | to Registration No. 333-101449 | |||
| August 12, 2002 | Exhibit 3.09 | to Registration No. 333-101449 | |||
| March 13, 2003 | Exhibit 3.03 | to Registration No. 333-108760 | |||
| May 22, 2003 | Exhibit 3.04 | to Registration No. 333-108760 | |||
| June 18, 2003 | Exhibit 3.05 | to Registration No. 333-108760 | |||
| August 7, 2003 | Exhibit 3.06 | to Registration No. 333-108760 | |||
| February 26, 2004 | Exhibit 3.05 | to Registration No. 333-145208-01 | |||
| May 18, 2004 | Exhibit 3.06 | to Registration No. 333-145208-01 | |||
| June 18, 2004 | Exhibit 3.07 | to Registration No. 333-145208-01 | |||
| August 12, 2004 | Exhibit 3.08 | to Registration No. 333-145208-01 | |||
| March 9, 2005 | Exhibit 3.09 | to Registration No. 333-145208-01 | |||
| May 16, 2005 | Exhibit 3.10 | to Registration No. 333-145208-01 | |||
| June 15, 2005 | Exhibit 3.11 | to Registration No. 333-145208-01 | |||
| August 16, 2005 | Exhibit 3.12 | to Registration No. 333-145208-01 | |||
| March 14, 2006 | Exhibit 3.13 | to Registration No. 333-145208-01 | |||
| May 11, 2006 | Exhibit 3.14 | to Registration No. 333-145208-01 | |||
| June 28, 2006 | Exhibit 3.15 | to Registration No. 333-145208-01 | |||
| August 16, 2006 | Exhibit 3.16 | to Registration No. 333-145208-01 | |||
| March 13, 2007 | Exhibit 3.17 | to Registration No. 333-145208-01 | |||
| May 22, 2007 | Exhibit 3.18 | to Registration No. 333-145208-01 | |||
| June 22, 2007 | Exhibit 3.19 | to Registration No. 333-145208-01 | |||
| August 21, 2007 | Exhibit 3.01 | to Form 8-K filed August 23, 2007 | |||
| May 15, 2008 | Exhibit 3.01 | to Form 8-K filed May 21, 2008 | |||
| July 9, 2008 | Exhibit 3.01 | to Form 8-K filed July 10, 2008 | |||
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Applicable to Form 10-Q of | |||
| Exhibit No. | SCANA | SCE&G | Description |
| 3.05 | X | Articles of Correction filed on June 1, 2001 correcting May 22, 2001 Articles of Amendment (Filed as Exhibit 3.03 to Registration Statement No. 333-65460 and incorporated by reference herein) | |
| 3.06 | X | Articles of Correction filed on February 17, 2004 correcting Articles of Amendment for the dates indicated below and filed as exhibits to Registration Statement No. 333-145208-01 set forth and are incorporated by reference herein | |
| May 7, 2001 | Exhibit 3.21(a) | ||||
| May 22, 2001 | Exhibit 3.21(b) | ||||
| June 14, 2001 | Exhibit 3.21(c) | ||||
| August 30, 2001 | Exhibit 3.21(d) | ||||
| March 13, 2002 | Exhibit 3.21(e) | ||||
| May 9, 2002 | Exhibit 3.21(f) | ||||
| June 4, 2002 | Exhibit 3.21(g) | ||||
| August 12, 2002 | Exhibit 3.21(h) | ||||
| March 13, 2003 | Exhibit 3.21(i) | ||||
| May 22, 2003 | Exhibit 3.21(j) | ||||
| June 18, 2003 | Exhibit 3.21(k) | ||||
| August 7, 2003 | Exhibit 3.21(l) | ||||
| 3.07 | X | Articles of Correction dated March 17, 2006, correcting March 14, 2006 Articles of Amendment (Filed as Exhibit 3.22 to Registration Statement No. 333-145208-01 and incorporated by reference herein) | |
| 3.08 | X | Articles of Correction dated September 6, 2006, correcting August 16, 2006 Articles of Amendment (Filed as Exhibit 3.23 to Registration Statement No. 333-145208-01 and incorporated by reference herein) | |
| 3.09 | X | Articles of Correction dated May 20, 2008, correcting May 15, 2008 Articles of Amendment (Filed as Exhibit 3.02 to Form 8-K on May 21, 2008 and incorporated by reference herein) | |
| 3.10 | X | By-Laws of SCANA as revised and amended on December 13, 2000 (Filed as Exhibit 3.01 to Registration Statement No. 333-68266 and incorporated by reference herein) | |
| 3.11 | X | By-Laws of SCE&G as revised and amended on February 22, 2001 (Filed as Exhibit 3.05 to Registration Statement No. 333-65460 and incorporated by reference herein) | |
| 10.01 | X | X | Engineering, Procurement and Construction Agreement, dated May 23, 2008, between South Carolina Electric & Gas Company, for itself and as Agent for the South Carolina Public Service Authority and a Consortium consisting of Westinghouse Electric Company LLC and Stone & Webster, Inc. (Filed herewith) |
| 31.01 | X | Certification of Principal Executive Officer Required by Rule 13a-14 (Previously Filed) | |
| 31.02 | X | Certification of Principal Executive Officer Required by Rule 13a-14 (Previously Filed) | |
| 31.03 | X | Certification of Principal Executive Officer Required by Rule 13a-14 (Previously Filed) | |
| 31.04 | X | Certification of Principal Executive Officer Required by Rule 13a-14 (Previously Filed) | |
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Applicable to Form 10-Q of | |||
| Exhibit No. | SCANA | SCE&G | Description |
| 31.05 | X | Certification of Principal Executive Officer Required by Rule 13a-14 (Previously Filed) | |
| 31.06 | X | Certification of Principal Executive Officer Required by Rule 13a-14 (Previously Filed) | |
| 31.07 | X | Certification of Principal Executive Officer Required by Rule 13a-14 (Previously Filed) | |
| 31.08 | X | Certification of Principal Executive Officer Required by Rule 13a-14 (Previously Filed) | |
| 31.09 | X | Certification of Principal Executive Officer Required by Rule 13a-14 (Filed herewith) | |
| 31.10 | X | Certification of Principal Executive Officer Required by Rule 13a-14 (Filed herewith) | |
| 31.11 | X | Certification of Principal Executive Officer Required by Rule 13a-14 (Filed herewith) | |
| 31.12 | X | Certification of Principal Executive Officer Required by Rule 13a-14 (Filed herewith) | |
| 32.01 | X | Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350 (Previously Furnished) | |
| 32.02 | X | Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350 (Previously Furnished) | |
| 32.03 | X | Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350 (Previously Furnished) | |
| 32.04 | X | Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350 (Previously Furnished) | |
* Pursuant to Rule 406T of Regulation S-T, this interactive data file is deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, and otherwise is not subject to liability under these sections.
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