================================================================================
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                    FORM 10-Q


              (X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                      For the Quarter Ended June 30, 1999

                                       OR

              ( ) 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. Yes X No

                           Description of                 Shares Outstanding
Registrant                 Common Stock                      at July 31, 1999

 SCANA Corporation         Without Par Value                 103,572,623

South Carolina Electric    Par Value $4.50 Per Share         40,296,1471
  & Gas Company

1Held,  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
SCANA  Corporation  or any of its direct or  indirect  subsidiaries,  other than
South  Carolina  Electric & Gas  Company  and its  consolidated  operations,  is
provided  solely by SCANA  Corporation  and shall be deemed not  included in the
Form 10-Q of South Carolina Electric & Gas Company.


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

<PAGE>



                                      INDEX

                                                                         Page
PART 1.  FINANCIAL INFORMATION

SCANA Corporation Financial Section.........................................  3

Item 1.  Financial Statements

       Consolidated Balance Sheets as of June 30, 1999 and December 31, 1998  4

       Consolidated Statements of Income and Retained Earnings for the Periods
       Ended June 30, 1999 and 1998.........................................  6

     Consolidated Statements of Cash Flows for the Periods Ended June 30,
       1999 and 1998........................................................  7

     Notes to Consolidated Financial Statements.............................  8

Item 2.  Management's Discussion and Analysis of Financial Condition
          and Results of Operations..........................................13

Item 3.  Quantitative and Qualitative Disclosures About Market Risk..........21

South Carolina Electric & Gas Company Financial Section......................22

Item 1.  Financial Statements

          Consolidated Balance Sheets as of June 30, 1999 and
           December 31, 1998 ................................................23

          Consolidated Statements of Income and Retained Earnings for the
           Periods Ended June 30, 1999 and 1998..............................25

          Consolidated Statements of Cash Flows for the Periods Ended
           June 30, 1999 and 1998........................................... 26

          Notes to Consolidated Financial Statements.........................27

Item 2.  Management's Discussion and Analysis of Financial Condition and
           Results of Operations.............................................30

Item 3.  Quantitative and Qualitative Disclosures About Market Risk..........35


PART II.  OTHER INFORMATION

Item 1.  Legal Proceedings...................................................36

Item 4.  Submission of Matters to a Vote of Security-Holders.................36

Item 6.  Exhibits and Reports on Form 8-K....................................36

Signatures...................................................................37

Exhibit Index................................................................39









<PAGE>






                                SCANA CORPORATION
                                FINANCIAL SECTION

<TABLE>










                                                         PART I. FINANCIAL INFORMATION


Item 1.  Financial Statements.


                                                               SCANA CORPORATION
                                                          CONSOLIDATED BALANCE SHEETS
                                                   As of June 30, 1999 and December 31, 1998
                                                                  (Unaudited)




                                                                  June 30,            December 31,
-------------------------------------------------------------------------------- -------------------
                                                                    1999                1998
-------------------------------------------------------------------------------- -------------------
Assets                                                                 (Millions of Dollars)
Utility Plant:
<S>                                                                 <C>                 <C>
    Electric                                                        $4,446              $4,406
    Gas                                                                606                 604
    Other                                                              178                 175
-------------------------------------------------------------------------------- -------------------
        Total                                                        5,230               5,185
    Less accumulated depreciation and amortization                   1,805               1,728
-------------------------------------------------------------------------------- -------------------
        Total                                                        3,425               3,457
    Construction work in progress                                      323                 251
    Nuclear fuel, net of accumulated amortization                       53                  56
    Acquisition adjustment-gas, net of accumulated amortization         23                  23
-------------------------------------------------------------------------------- -------------------
        Utility Plant, Net                                           3,824               3,787
-------------------------------------------------------------------------------- -------------------

Nonutility Property and Investments, net of  accumulated
     depreciation                                                     645                  493
-------------------------------------------------------------------------------- -------------------

Current Assets:
    Cash and temporary cash investments                                70                   62
    Receivables                                                       240                  276
    Inventories (at average cost):
        Fuel                                                           55                   63
        Materials and supplies                                         64                   56
    Prepayments                                                        36                   22
    Deferred income taxes                                              21                   22
-------------------------------------------------------------------------------- -------------------
        Total Current Assets                                          486                  501
-------------------------------------------------------------------------------- -------------------

