amendedkespb


    Exhibit
      10.10

    


    AMENDMENTS
      TO THE

    SCANA
      CORPORATION KEY EXECUTIVE SEVERANCE BENEFITS PLAN

    


    Pursuant
      to the authority granted to the officers of SCANA Corporation by a Resolution
      of
      the Board of Directors of SCANA Corporation adopted on November 1, 2006, the
      following amendments shall be included in the working copy of the SCANA
      Corporation Key Executive Severance Benefits Plan (the “Plan”) as follows
      effective November 1, 2006 (with
      new language bolded and underlined, deletions
      struck-through):

    


    	1.  	
            Section
              4.3 is amended to read as
              follows:

          


    



      4.3 Gross-Up
        Payments.
        In
        addition to the benefits described in Section 4.2 payable to each Participant
        or
        his Beneficiary (referred to as each Participant’s “KESBP Benefit”), upon a
        Change in Control,
        the Corporation shall pay to the Participant an amount
        (the “Gross-Up Payment”) such that the net amount retained by each Participant
        after deduction of any
        excise tax imposed by Section 4999 of the Code (or any similar
        tax that may hereafter be imposed) on the
        KESBP Benefit, the Participant’s benefit under
        in connection with which the Committee determines that a payment or distribution
        by the Corporation to or for the benefit of a Participant



    



      
        	 	
                (a)

              	
                Paid
                  or payable pursuant to the terms of this Plan; or
                  

              


      


    



      (b) Paid
        or payable pursuant to the terms of
        the
        Performance Share Award portion of the SCANA Corporation Long-Term Equity
        Compensation Plan (or any predecessor plan thereto);
        or 
        payable in connection with the Change in Control (the “Performance Share
        Benefit”), and the Gross-Up Payment (the “Excise Tax”) and any federal, state,
        and local income tax and Excise Tax upon the Participant’s KESBP Benefit, the
        Performance Share Benefit, and the Gross-Up Payment provided for by this
        Section
        4.3 shall be equal to the sum of (i) the value of the KESBP Benefit otherwise
        payable hereunder and (ii) the value of the Performance Share Benefits paid
        to
        the Participant under the Long-Term Equity Compensation Plan (or any predecessor
        plan thereto) on account of the change in control provisions of that plan
        (or
        its predecessor).


    


    (c) Paid
      or payable under any other compensation plan or
      arrangement

    



      (“Gross-Up
        Eligible Payments”) would be subject to the
        excise tax imposed by Section 4999 of the Code (or any other similar
        tax that may hereafter be imposed) on such
        benefits (the “Excise Tax”),
        the Corporation shall pay to the Participant an additional
        payment (the “Excise Tax Gross-Up Payment”) to compensate such Participant for
        any Excise Tax due and owing by the Participant with respect to the Gross-Up
        Eligible Payments. The Excise Tax Gross-Up Payment shall equal (i) the amount
        of
        such Excise Taxes on Gross-Up Eligible Payments plus (ii) a payment to
        compensate such Participant for the federal (and to the degree applicable,
        state
        and local) income taxes, federal Medicare taxes and additional Excise Taxes
        attributable to the amount of such additional payment, calculated in accordance
        with Section 4.4.
        The amount of the Excise Tax Gross-Up Payment payable by the Corporation
        with
        respect to the amounts described in Section 4.3(c) shall be offset by any
        gross-up payment made by the Corporation with respect to the amounts referred
        to
        in Section 4.3(c) pursuant to the provisions of any other plan or arrangement.
        For all purposes of this Section 4.3, 4.4, and 4.6, the calculations and
        determinations made shall be made periodically prior to a Change in Control
        and
        only by the Committee as constituted from time to time prior to a Change
        in
        Control. On and after a Change in Control, the Committee shall have no power
        or
        authority to modify the calculations previously made prior to the Change
        in
        Control.


    


    	2.  	
            Section
              4.4 is amended to read as
              follows:

          


    



      4.4 Tax
        Computation.
        For
        purposes of determining whether
        a payment or distribution is a Gross-Up Eligible Payment and
the
        amount of the Excise
        Tax and the Excise Tax Gross-Up
        Payment referred to in Section 4.3, the
        Committee shall act reasonably and apply a whether
        any of a Participant’s KESBP
        Benefit or Performance Share Benefit
        (as defined in Section 4.3) will be subject to the Excise Tax, and the amounts
        of such Excise Tax:
        (i)
        there shall be taken into account all other payments or benefits received
        or to
        be received by a Participant in connection with a Change in Control of the
        Corporation
        (whether pursuant to the terms of this Plan or any other plan, arrangement,
        or
        agreement with the Corporation, any person whose actions result in a Change
        in
        Control of the Corporation or any person affiliated with the Corporation
        or such
        person); and (ii) the amount of any Gross-Up Payment payable with respect
        to any
        Participant (or his Beneficiary) by reason of such payment shall be determined
        in accordance with a customary
        “gross-up formula,” as determined by the Committee in its sole
        discretion.


    


    	3.  	
            Section
              4.6 is amended to read as
              follows:

          


    



      4.6 No
        Subsequent Recalculation of Plan Liability.
        The
        Excise Tax
        Gross-Up
        Payments described in Sections 4.3 and 4.4 are intended and hereby deemed
        to be
        a reasonably accurate calculation of each Participant’s actual income tax and
        Excise Tax liability under the circumstances (or such tax liability of his
        Beneficiary), the payment of which is to be made by the Corporation or any
        “rabbi trust” established by the Corporation for such purposes. All such
        calculations of tax liability shall not be subject to subsequent recalculation
        or adjustment in either an underpayment or overpayment context with respect
        to
        the actual tax liability of the Participant (or his Beneficiary) ultimately
        determined as owed. 


    


     

    IN
      WITNESS WHEREOF, the Company has caused this SCANA Corporation Key Executive
      Severance Benefits Plan to be amended by its duly authorized officer to be
      effective as of November 1, 2006.

    


     

    SCANA
      Corporation     

     

    


    By:
      /s/William
      B. Timmerman  

       
      William
      B. Timmerman

    


    


    Title:
      Chairman,
      President and Chief Executive Officer

    


    


    ATTEST:

    


    /s/Lynn
      M. Williams  

    Secretary