SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-K/A
(Mark One)
x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1997
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from to
Commission File Number 1-8809
SCANA CORPORATION
(Exact name of registrant as specified in its charter)
SOUTH CAROLINA 57-0784499
(State or other jurisdiction of (IRS employer
incorporation or organization) identification no.)
1426 MAIN STREET, COLUMBIA, SOUTH CAROLINA 29201
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code(803) 748-3000
Securities registered pursuant to 12(b) of the Act:
Title of each class Name of each exchange on which registered
Common Stock, without par value New York Stock Exchange
Securities registered pursuant to 12(g) of the Act:
None
(Title of class)
Indicate by check mark whether the registrant: (1) has 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 registrant was required to file
such reports), and (2) has been subject to such filing requirements
for the past 90 days. Yes x No
Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K is not contained herein, and
will not be contained, to the best of registrant's knowledge, in
definitive proxy or information statements incorporated by
reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [ ]
State the aggregate market value of the voting stock held by
non-affiliates of the registrant. The aggregate market value shall
be computed by reference to the price at which the stock was sold,
or the average bid and asked prices of such stock, as of a
specified date within 60 days prior to the date of filing. (See
definition of affiliate in Rule 405.)
1
Note: If a determination as to whether a particular person or
entity is an affiliate cannot be made without involving
unreasonable effort and expense, the aggregate market value of the
common stock held by non-affiliates may be calculated on the basis
of assumptions reasonable under the circumstances, provided that
the assumptions are set forth in this form.
The aggregate market value of the voting stock held by
nonaffiliates of the registrant was $3,083,023,874 at February 28,
1998 based on the closing price of the Common Stock on such date,
as reported by the New York Stock Exchange composite tape in The
Wall Street Journal.
APPLICABLE ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all
documents and reports required to be filed by Section 12, 13 or
15(d) of the Securities Exchange Act of 1934 subsequent to the
distribution of securities under a plan confirmed by a court.
Yes No
(APPLICABLE ONLY TO CORPORATE REGISTRANTS)
Indicate the number of shares outstanding of each of the
registrant's classes of common stock, as of the latest practicable
date.
The total number of shares of the registrant's Common Stock,
no par value, outstanding at February 28, 1998 was 107,235,613.
DOCUMENTS INCORPORATED BY REFERENCE.
List hereunder the following documents if incorporated by
reference and the Part of the Form 10-K (e.g., Part I, Part II,
etc.) into which the document is incorporated: (1) any annual
report to security-holders; (2) any proxy or information statement;
and (3) any prospectus filed pursuant to Rule 424(b) or (c) under
the Securities Act of 1933. The listed documents should be clearly
described for identification purposes (e.g., annual report to
security-holders for fiscal year ended December 24, 1980).
(1) Specified sections of the Registrant's 1998 Proxy
Statement, dated March 17, 1998, in connection with its 1998 Annual
Meeting of Stockholders, are incorporated by reference in Part III
hereof.
2
The undersigned registrant hereby amends the following items,
financial statements, exhibits or other portions of its Annual
Report on Form 10-K for the year ended December 31, 1997, as set
forth in the pages attached hereto:
(List all such items, financial statements, exhibits or other
portions amended.)
Item 8: Financial Statements and Supplementary Data
The above item has been amended to include the Financial
Statements for the Company's Stock Purchase-Savings Plan and the
Independent Auditors' Report thereon.
Item 14: Exhibits, Financial Statement Schedules and Reports on
Form 8-K
The above item has been amended to include the Financial
Statements for the Company's Stock Purchase-Savings Plan and the
Independent Auditors' Report thereon and Consent to the
incorporation of such report in the Company's registration
statements under the Securities Act of 1933, as amended.
PART II
ITEM 8: FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
TABLE OF CONTENTS OF CONSOLIDATED FINANCIAL
STATEMENTS AND SUPPLEMENTARY FINANCIAL DATA
*Independent Auditors' Report
Consolidated Financial Statements:
*Consolidated Balance Sheets as of December 31, 1997 and 1996
*Consolidated Statements of Income and Retained Earnings for
the years ended December 31, 1997, 1996 and 1995
*Consolidated Statements of Cash Flows for the years ended
December 31, 1997, 1996 and 1995
*Consolidated Statements of Capitalization as of
December 31, 1997 and 1996
*Notes to Consolidated Financial Statements
Stock Purchase-Savings Plan: Page
**Independent Auditors' Report........................... 5
**Financial Statements and Notes thereto................. 6
Supplemental financial statement schedules are omitted because
of the absence of conditions under which they are required or
because the required information is included in the consolidated
financial statements or in the notes thereto.