Deferred Debits:
    Emission allowances                                                31                   31
    Environmental                                                      25                   22
    Nuclear plant decommissioning fund                                 60                   56
    Pension asset, net                                                128                  115
    Other regulatory assets                                           184                  216
    Other                                                              96                   60
-------------------------------------------------------------------------------- -------------------
        Total Deferred Debits                                         524                  500
-------------------------------------------------------------------------------- -------------------
            Total                                                  $5,479               $5,281
================================================================================ ===================



<PAGE>




                                                                 SCANA CORPORATION
                                                            CONSOLIDATED BALANCE SHEETS
                                                     As of June 30, 1999 and December 31, 1998
                                                                    (Unaudited)


                                                                   June 30,           December 31,
------------------------------------------------------------------------------------ -------------
                                                                     1999               1998
----------------------------------------------------------------------------- --------------------
Capitalization and Liabilities                                      (Millions of Dollars)
Stockholders' Investment:
<S>                                                                 <C>                <C>
    Common Equity                                                   $1,808             $1,746
    Preferred stock (not subject to purchase or sinking funds)         106                106
-------------------------------------------------------------------------------- -----------------
        Total Stockholders' Investment                               1,914              1,852
Preferred Stock, Net (subject to purchase or sinking funds)             11                 11
SCE&G-Obligated   Mandatorily   Redeemable   Preferred
    Securities  of  SCE&G's Subsidiary Trust, SCE&G Trust I,
    holding solely $50 million principal amount of the 7.55%
    Junior Subordinated Debentures of SCE&G, due 2027                   50                 50
Long-Term Debt, net                                                  1,785              1,623
-------------------------------------------------------------------------------- -----------------
        Total Capitalization                                         3,760              3,536
-------------------------------------------------------------------------------- -----------------

Current Liabilities:
    Short-term borrowings                                             105                 195
    Current portion of long-term debt                                 205                 107
    Accounts payable                                                  144                 219
    Customer deposits                                                  18                  18
    Taxes accrued                                                      42                  72
    Interest accrued                                                   29                  28
    Dividends declared                                                 42                  42
    Other                                                              12                  13
-------------------------------------------------------------------------------- -----------------
       Total Current Liabilities                                      597                 694
-------------------------------------------------------------------------------- -----------------

Deferred Credits:
    Deferred income taxes                                             697                 628
    Deferred investment tax credits                                   106                 108
    Postretirement benefits                                            93                  87
    Reserve for nuclear plant decommissioning                          60                  56
    Other regulatory liabilities                                       75                  71
    Other                                                              91                 101
-------------------------------------------------------------------------------- -----------------
       Total Deferred Credits                                       1,122               1,051
-------------------------------------------------------------------------------- -----------------
           Total                                                   $5,479              $5,281
================================================================================ =================

See Notes to Consolidated Financial Statements.









<PAGE>


                                SCANA CORPORATION
             CONSOLIDATED STATEMENTS OF INCOME AND RETAINED EARNINGS
                  For the Periods Ended June 30, 1999 and 1998
                                   (Unaudited)

                                                                         Three Months Ended             Six Months Ended
                                                                              June 30,                      June 30,
-------------------------------------------------------------------------------- -------------- -------------- --------------
                                                                        1999           1998           1999           1998
-------------------------------------------------------------------------------- -------------- -------------- --------------
                                                                       (Millions of Dollars, Except Per Share Amounts)
Operating Revenues:
<S>                                                                    <C>            <C>            <C>             <C>
    Electric                                                           $ 293          $ 299          $ 559           $ 569
    Gas                                                                   82             88            212             224
    Transit                                                                -              -              1               1
-------------------------------------------------------------------------------- -------------- -------------- --------------
        Total Operating Revenues                                         375            387            772             794
-------------------------------------------------------------------------------- -------------- -------------- --------------

    Fuel used in electric generation                                      72             68            133             128
    Purchased power                                                       11             12             14              13
    Gas purchased for resale                                              56             61            137             145
    Other operation                                                       62             60            120             120
    Maintenance                                                           21             22             39              41
    Depreciation and amortization                                         42             39             84              68
    Income taxes                                                          20             26             48              63
    Other taxes                                                           26             25             53              51
-------------------------------------------------------------------------------- -------------- -------------- --------------
        Total Operating Expenses                                         310            313            628             629
-------------------------------------------------------------------------------- -------------- -------------- --------------

