Exhibit 4-G
SOUTH CAROLINA ELECTRIC & GAS COMPANY
TO
NATIONSBANK OF GEORGIA,
NATIONAL ASSOCIATION,
Trustee
SECOND SUPPLEMENTAL INDENTURE
(Supplemental To Indenture Dated As Of April 1, 1993)
PROVIDING FOR
FIRST MORTGAGE BONDS
Dated as of June 15, 1993
THE INDENTURE OF SOUTH CAROLINA ELECTRIC & GAS COMPANY TO
NATIONSBANK OF GEORGIA, NATIONAL ASSOCIATION, AS TRUSTEE, DATED
APRIL 1, 1993 (THE "INDENTURE"), RECORDED IN THE RMC OFFICE OF THIS
COUNTY AS DESCRIBED ON EXHIBIT A HERETO, AS HERETOFORE AMENDED AND
SUPPLEMENTED AND AS AMENDED AND SUPPLEMENTED BY THIS SECOND
SUPPLEMENTAL INDENTURE THERETO IS SUBJECT TO, AND IS INTENDED TO
TAKE ADVANTAGE OF, THE PROVISIONS OF SECTIONS 29-1-10 AND 29-3-80,
S. C. CODE OF LAWS (1976), AS AMENDED. THE LIEN OF THE INDENTURE, AS
SUPPLEMENTED OR AMENDED FROM TIME TO TIME, SHALL CONTINUE UNTIL
SATISFIED OR RELEASED OF RECORD REGARDLESS OF WHETHER OR NOT SUCH
INDENTURE STATES A MATURITY DATE. FURTHER, AS SET FORTH IN THE
INDENTURE, THE LIEN AFFECTS AFTER-ACQUIRED PROPERTY.
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SECOND SUPPLEMENTAL INDENTURE
SECOND SUPPLEMENTAL INDENTURE, dated as of June 15, 1993,
between SOUTH CAROLINA ELECTRIC & GAS COMPANY, a corporation duly
organized and existing under the laws of the State of South
Carolina (herein called the "Company"), and NATIONSBANK OF GEORGIA,
NATIONAL ASSOCIATION, a national banking association, as trustee
(herein called the "Trustee");
WHEREAS, the Company heretofore executed and delivered to the
Trustee an Indenture, dated as of April 1, 1993 (herein referred to
as the "Original Indenture"), which Original Indenture was executed
and delivered by the Company to secure the payment of Securities
issued or to be issued under and in accordance with the provisions
thereof, the Original Indenture being recorded as shown as Exhibit
A hereto; and
WHEREAS, the Company has heretofore executed and delivered to
the Trustee the following supplemental indentures:
DESIGNATION DATED AS OF
First Supplemental
Indenture.....................................June 1, 1993
supplemental to the Original Indenture; the Original Indenture,
together with all instruments stated to be supplemental thereto
to which the Trustee has heretofore been or shall hereafter be a
party, including the aforesaid supplemental indenture and this
Second Supplemental Indenture, being herein sometimes referred to
collectively as the "Mortgage;" and
WHEREAS, Section 1701 of the Mortgage provides that the
Company and the Trustee, at any time and from time to time, may
enter into one or more indentures supplemental to the Original
Indenture, for various purposes including to add one or more
covenants of the Company and to establish the terms of Securities
of any series as contemplated by Section 201 of the Mortgage; and
WHEREAS, the Company now desires to create additional series
of Securities and to add to its covenants contained in the
Mortgage certain other covenants to be observed by it; and
WHEREAS, there have been issued under the Original Indenture
as heretofore supplemented the following series of First Mortgage
Bonds, of which the following principal amounts were outstanding
at the date of this Supplemental Indenture:
PRINCIPAL PRINCIPAL
AMOUNT AMOUNT
SERIES ISSUED OUTSTANDING
0% Per Annum due 1993
"Bonds of the Original Series" $1,000 $1,000
7 5/8% Series due 2023
"Bonds of the First Series" $100,000,000 $100,000,000
; and
WHEREAS, the execution and delivery by the Company of this
Second Supplemental Indenture, and the terms of the Securities,
have been duly authorized by the Company as provided in the
Mortgage;
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THE PARTIES HEREBY COVENANT AND AGREE as follows:
ARTICLE FIRST
Additional Securities
SECTION 1.01. Description of Series.