* Previously filed with Form 10-K.
** Filed herein.
3
PART IV
Item 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON
FORM 8-K
(a) Documents filed as a part of this report:
1. Financial Statements and Schedules: See above for amended
Table of Contents of Consolidated Financial Statements and
Supplementary Financial Data of the Company's Annual
Report on Form 10-K.
3. Exhibits:
* Exhibits required to be filed with this Annual Report on
Form 10-K are listed in the following Exhibit Index.
Certain of such exhibits (except Exhibit 23) which have
heretofore been filed with the Securities and Exchange
Commission and which are designated by reference to their
exhibit numbers in prior filings are incorporated
herein by reference and made a part hereof.
** The Consent of the Independent Accountants (Exhibit 23)
has been revised and is filed herein.
As permitted under Item 601(b)(4)(iii), instruments defining
the rights of holders of long-term debt of less than
$400,000,000, or 10 percent of the total consolidated assets
of the Company and its subsidiaries, have been omitted and the
Company agrees to furnish a copy of such instruments to the
Commission upon request.
(b) Reports on Form 8-K
None
* Previously filed with Form 10-K.
** Filed herein.
4
TO PARTICIPATING EMPLOYEES:
For your information there are submitted herewith the financial
statements of the Stock Purchase-Savings Plan for the years ended
December 31, 1997, 1996 and 1995, together with related Notes and
Independent Auditors' Report.
s/K. B. Marsh
K. B. Marsh
Chairman of the SCANA Corporation
Stock Purchase-Savings Plan Committee
INDEPENDENT AUDITORS' REPORT
SCANA CORPORATION
STOCK PURCHASE-SAVINGS PLAN:
We have audited the Statements of Financial Position of the SCANA
Corporation Stock Purchase-Savings Plan (the "Plan") as of December
31, 1997, 1996 and 1995, and the related Statements of Changes in
Participants' Equity for the years then ended. These financial
statements are the responsibility of the Committee for
Administration of the Plan (the "Committee"). Our responsibility
is to express an opinion on these financial statements based on our
audits.
We conducted our audits in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the
amounts and disclosures in the financial statements. An audit also
includes assessing the accounting principles used and significant
estimates made by the Committee, as well as evaluating the overall
financial statement presentation. We believe that our audits
provide a reasonable basis for our opinion.
In our opinion, such financial statements present fairly, in all
material respects, the financial position of the Plan as of
December 31, 1997, 1996 and 1995 and its changes in participants'
equity for the years then ended in conformity with generally
accepted accounting principles.
Our audits were conducted for the purpose of forming an opinion on
the basic financial statements taken as a whole. The supplemental
schedules of assets held for investment purposes and of reportable
transactions are presented for the purpose of additional analysis
and are not a required part of the basic financial statements but
are supplementary information required by the Department of Labor's
Rules and Regulations for Reporting and Disclosure under the
Employee Retirement Income Security Act of 1974. The supplemental
schedules are the responsibility of the Plan's management. Such
supplemental schedules have been subjected to the auditing
procedures applied in our audits of the basic financial statements
and, in our opinion, are fairly stated in all material respects
when considered in relation to the basic financial statements taken
as a whole.
s/Deloitte & Touche LLP
DELOITTE & TOUCHE LLP
Columbia, South Carolina
March 11, 1998
5
SCANA CORPORATION
STOCK PURCHASE-SAVINGS PLAN
STATEMENTS OF FINANCIAL POSITION
As of December 31, 1997, 1996 and 1995
(Thousands of Dollars)
ACQUIRED WITH ACQUIRED WITH
EMPLOYEES' COMPANY
CONTRIBUTIONS CONTRIBUTIONS
SCANA U.S. SCANA
TOTAL COMMON SAVINGS COMMON
December 31, 1997 PLAN STOCK BONDS STOCK
Assets:
Investments In Securities:
SCANA Corporation - 8,863,197
shares of common stock - at
market value (cost - $187,337)
(Note 1 and 3)................. $265,342 $132,235 $ - $133,107
United States Savings Bonds -
Series E & EE - at cost........ 294 - 294 -
Total Investments In
Securities.................. 265,636 132,235 294 133,107
Receivables From Participants
(Note 2)........................ 14,970 14,970 - -
Receivable From SCANA
Corporation - Dividends......... 3,328 1,656 - 1,672
TOTAL ASSETS.............. $283,934 $148,861 $294 $134,779
PARTICIPANTS' EQUITY............. $283,934 $148,861 $294 $134,779
See Notes to Financial Statements.