Operating Income                                                          65             74            144             165
-------------------------------------------------------------------------------- -------------- -------------- --------------

Other Income:
    Allowance for equity funds used during construction                    2              2              3               4
    Other income (loss), net of income taxes                              (5)            (1)           (11)              2
-------------------------------------------------------------------------------- -------------- -------------- --------------
        Total Other Income (Loss)                                         (3)             1             (8)              6
-------------------------------------------------------------------------------- -------------- -------------- --------------

Income Before Interest Charges And Preferred Stock Dividends              62             75            136             171
-------------------------------------------------------------------------------- -------------- -------------- --------------

Interest Charges (Credits):
    Interest expense on long-term debt                                    32             30             63              59
    Other interest expense                                                 4              2              8               4
    Allowance for borrowed funds used during construction                 (1)            (2)            (2)             (4)
-------------------------------------------------------------------------------- -------------- -------------- --------------
        Total Interest Charges, Net                                       35             30             69              59
-------------------------------------------------------------------------------- -------------- -------------- --------------

Income Before Preferred Dividend Requirements
    on Mandatorily Redeemable Preferred Securities                        27             45             67             112
Preferred Dividend Requirement of SCE&G - Obligated Mandatorily
    Redeemable Preferred Securities                                        1              1              2               2
-------------------------------------------------------------------------------- -------------- -------------- --------------
Income Before Preferred Stock Cash Dividends of Subsidiary                26             44             65             110
Preferred Stock Cash Dividends of Subsidiary (At Stated Rates)             2              2              4               4
-------------------------------------------------------------------------------- -------------- -------------- --------------
Net Income                                                                24             42             61             106
Retained Earnings at Beginning of Period                                 675            640            678             617
Common Stock Cash Dividends Declared                                     (40)           (41)           (80)            (82)
================================================================================ ============== ============== ==============
Retained Earnings at End of Period                                     $ 659          $ 641          $ 659           $ 641
================================================================================ ============== ============== ==============

Net Income                                                             $  24          $  42           $ 61            $ 106
Weighted Average Number of Common Shares Outstanding (Millions)        103.6          106.4           103.6          106.8
Earnings Per Weighted Average Share of Common Stock  (Basic and        $ .23          $ .40          $ .59          $1.00
Diluted)
Cash Dividends Declared Per Share of Common Stock                     $ .385          $.385          $ .77          $ .77
================================================================================ ============== ============== ==============

See Notes to Consolidated Financial Statements.




<PAGE>


                                SCANA CORPORATION
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                  For the Periods Ended June 30, 1999 and 1998
                                   (Unaudited)
                                                                           Six Months Ended
                                                                               June 30,
----------------------------------------------------------------------------------- -------------
                                                                           1999         1998
----------------------------------------------------------------------------------- -------------

                                                                           (Millions of Dollars)
Cash Flows From Operating Activities:
<S>                                                                        <C>          <C>
  Net income                                                               $ 61         $ 106
    Adjustments to reconcile net income to net cash provided
      from operating activities:

        Depreciation and amortization                                        88            72
        Amortization of nuclear fuel                                          8            10
        Deferred income taxes, net                                           20            21
        Pension asset                                                       (13)           (4)
        Other regulatory assets                                              32             -
        Other regulatory liabilities                                          4             8
        Post-retirement benefits                                              6             7
        Allowance for funds used during construction                         (5)           (8)
        Over (under) collections, fuel adjustment clauses                     -             9

        Changes in certain current assets and liabilities:
            (Increase) decrease in receivables                               36           (36)
           (Increase) decrease in  prepayments                              (14)          (10)
            Increase (decrease) in accounts payable                         (75)           21
            Increase (decrease) in taxes accrued                            (30)          (17)


        Other, net                                                          (52)          (17)

---------------------------------------------------------------------- ------------ -------------
    Net Cash Provided From Operating Activities                              66           162
---------------------------------------------------------------------- ------------ -------------

Cash Flows From Investing Activities:
    Utility property additions and construction expenditures,
      net of AFC                                                           (118)         (108)
    Increase in other property and investments                              (38)          (82)
    Sale of subsidiary assets                                                12             -
---------------------------------------------------------------------- ------------ -------------
    Net Cash Used For Investing Activities                                 (144)         (190)
---------------------------------------------------------------------- ------------ -------------