There shall be one or more additional series of Securities
designated "First Mortgage Bonds," to bear such further
designations as hereafter provided, which series shall be
unlimited in principal amount, subject to the limitation on the
maximum aggregate principal amount of Securities permitted to be
secured by the Mortgage pursuant to Section 201 of the Original
Indenture ($5,000,000,000 as of the date hereof), as the same may
hereafter be increased or decreased by amendment or supplement to
the Mortgage. The forms of the Securities of each such Series
shall be established by an Officer's Certificate delivered to the
Trustee on or before the date of first authentication of
Securities of each such Series and shall contain suitable
provisions with respect to the matters hereinafter in this
Article specified, including any further designation or
descriptive title, the date or dates of Maturity for the
Securities of each such Series, the rate or rates at which the
Securities of each such Series shall bear interest, the date or
dates on which such interest shall be payable, the date from
which the Securities of each such Series shall bear interest if
such date is not the date of first authentication of Securities
of each such Series, and other matters permitted by Section 201
of the Mortgage. Such additional Securities shall be issued as
fully registered Securities in denominations of One Thousand
Dollars and, at the option of the Company, in any integral
multiple or multiples thereof (the exercise of such option to be
evidenced by the execution and delivery thereof). Unless
otherwise provided in the Officer's Certificate establishing the
form of the Securities of each such Series, the principal of, and
premium, if any, and interest, if any, on the Securities of each
such Series shall be payable at the office and agency of the
Company in Atlanta, Georgia, in such coin or currency of the
United States of America as at the time of payment is legal
tender for public and private debts. The Securities of each such
Series shall be dated as in the Mortgage provided.
ARTICLE SECOND
Miscellaneous
SECTION 2.01. Definitions
Subject to the amendments provided for in this
Supplemental Indenture, the terms defined in the Original
Indenture as heretofore supplemented shall, for all purposes of
this Supplemental Indenture, have the meanings specified in the
Original Indenture.
SECTION 2.02. Acceptance of Trust
The Trustee hereby accepts the trust herein created and
agrees to perform the same upon the terms and conditions in the
Original Indenture as heretofore supplemented set forth and upon
the following terms and conditions:
The Trustee shall not be responsible in any manner
whatsoever for or in respect to the validity or sufficiency of
this Supplemental Indenture or for or in respect of the recitals
contained herein, all of which recitals are made by the Company
alone. In general each and every term and condition contained in
Article Sixteen of the Mortgage shall apply to and form part of
this Supplemental Indenture with the same force and effect as if
the same were herein set forth in full with such omissions,
variations and insertions, if any, as may be appropriate to make
the same conform to the provisions of this Supplemental
Indenture.
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SECTION 2.03. Successors and Assigns
Whenever in this Supplemental Indenture either of the
parties hereto is named or referred to, this shall, subject to
the provisions of Articles Fifteen and Sixteen of the Mortgage,
be deemed to include the successors and assigns of such party,
and all the covenants and agreements in this Supplemental
Indenture contained by or on behalf of the Company, or by or on
behalf of the Trustee, or either of them, shall, subject as
aforesaid, bind and inure to the respective benefits of the
respective successors and assigns of such parties, whether so
expressed or not.
SECTION 2.04. Benefit of the Parties
Nothing in this Supplemental Indenture, express or
implied, is intended, or shall be construed, to confer upon, or
to give to any person, firm or corporation, other than the
parties hereto and the Holders of the Securities Outstanding
under the Mortgage, any right, remedy or claim under or by reason
of this Supplemental Indenture or any covenant, condition,
stipulation, promise or agreement hereof, and all the covenants,
conditions, stipulations, promises and agreements in the
Supplemental Indenture contained by or on behalf of the Company
shall be for the sole and exclusive benefit of the parties hereto
and of the Holders of the Securities Outstanding under the
Mortgage.
SECTION 2.05. Effect in Georgia
This Supplemental Indenture is intended by the parties
hereto, as to properties now or hereafter encumbered by the
Mortgage and located within the State of Georgia, to operate and
is to be construed as granting a Lien only on such properties and
not as a deed passing title thereto.