6
ACQUIRED WITH ACQUIRED WITH
EMPLOYEES' COMPANY
CONTRIBUTIONS CONTRIBUTIONS
SCANA U.S. SCANA
TOTAL COMMON SAVINGS COMMON
December 31, 1996 PLAN STOCK BONDS STOCK
Assets:
Investments In Securities:
SCANA Corporation - 8,605,920
shares of common stock - at
market value (cost - $174,853)
(Note 1 and 3)................. $230,208 $112,321 $ - $117,887
United States Savings Bonds -
Series E & EE - at cost........ 320 - 320 -
Total Investments In
Securities.................. 230,528 112,321 320 117,887
Cash............................. 5 5 - -
Receivables From Participants
(Note 2)........................ 13,944 13,944 - -
Receivable From SCANA
Corporation - Dividends......... 3,139 1,528 - 1,611
TOTAL ASSETS.............. $247,616 $127,798 $320 $119,498
PARTICIPANTS' EQUITY............. $247,616 $127,798 $320 $119,498
See Notes to Financial Statements.
7
ACQUIRED WITH ACQUIRED WITH
EMPLOYEES' COMPANY
CONTRIBUTIONS CONTRIBUTIONS
SCANA U.S. SCANA
TOTAL COMMON SAVINGS COMMON
December 31, 1995 PLAN STOCK BONDS STOCK
Assets:
Investments In Securities:
SCANA Corporation - 8,333,328
shares of common stock - at
market value (cost - $160,484)
(Note 1 and 3)................. $238,541 $115,464 $ - $123,077
United States Savings Bonds -
Series E & EE - at cost........ 332 - 332 -
Total Investments In
Securities.................. 238,873 115,464 332 123,077
Cash............................. 5 5 - -
Receivables From Participants
(Note 2)........................ 12,448 12,448 - -
Receivable From SCANA
Corporation - Dividends......... 2,968 1,432 - 1,536
TOTAL ASSETS.............. $254,294 $129,349 $332 $124,613
PARTICIPANTS' EQUITY............. $254,294 $129,349 $332 $124,613
See Notes to Financial Statements.
8
SCANA CORPORATION
STOCK PURCHASE-SAVINGS PLAN
STATEMENTS OF CHANGES IN PARTICIPANTS' EQUITY
For the years ended December 31, 1997, 1996 and 1995
(Thousands of Dollars)
ACQUIRED WITH ACQUIRED WITH
EMPLOYEES' COMPANY
CONTRIBUTIONS CONTRIBUTIONS
SCANA U.S. SCANA
Year Ended TOTAL COMMON SAVINGS COMMON
December 31, 1997 PLAN STOCK BONDS STOCK
Investment Income - Dividends
On Common Stock Of SCANA
Corporation and Other............ $ 14,245 $ 7,512 $ - $ 6,733
Net appreciation in Market Value
of Common Stock of SCANA
Corporation (Note 3) 27,855 13,931 - 13,924
Contributions (Note 2):
Company and participating
subsidiaries.................... 8,855 - - 8,855
Participating employees.......... 9,729 9,729 - -
Total....................... 60,684 31,172 - 29,512
Deduct:
Distributions to participants.... 24,366 10,109 26 14,231
Net Increase (Decrease) In
Participants' Equity............. 36,318 21,063 (26) 15,281
Participants' Equity, Beginning
Of Year.......................... 247,616 127,798 320 119,498
Participants' Equity, End Of Year. $283,934 $148,861 $294 $134,779
See Notes to Financial Statements.