Cash Flows From Financing Activities:
    Proceeds:
        Issuance of  First Mortgage Bonds                                    99             -
        Issuance of notes and loans                                         150            60
    Repayments:
        Notes and loans                                                       -           (60)
        Other long-term debt                                                 (3)            -
        Repurchase of common stock                                            -           (61)
    Dividend payments:
        Common stock                                                        (80)          (81)
        Preferred stock of subsidiary                                        (4)           (4)
    Short-term borrowings, net                                              (90)          160
    Fuel and emission allowance financings, net                              14            (7)
---------------------------------------------------------------------- ------------ -------------
    Net Cash Provided From  Financing Activities                             86             7
---------------------------------------------------------------------- ------------ -------------
                                                                              8           (21)
Net Increase (Decrease) In Cash And Temporary Cash Investments
Cash And Temporary Cash Investments At January 1                             62            60
---------------------------------------------------------------------- ------------ -------------
Cash And Temporary Cash Investments At June 30                             $ 70          $ 39
====================================================================== ============ =============

Supplemental Cash Flow Information:
Cash paid for - Interest (includes capitalized interest
                 of $2 for 1999 and $4 for 1998)                           $ 69          $ 62
              - Income taxes                                                 13            30
    Noncash investing activities
              - Unrealized gain  on securities
                available for sale (net of tax)                              80            34


See Notes to Consolidated Financial Statements.

</TABLE>


                                SCANA CORPORATION
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 1999
                                   (Unaudited)

         The  following  notes should be read in  conjunction  with the Notes to
Consolidated Financial Statements appearing in SCANA Corporation's (the Company)
Annual  Report on Form 10-K for the year  ended  December  31,  1998.  These are
interim  financial  statements,  and the amounts  reported  in the  Consolidated
Statements of Income are not necessarily  indicative of amounts expected for the
year. In the opinion of management,  the information  furnished  herein reflects
all adjustments, all of a normal recurring nature except as described in Note 2,
which are necessary for a fair statement of the results for the interim  periods
reported.

1.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

        A.  Basis of Accounting

        The Company accounts for its regulated  utility  operations,  assets and
        liabilities in accordance  with the provisions of Statement of Financial
        Accounting  Standards No. 71 (SFAS 71). The accounting standard requires
        cost-based  rate-regulated  utilities to  recognize  in their  financial
        statements  revenues  and  expenses in  different  time  periods than do
        enterprises  that are not  rate-regulated.  As a result the  Company has
        recorded,  as of June  30,  1999,  approximately  $209  million  and $75
        million of regulatory  assets and liabilities,  respectively,  including
        amounts  recorded  for  deferred  income tax assets and  liabilities  of
        approximately $130 million and $56 million,  respectively.  The electric
        and gas  regulatory  assets  (excluding  deferred  income tax assets) of
        approximately  $46  million  and $30  million,  respectively,  are being
        recovered  through  rates,  and the Public  Service  Commission of South
        Carolina (PSC) has approved  accelerated  recovery of approximately  $10
        million of the electric regulatory assets. In the future, as a result of
        deregulation or other changes in the regulatory environment, the Company
        may no longer meet the criteria for continued application of SFAS 71 and
        could be required to write off its  regulatory  assets and  liabilities.
        Such an event  could have a  material  adverse  effect on the  Company's
        results of operations in the period that a write-off  would be required,
        but it is not expected  that cash flows or financial  position  would be
        materially affected.

        B.  Comprehensive Income

        Comprehensive income includes net income and all other changes in equity
        except  those  resulting  from  investments  by  and   distributions  to
        stockholders.  Comprehensive  income of the Company  totaled $86 million
        and $141  million  for the three and six  months  ended  June 30,  1999,
        respectively,  and $45 million and $140  million for the same periods in
        1998.  For each  period,  comprehensive  income  included net income and
        unrealized gains/losses on securities available for sale.

        C.  Reclassifications

        Certain  amounts from prior  periods have been  reclassified  to conform
with the 1999 presentation.