SECTION 2.06. Notice of Claim of Benefit of Laws
The Company gives notice that it claims the benefit of
Sections 29-1-10 and 29-3-80, S. C. Code of Laws (1976), as
amended (S.589, enacted into law June 14, 1993), concerning the
continuation of the lien until satisfied or released of record
and attachment to after-acquired real property of the lien of
both the Original Indenture, dated as of April 1, 1993, and the
First Supplemental Indenture, dated as of June 1, 1993, and all
supplements and amendments thereto. The Original Indenture and
the First Supplemental Indenture are recorded in the counties and
at the book and page numbers set forth on Exhibits A and B,
respectively, attached hereto. The Notice on the cover of this
Second Supplemental Indenture is given pursuant to the aforesaid
laws.
SECTION 2.07. Counterparts
This Supplemental Indenture shall be executed in
several counterparts, each of which shall be an original and all
of which shall constitute but one and the same instrument.
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IN WITNESS WHEREOF, South Carolina Electric & Gas
Company has caused this Supplemental Indenture to be executed in
its corporate name by its President or one of its Vice Presidents
and its corporate seal to be hereunto affixed and to be attested
by its Secretary or one of its Assistant Secretaries, and
NationsBank of Georgia, National Association, to evidence its
acceptance hereof, has caused this Supplemental Indenture to be
executed in its corporate name by one of its Vice Presidents or
Trust Officers and its corporate seal to be hereunto affixed and
to be attested by one of its Vice Presidents or one of its Trust
Officers, in several counterparts, all as of the day and year
first above written.
SOUTH CAROLINA ELECTRIC & GAS COMPANY
By:
Vice President and Treasurer
Attest:
Assistant Secretary
In the presence of:
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NATIONSBANK OF GEORGIA, NATIONAL ASSOCIATION
By:
Vice President
Attest:
Vice President
In the presence of:
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STATE OF SOUTH CAROLINA )
) ss.:
On the 25th day of June, 1993, personally appeared
before me Cathy C. Boone, and, being duly sworn, made oath that
she saw the corporate seal of South Carolina Electric & Gas
Company affixed to the above written Indenture and that she also
saw B. T. Horton, Vice President and Treasurer, with E. C.
Roberts, Assistant Secretary, of said South Carolina Electric &
Gas Company sign and attest the same, and that she, deponent,
with Sue A. Whitman, witnessed the execution and delivery thereof
as the act and deed of South Carolina Electric & Gas Company.
Cathy C. Boone
Subscribed and sworn to before
me the 25th day of June, 1993.
Notary Public for South Carolina
My Commission expires December 7, 1997
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STATE OF GEORGIA )
) ss.:
COUNTY OF FULTON )
On the 25 day of June 1993, personally appeared before me
_______, and, being duly sworn, made oath that she saw the
corporate seal of NationsBank of Georgia, National Association,
affixed to the above written Indenture and that she also saw
Harry G. Evans, Vice President, with _________________, Vice
President, of said NationsBank of Georgia, National Association,
sign and attest the same, and that she, deponent, with
_______________, witnessed the execution and delivery thereof as
the act and deed of NationsBank of Georgia, National Association.
Subscribed and sworn to before
me the 25 day of June, 1993.
Notary Public for Georgia
My Commission Expires______________
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EXHIBIT A
The Collateral Trust Mortgage dated as of April 1, 1993 with
NationsBank of Georgia, National Association, as Trustee, has
been filed for the record and correctly indexed as a mortgage on
real estate as of April 27, 1993, in the appropriate recording
office in each of the following counties in the State of South
Carolina:
Real Estate
County Mortgage BookPage
1. Abbeville 10-E 1
2. Aiken 1521 1
3. Allendale 81 360
4. Bamberg 105 1
5. Barnwell 225 1
6. Beaufort 543 2220
7. Berkeley 276 152
8. Calhoun 84 138
9. Charleston C-226 492
10. Chester 664 18
12. Colleton 529 124
13. Dorchester 1133 107
14. Edgefield 460 1
15. Fairfield 322 33
16. Greenwood 492 466
17. Hampton 185 73
18. Jasper 92 44
19. Kershaw 165 1
20. Lexington 2513 173
21. McCormick 89 96
22. Newberry 396 256
23. Orangeburg 598 0064
24. Richland M-1563 744
25. Saluda 262 328
26. Union 190 136
As the same may have been supplemented from time to time.
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