9
ACQUIRED WITH ACQUIRED WITH
EMPLOYEES' COMPANY
CONTRIBUTIONS CONTRIBUTIONS
SCANA U.S. SCANA
Year Ended TOTAL COMMON SAVINGS COMMON
December 31, 1996 PLAN STOCK BONDS STOCK
Investment Income - Dividends
On Common Stock Of SCANA
Corporation and Other............ $ 13,295 $ 6,915 $ - $ 6,380
Contributions (Note 2):
Company and participating
subsidiaries.................... 8,474 - - 8,474
Participating employees.......... 9,293 9,293 -
Total....................... 31,062 16,208 - 14,854
Deduct:
Distributions to participants.... 21,892 10,075 12 11,805
Net depreciation in market
value of common stock of
SCANA Corporation (Note 3)...... 15,848 7,684 - 8,164
Net Decrease In
Participants' Equity............. (6,678) (1,551) (12) (5,115)
Participants' Equity, Beginning
Of Year.......................... 254,294 129,349 332 124,613
Participants' Equity, End Of Year. $247,616 $127,798 $320 $119,498
See Notes to Financial Statements.
10
ACQUIRED WITH ACQUIRED WITH
EMPLOYEES' COMPANY
CONTRIBUTIONS CONTRIBUTIONS
SCANA U.S. SCANA
Year Ended TOTAL COMMON SAVINGS COMMON
December 31, 1995 PLAN STOCK BONDS STOCK
Investment Income - Dividends
On Common Stock Of SCANA
Corporation And Other............ $ 12,570 $ 6,490 $ - $ 6,080
Net Appreciation In Market
Value Of Common Stock
Of SCANA Corporation (Note 3).... 61,501 29,571 - 31,930
Contributions (Note 2):
Company and participating
subsidiaries.................... 8,561 - - 8,561
Participating employees.......... 9,350 9,350 - -
Total....................... 91,982 45,411 - 46,571
Deduct:
Distributions to participants.... 18,896 8,425 34 10,437
Net Increase (Decrease)
In Participants' Equity.......... 73,086 36,986 (34) 36,134
Participants' Equity, Beginning
Of Year.......................... 181,208 92,363 366 88,479
Participants' Equity, End Of Year. $254,294 $129,349 $332 $124,613
See Notes to Financial Statements.
11
SCANA CORPORATION
STOCK PURCHASE-SAVINGS PLAN
NOTES TO FINANCIAL STATEMENTS
1. Significant Accounting Policies:
Basis of Accounting
The accompanying financial statements have been prepared on
the accrual basis of accounting.
Investments
Common stock investments in the accompanying financial
statements are stated at market value and bonds are stated at
cost, which approximates fair value. Costs of administering the
Stock Purchase Savings Plan (Plan) are paid by the Plan sponsor,
SCANA Corporation (Company).
Use of Estimates
The preparation of financial statements in conformity with
generally accepted accounting principles requires management to
make estimates and assumptions that affect the reported amounts
of assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the
reported amount of revenues and expenses during the reporting
period. Actual results could differ from those estimates.
2. Plan Information:
The following description of the Plan provides only general
information. Participants should refer to the Plan agreement for
a complete description of the Plan's provisions.
The Plan is designed to encourage voluntary systematic
savings by employees with the Company's and participating
subsidiaries' contributions as an added incentive. The Company
and participating subsidiaries match employee contributions made
through payroll deductions of up to 6% of eligible earnings.
Employees may contribute up to an additional 9% of eligible
earnings but such additional contributions are not supplemented
by the Company's and participating subsidiaries' contributions.
Employee contributions are invested in common stock of the
Company or, prior to November 1, 1988, such contributions could,
in the alternative, have been invested in United States Savings
Bonds. The Company's and participating subsidiaries'
contributions are invested only in shares of common stock of the
Company. Effective July 1, 1989, Company and participating
subsidiaries' contributions are fully and immediately vested.