2.      RATE MATTERS

         On December 11, 1998, the PSC issued an order  requiring South Carolina
        Electric  & Gas  Company  (SCE&G),  a  wholly  owned  subsidiary  of the
        Company, to reduce retail electric rates on a prospective basis. The PSC
        acted in  response  to SCE&G  reporting  that it earned a 13.04  percent
        return on common  equity  for its  retail  electric  operations  for the
        twelve  months ended  September  30, 1998.  This return on common equity
        exceeded SCE&G's  authorized return of 12.0 percent by 1.04 percent,  or
        $22.7 million,  primarily as a result of record heat experienced  during
        the summer.  The order  required  prospective  rate  reductions on a per
        kilowatt-hour  basis, based on actual retail sales for the twelve months
        ended September 30, 1998. This action will reduce future reported return
        on common equity to the  PSC-authorized  level if SCE&G  experiences the
        same  weather  effect and other  business  results as that of the twelve
        months ended  September  30, 1998.  On December 21, 1998,  SCE&G filed a
        motion for  reconsideration  with the PSC. On January 12, 1999,  the PSC
        denied SCE&G's motion for  reconsideration and reaffirmed SCE&G's return
        on equity of 12.0 percent.  The rate  reductions were placed into effect
        with the first billing cycle of January 1999.



<PAGE>




3.      RETAINED EARNINGS:

        The Restated  Articles of  Incorporation of the Company do not limit the
        dividends that may be payable on its common stock. However, the Restated
        Articles of  Incorporation  of SCE&G and the  Indenture  underlying  its
        First and  Refunding  Mortgage  Bonds  contain  provisions  that,  under
        certain circumstances,  could limit the payment of cash dividends on its
        common  stock.   In  addition,   the  Federal  Power  Act  requires  the
        appropriation  of a  portion  of  certain  earnings  from  hydroelectric
        projects.  At June 30,  1999  approximately  $27.4  million of  retained
        earnings  were  restricted  by this  requirement  as to  payment of cash
        dividends on SCE&G's common stock.

4.      INVESTMENTS IN EQUITY SECURITIES:

        At June 30,  1999,  SCANA  Communications,  Inc.  (SCI),  a wholly owned
        subsidiary of the Company, held the following investments in ITC Holding
        Company, Inc. (ITC) and its affiliates:


o    Powertel,  Inc.  (Powertel)  is a  publicly  traded  company  that owns and
     operates  personal  communications  services (PCS) systems in several major
     Southeastern  markets. SCI owned approximately 4.8 million common shares of
     Powertel.  SCI's  investment in Powertel's  common shares of  approximately
     $70.4  million  had a market  value of  $143.5  million  at June 30,  1999,
     resulting  in a  pre-tax  unrealized  holding  gain of $73.1  million.  The
     after-tax  amount  of such  gain is  included  in the  balance  sheet  as a
     component  of  "Common  Equity."  In  addition,  SCI  owned  the  following
     non-voting  convertible  preferred  shares,  at the approximate cost noted:
     100,000  shares  series B ($75.1  million);  50,000  shares series D ($22.5
     million);  and,  50,000  shares  series E 6.5% ($75.0  million).  Preferred
     series B shares  are  convertible  in March 2002 at a  conversion  price of
     $16.50  per  common  share or  approximately  4.5  million  common  shares.
     Preferred  series D shares are  convertible  in March 2002 at a  conversion
     price of $12.75  per  common  share or  approximately  1.7  million  common
     shares.  Preferred  series  E  shares  are  convertible  in June  2003 at a
     conversion  price of $22.01 per common share or  approximately  3.4 million
     common  shares.  The market value of the  convertible  preferred  shares of
     Powertel is not readily  determinable.  However,  on an as converted basis,
     the market value of the underlying  common shares for the preferred  shares
     was  approximately  $290.3  million  at  June  30,  1999,  resulting  in an
     unrecorded pre-tax holding gain of $117.8 million.

ITC^ DeltaCom,  Inc. (ITCD) is a fiber optic  telecommunications  provider.  SCI
     owned  approximately 4.1 million common shares of ITCD. SCI's investment in
     ITCD's common shares of  approximately  $16.2 million had a market value of
     $113.6 million at June 30, 1999,  resulting in a pre-tax unrealized holding
     gain of $97.3 million. The after-tax amount of such gain is included in the
     balance  sheet as a component of "Common  Equity." In  addition,  SCI owned
     1,480,771  shares  of  series  A  preferred  stock  of  ITCD  at a cost  of
     approximately  $11.3 million.  Series A preferred shares are convertible in
     March 2002 into ITCD common shares on a two for one basis. The market value
     of series A preferred stock of ITCD is not readily  determinable.  However,
     on an as converted  basis the market value of the  underlying  common stock
     for the series A preferred  stock was  approximately  $82.9 million at June
     30, 1999, resulting in an unrecorded pre-tax holding gain of $71.7 million.