The Plan, as amended, allows Participants to contribute up
to 15% of eligible earnings on an after-tax basis (Regular
Savings) or before-tax basis (Tax Deferred Savings), except that
"highly compensated employees" within the context of Internal
Revenue Code of 1986 ("Code"), as amended, Section 414(q) have
been subject to Tax Deferred contribution limitations of 6% or
less pursuant to the limitation of Code Section 401(k)(3) and the
Regulations thereunder. Regular Savings are included in wages
subject to federal or state income tax withholding, whereas Tax
Deferred Savings are exempt from withholding of federal or state
income tax. Effective as of January 1, 1997 the plan was amended
to allow for the acceptance of "Direct Rollovers" from other
qualified retirement plans. All rollover amounts are invested in
SCANA Common Stock. Participants may request a distribution in
the form of whole shares or cash of all securities and earnings
credited to their Regular Savings accounts (cash is distributed
for fractional shares). The Plan does not guarantee that market
value of the securities at date of distribution will equal or
exceed cost.
Participants may not request a distribution from their Tax
Deferred Savings accounts before age 59-1/2 unless they can
demonstrate a hardship.
12
Participants may request a loan from their Tax Deferred and
Regular Savings accounts. Loans are made available based on the
asset value in a Participant's Tax Deferred and Regular Savings
accounts at the time of the loan, but in any case, not less than
$500 or greater than $50,000. Assets equal to the amount of the
loan are converted into cash by the Trustee and made available to
the borrowing Participant; the Participant no longer earns
interest or dividends on the liquidated assets. The period of
repayment for any loan cannot exceed five years, except a loan
used to acquire the principal residence of the Participant may be
extended to a maximum of ten years. All payments of the loan,
including interest, are used to repurchase shares of SCANA common
stock on behalf of the Participant. A Participant may have no
more than two loans from the Plan outstanding at a time. Upon
termination of employment or death, the outstanding balance of
the loan may be paid in full or will be converted to taxable
income on the distribution to the participant or the
participant's beneficiary; if the terminating Participant elects
to delay distribution (permissible when the present value of the
Participant's vested accrued benefit exceeds $5,000), an unpaid
loan balance may be converted to taxable income prior to the
distribution of assets to the Participant. Participants may
receive a distribution of all securities and earnings credited to
their Tax Deferred Savings accounts in the event of retirement,
disability, termination of employment or death.
Participants may request a distribution of all Company
Contributions which have been in existence for two years
following the close of the Plan Year during which they were made,
even if they elected to contribute on a tax deferred basis. If
the participant has participated in the Plan for at least five
years, all Company contributions are eligible for distribution.
Distribution due to the death of the Participant will be
made to the surviving spouse, unless there is no surviving spouse
or the spouse has consented in writing to distribution to a
beneficiary designated by the Participant.
At December 31, 1997, 1996 and 1995, there were 736, 753 and
795 participants, respectively, (including former employees) in
the Regular Savings Option and 3,065, 2,854 and 2,876
participants, respectively, in the Tax Deferred Savings Option.
At February 6, 1998 all of the Company's and the Company's
participating subsidiaries' 4,321 employees were eligible to
participate in the Plan, and payroll deductions under the Plan
were in effect for 3,797 employees.
The Plan, as amended to and as of January 1, 1997, has been
approved by the Internal Revenue Service (IRS) as a qualified
employees' trust under Section 401(a) of the Internal Revenue
Code and, as such, is exempt from federal income taxes under
Section 501(a). Participants are not taxed on the income earned
or Company contributions made for their accounts, pursuant to the
provisions of Section 401(a) of the Internal Revenue Code, until
such time as the employees or their beneficiaries receive
distributions from the Plan.
First Union National Bank of South Carolina is the Trustee
pursuant to a Trust Agreement executed on December 16, 1991 and
amended as of December 15, 1997.
13
3. Appreciation (Depreciation) in Market Value of Common Stock:
The cost, market value and appreciation (depreciation) in market
value of common stock of SCANA Corporation as of and for the years
ended December 31, 1997, 1996 and 1995 are summarized as follows
(thousands of dollars):
Market Excess of Market
Number Quotation Value Over Cost
of Shares Cost Value (Cost Over Value)
Market)
December 31, 1997:
Employee 4,417,032 $ 97,102 $132,235 $35,133
Company 4,446,165 90,235 133,107 42,872
Total 8,863,197 $187,337 $265,342 $78,005
December 31, 1996: 8,605,920 $174,853 $230,208 $ 55,355
Increase in Unrealized Appreciation, Net......................... 22,650
Appreciation Realized on Withdrawals............................. 5,205
Net Appreciation in Market Value of Common Stock - Year
ended December 31, 1997...................................... $ 27,855
December 31, 1995: 8,333,328 $160,484 $238,541 $ 78,057
Decrease in Unrealized Appreciation, Net......................... $(22,702)
Appreciation Realized on Withdrawals............................. 6,854
Net Depreciation in Market Value of Common Stock - Year
ended December 31, 1996...................................... $(15,848)
December 31, 1994: 7,819,048 $144,864 $164,689 $ 19,825
Increase in Unrealized Appreciation, Net......................... $ 58,232
Appreciation Realized on Withdrawals............................. 3,269
Net Appreciation in Market Value of Common Stock - Year
ended December 31, 1995...................................... $ 61,501
14
4. Accounts Payable to Participants and Former Participants:
Amounts included in participants' equity to be distributed to
participants and former participants were $3,225,793, $1,178,019 and
$1,648,543 at December 31, 1997, 1996 and 1995, respectively.
5. Appreciation in Market Value of U. S. Savings Bonds:
Investments in U. S. Savings Bonds are reported at cost. When a
participant requests a loan, the U. S. Savings Bonds are redeemed at their
market value (cost plus interest earned) and the cash is provided to the
participant. Therefore, although the U. S. Savings Bonds are reported at
cost, appreciation is realized when the bonds are redeemed for purposes of
providing a loan.
15
SCANA Corporation
STOCK PURCHASE-SAVINGS PROGRAM FOR EMPLOYEES
SUPPLEMENTAL SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES (ITEM 27a)
AS OF DECEMBER 31, 1997 (Thousands of Dollars)
CURRENT
DESCRIPTION COST VALUE
SCANA Corporation Common Stock $187,337 $265,342
United States Savings Bonds 294 294
Loans to participants 14,970 14,970
$202,601 $280,606
16
SCANA CORPORATION
STOCK PURCHASE-SAVINGS PROGRAM FOR EMPLOYEES
SUPPLEMENTAL SCHEDULE OF REPORTABLE TRANSACTIONS (ITEM 27d)
AS OF DECEMBER 31, 1997 (Thousands of Dollars)
DURING THE YEAR ENDED December 31, 1997 THE FOLLOWING TRANSACTIONS WERE MADE IN THE COMMON STOCK OF SCANA
CORPORATION, WHOSE EMPLOYEES ARE COVERED BY THE PROGRAM.
COST OF NET GAIN
PURCHASE SELLING ASSETS FROM
NUMBER OF SHARES PRICE PRICE SOLD SALE
$ $ $ $
PURCHASED 1,508,773 39,047
SALES FOR DISTRIBUTION TO
PARTICIPANTS FOR WITHDRAWALS 949,690 24,139 19,484 4,655
SALES FOR 401K EMPLOYEE
LOANS - STOCK 301,806 7,629 7,079 550
17
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this amendment to be signed on
its behalf by the undersigned, thereunto duly authorized.
SCANA CORPORATION
(Registrant)
Date: April 14, 1998 BY: s/Kevin B. Marsh
(Kevin B. Marsh, Vice President
- Finance, Chief Financial
Officer and Controller)
18
SCANA CORPORATION
EXHIBIT INDEX
Sequentially
Numbered
Pages
Number
2. Plan of Acquisition, Reorganization, Arrangement,
Liquidation or Succession
Not applicable
3. Articles of Incorporation and By-Laws
A. Restated Articles of Incorporation of SCANA
Corporation as adopted on April 26, 1989
(Exhibit 3-A to Registration Statement No.