o    Knology Holdings, Inc. (Knology) is a broad-band service provider of cable,
     television,  telephone  and  internet  services.  SCI owned 71,050 units of
     Knology.  Each unit consists of one 11.875%  Senior  Discount Note due 2007
     and one  warrant  entitling  the  holder  to  purchase  .003734  shares  of
     preferred stock of Knology.  The cost of this investment was  approximately
     $40 million. SCI also owned an additional 753 warrants which entitles it to
     purchase 753 shares of preferred stock at $1,500 per share.




<PAGE>




o    ITC  has an  ownership  interest  in  several  Southeastern  communications
     companies.  SCI owned  approximately  3.1 million  common  shares,  645,153
     series A convertible  preferred  shares,  and 133,664  series B convertible
     preferred shares of ITC. These investments cost approximately $7.1 million,
     $8.9  million,  and  $5.0  million,  respectively.  Series  A and  series B
     preferred  shares are convertible in March 2002 into ITC common shares at a
     conversion  price of $13.45  and  $43.56,  respectively,  on a four for one
     basis. The market value of these investments is not readily determinable.

        On July 9, 1999, ITCD completed its acquisition of AvData Systems,  Inc.
        (AvData).  Prior to the merger, the Company held 1,577,384 common shares
        in AvData at a cost of approximately $1.7 million.  The Company received
        49,995 common shares of ITCD as a result of the merger. In addition, SCI
        purchased an  additional  1.0 million  common  shares of ITCD at $25 per
        share on August 6, 1999.


5.      CONTINGENCIES:

        With respect to commitments at June 30, 1999,  reference is made to Note
        10 of  Notes  to  Consolidated  Financial  Statements  appearing  in the
        Company's  Annual  Report on Form 10-K for the year ended  December  31,
        1998. Contingencies at June 30, 1999 are as follows:

        A.  Nuclear Insurance

        The  Price-Anderson   Indemnification   Act,  which  deals  with  public
        liability for a nuclear  incident,  currently  establishes the liability
        limit for third-party  claims  associated  with any nuclear  incident at
        $9.7 billion.  Each reactor licensee is currently liable for up to $88.1
        million per reactor  owned for each  nuclear  incident  occurring at any
        reactor in the United States,  provided that not more than $10.0 million
        of the liability per reactor would be assessed per year. SCE&G's maximum
        assessment,  based on its  two-thirds  ownership of V. C. Summer Nuclear
        Station  (Summer  Station),  would be  approximately  $58.7  million per
        incident, but not more than $6.7 million per year.

        SCE&G currently  maintains  policies (for itself and on behalf of Santee
        Cooper)  with Nuclear  Electric  Insurance  Limited  (NEIL) and American
        Nuclear Insurers (ANI) providing  combined property and  decontamination
        insurance  coverage of $2.0  billion  for any losses at Summer  Station.
        SCE&G  pays  annual  premiums  and,  in  addition,  could be  assessed a
        retroactive  premium not to exceed five times its annual  premium in the
        event of property damage loss to any nuclear generating facility covered
        under  the NEIL  program.  Based on the  current  annual  premium,  this
        retroactive premium assessment would not exceed $6.1 million.

        To   the   extent   that   insurable   claims   for   property   damage,
        decontamination,  repair and  replacement  and other costs and  expenses
        arising  from a nuclear  incident  at Summer  Station  exceed the policy
        limits of insurance, or to the extent such insurance becomes unavailable
        in the future,  and to the extent that  SCE&G's  rates would not recover
        the cost of any purchased  replacement power, SCE&G will retain the risk
        of loss as a  self-insurer.  SCE&G has no reason to anticipate a serious
        nuclear  incident at Summer Station.  If such an incident were to occur,
        it could  have a material  adverse  impact on the  Company's  results of
        operations, cash flows and financial position.