33-49145)................................................. #
B. Articles of Amendment dated April 27, 1995
(Exhibit 4-B to Registration Statement
No. 33-62421)............................................. #
C. Copy of By-Laws of SCANA Corporation as
revised and amended on December 17, 1997
(Filed as Exhibit 3-C to Form 10-K for
the year ended December 31, 1997)......................... #
4. Instruments Defining the Rights of Security Holders,
Including Indentures
A. Articles of Exchange of South Carolina
Electric & Gas Company and SCANA Corporation
(Exhibit 4-A to Post-Effective Amendment No. 1
to Registration Statement No. 2-90438).................... #
B. Indenture dated as of November 1, 1989 to
The Bank of New York, Trustee (Exhibit 4-A
to Registration No. 33-32107)............................. #
C. Indenture dated as of January 1, 1945, from
the South Carolina Power Company (the "Power
Company") to Central Hanover Bank and Trust
Company, as Trustee, as supplemented by three
Supplemental Indentures dated respectively as
of May 1, 1946, May 1, 1947 and July 1, 1949
(Exhibit 2-B to Registration No. 2-26459)................. #
D. Fourth Supplemental Indenture dates as of
April 1, 1950, to Indenture referred to in
Exhibit 4C, pursuant to which the Company
assumed said Indenture (Exhibit 2-C to
Registration No. 2-26459)................................. #
E. Fifth through Fifty-second Supplemental
Indenture referred to in Exhibit 4C dated
as of the dates indicated below and filed
as exhibits to the Registration Statements
and 1934 Act reports whose file numbers are
set forth below........................................... #
December 1, 1950 Exhibit 2-D to Registration No. 2-26459
July 1, 1951 Exhibit 2-E to Registration No. 2-26459
June 1, 1953 Exhibit 2-F to Registration No. 2-26459
June 1, 1955 Exhibit 2-G to Registration No. 2-26459
November 1, 1957 Exhibit 2-H to Registration No. 2-26459
September 1, 1958 Exhibit 2-I to Registration No. 2-26459
September 1, 1960 Exhibit 2-J to Registration No. 2-26459
June 1, 1961 Exhibit 2-K to Registration No. 2-26459
December 1, 1965 Exhibit 2-L to Registration No. 2-26459
# Incorporated herein by reference as indicated.
19
SCANA CORPORATION
EXHIBIT INDEX
Sequentially
Numbered
Pages
Number
June 1, 1966 Exhibit 2-M to Registration No. 2-26459
June 1, 1967 Exhibit 2-N to Registration No. 2-29693
September 1, 1968 Exhibit 4-O to Registration No. 2-31569
June 1, 1969 Exhibit 4-C to Registration No. 33-38580
December 1, 1969 Exhibit 4-Q to Registration No. 2-35388
June 1, 1970 Exhibit 4-R to Registration No. 2-37363
March 1, 1971 Exhibit 2-B-17 to Registration No. 2-40324
January 1, 1972 Exhibit 4-C to Registration No. 33-38580
July 1, 1974 Exhibit 2-A-19 to Registration No. 2-51291
May 1, 1975 Exhibit 4-C to Registration No. 33-38580
July 1, 1975 Exhibit 2-B-21 to Registration No. 2-53908
February 1, 1976 Exhibit 2-B-22 to Registration No. 2-55304
December 1, 1976 Exhibit 2-B-23 to Registration No. 2-57936
March 1, 1977 Exhibit 2-B-24 to Registration No. 2-58662
May 1, 1977 Exhibit 4-C to Registration No. 33-38580
February 1, 1978 Exhibit 4-C to Registration No. 33-38580
June 1, 1978 Exhibit 2-A-3 to Registration No. 2-61653
April 1, 1979 Exhibit 4-C to Registration No. 33-38580
June 1, 1979 Exhibit 4-C to Registration No. 33-38580
April 1, 1980 Exhibit 4-C to Registration No. 33-38580
June 1, 1980 Exhibit 4-C to Registration No. 33-38580
December 1, 1980 Exhibit 4-C to Registration No. 33-38580
April 1, 1981 Exhibit 4-D to Registration No. 33-49421
June 1, 1981 Exhibit 4-D to Registration No. 2-73321
March 1, 1982 Exhibit 4-D to Registration No. 33-49421
April 15, 1982 Exhibit 4-D to Registration No. 33-49421
May 1, 1982 Exhibit 4-D to Registration No. 33-49421
December 1, 1984 Exhibit 4-D to Registration No. 33-49421
December 1, 1985 Exhibit 4-D to Registration No. 33-49421
June 1, 1986 Exhibit 4-D to Registration No. 33-49421
February 1, 1987 Exhibit 4-D to Registration No. 33-49421
September 1, 1987 Exhibit 4-D to Registration No. 33-49421
January 1, 1989 Exhibit 4-D to Registration No. 33-49421
January 1, 1991 Exhibit 4-D to Registration No. 33-49421
February 1, 1991 Exhibit 4-D to Registration No. 33-49421
July 15, 1991 Exhibit 4-D to Registration No. 33-49421
August 15, 1991 Exhibit 4-D to Registration No. 33-49421
April 1, 1993 Exhibit 4-E to Registration No. 33-49421
July 1, 1993 Exhibit 4-D to Registration No. 33-57955
F. Indenture dated as of April 1, 1993 from
South Carolina Electric & Gas Company to
NationsBank of Georgia, National Association
(Filed as Exhibit 4-F to Registration Statement
No. 33-49421)............................................. #
G. First Supplemental Indenture to Indenture
referred to in Exhibit 4-F dated as of June 1, 1993
(Filed as Exhibit 4-G to Registration Statement
No. 33-49421)............................................. #
H. Second Supplemental Indenture to Indenture
referred to in Exhibit 4-F dated as of June 15, 1993
(Filed as Exhibit 4-G to Registration Statement
No. 33-57955)............................................. #
I. Trust Agreement for SCE&G Trust I (Filed as Exhibit
4-I to Form 10-K for the year ended December 31, 1997).... #
# Incorporated herein by reference as indicated.
20
SCANA CORPORATION
EXHIBIT INDEX
Sequentially
Numbered
Pages
Number
J. Certificate of Trust for SCE&G Trust I (Filed as
Exhibit 4-J to Form 10-K for the year ended
December 31, 1997)........................................ #
K. Form of Junior Subordinated Indenture for SCE&G Trust
I (Filed as Exhibit 4-K to Form 10-K for the
year ended December 31, 1997)............................. #
L. Form of Guarantee Agreement for SCE&G Trust I (Filed
as Exhibit 4-L to Form 10-K for the year ended
December 31, 1997)........................................ #
M. Form of Amended & Restated Trust Agreement for SCE&G
Trust I (Filed as Exhibit 4-M to Form 10-K for the
year ended December 31, 1997.............................. #
9. Voting Trust Agreement
Not Applicable
10. Material Contracts
A. Copy of Voluntary Deferral Plan as amended and
restated through October 21, 1997 (Filed herewith)........ 23
B. Copy of Supplementary Voluntary Deferral Plan as
amended and restated through October 21, 1997
(Filed as Exhibit 10-B to Form 10-K for the year
ended December 31, 1997).................................. #
C. Copy of Key Executive Severance Benefit Plan as
amended and restated effective as of October 21, 1997
(Filed as Exhibit 4-C to Form 10-K for the year
ended December 31, 1997).................................. #
D. Copy of SCANA Corporation Performance Share Plan
as amended and restated effective February 16, 1993
(Exhibit 10-D to Form 10-K for the year ended
December 31, 1992, File No. 1-8809)....................... #
E. Form of Agreement under SCANA Corporation Key
Employee Retention Program as amended and restated
effective as of October 21, 1997 (Filed as Exhibit
10-E to Form 10-K for the year ended December 31, 1997.... #
F. Description of SCANA Corporation Whole Life Option
(Exhibit 10-F to Form 10-K for the year ended
December 31, 1991, under cover of Form SE, File
No. 1-8809)............................................... #
G. Description of SCANA Corporation Performance
Incentive Plan (Exhibit 10-G to Form 10-K for
the year ended December 31, 1991, under cover
of Form SE, File No. 1-8809).............................. #
H. Description of SCANA Corporation Supplementary
Key Executive Severance Benefits Plan, effective
as of October 21, 1997 (Filed herewith)................... 50
11. Statement Re Computation of Per Share Earnings
Not Applicable
12. Statements Re Computation of Ratios
Not Applicable
21
SCANA CORPORATION
EXHIBIT INDEX
Number
13. Annual Report to Security Holders, Form 10-Q or
Quarterly Report to Security Holders
Not Applicable
16. Letter Re Change in Certifying Accountant
Not Applicable
18. Letter Re Change in Accounting Principles
Not Applicable
21. Subsidiaries of the Registrant
Included herein on Page 28
22. Published Report Regarding Matters Submitted to
Vote of Security Holders
Not Applicable
23. Consents of Experts and Counsel
Consent of Deloitte & Touche LLP (Filed herewith)............ 73
24. Power of Attorney
Not Applicable
27. Financial Data Schedule
Not Applicable
99. Additional Exhibits
Not Applicable
# Incorporated herein by reference as indicated.
22