        B.  Environmental

        The  Company has an  environmental  assessment  program to identify  and
        assess   current  and  former   operations   sites  that  could  require
        environmental cleanup. As site assessments are initiated,  estimates are
        made of the  expenditures,  if any, deemed  necessary to investigate and
        clean  up  each  site.   These   estimates  are  refined  as  additional
        information  becomes  available;  therefore,  actual  expenditures could
        differ significantly from the original estimates.  Amounts estimated and
        accrued to date for site  assessments  and cleanup  relate  primarily to
        regulated  operations.  Such  amounts are deferred  and  amortized  with
        recovery provided through rates. The Company has also recovered portions
        of  its  environmental  liabilities  through  settlements  with  various
        insurance  carriers.  The Company has recovered  all amounts  previously
        deferred for its electric operations. The Company expects to recover all
        deferred  amounts  related  to its  gas  operations  by  December  2002.
        Deferred  amounts,  net of amounts recovered through rates and insurance
        settlements,  totaled  $24.1  million  at June 30,  1999.  The  deferral
        includes the estimated costs associated with the following matters.




<PAGE>




o    In September  1992,  the  Environmental  Protection  Agency (EPA)  notified
     SCE&G, the City of Charleston and the Charleston Housing Authority of their
     potential  liability for the  investigation and cleanup of the Calhoun Park
     area  site  in   Charleston,   South   Carolina.   This  site   encompasses
     approximately  30 acres and includes  properties  which were  locations for
     industrial operations, including a wood preserving (creosote) plant, one of
     SCE&G's  decommissioned  manufactured  gas plants,  properties owned by the
     National Park Service and the City of Charleston,  and private  properties.
     The site has not been placed on the National  Priorities  List,  but may be
     added in the  future.  The  Potentially  Responsible  Parties  (PRPs)  have
     negotiated an administrative order by consent for the conduct of a Remedial
     Investigation/Feasibility  Study and a corresponding  Scope of Work.  Field
     work began in November 1993, and the EPA approved a Remedial  Investigation
     Report in February  1997 and a  Feasibility  Study Report in June 1998.  In
     July 1998,  the EPA  approved  SCE&G's  Removal  Action  Work Plan for soil
     excavation.  SCE&G  completed  Phase One of the Removal Action in 1998 at a
     cost of approximately  $1.5 million.  Phase Two will include excavation and
     installation  of several  permanent  barriers to mitigate coal tar seepage.
     Phase Two began in November 1998, and is expected to cost  approximately $3
     million.  On September  30, 1998 a Record of Decision was issued which sets
     forth  EPA's  view of the  extent  of each  PRP's  responsibility  for site
     contamination  and the  level to  which  the site  must be  remediated.  On
     January 13,  1999 the EPA issued a  Unilateral  Administrative  Order which
     directed  SCE&G to  implement a Remedial  Design and  Remedial  Action that
     would accomplish the objectives identified by the Record of Decision. SCE&G
     and the EPA are continuing to negotiate the remedial plan.

In   October 1996 the City of  Charleston  and SCE&G  settled all  environmental
     claims the City may have had against SCE&G  involving the Calhoun Park area
     for a payment of $26 million  over four years  (1996-1999)  by SCE&G to the
     City.  SCE&G is  recovering  the amount of the  settlement,  which does not
     encompass  site  assessment  and cleanup  costs,  through rates in the same
     manner  as other  amounts  accrued  for site  assessments  and  cleanup  as
     discussed above. As part of the environmental settlement,  SCE&G has agreed
     to construct an 1,100 space parking  garage on the Calhoun Park site and to
     transfer the facility to the City in exchange for a 20-year  municipal bond
     backed by revenues  from the  parking  garage and a mortgage on the parking
     garage.  The total amount of the bond is not to exceed $16.9  million,  the
     maximum  expected  project  cost.  The parking  garage is  currently  under
     construction  and is  scheduled  for  completion  in the spring of the year
     2000.

o      SCE&G owns three other decommissioned  manufactured gas plant sites which
       contain residues of by-product chemicals. For the site located in Sumter,
       South  Carolina,  effective  September  15,  1998,  SCE&G  entered into a
       Remedial  Action Plan  Contract  with the South  Carolina  Department  of
       Health and  Environmental  Control (DHEC)  pursuant to which it agreed to
       undertake a full site  investigation  and remediation under the oversight
       of DHEC. Site investigation and characterization are proceeding according
       to schedule.  Upon  selection  and  successful  implementation  of a site
       remedy,  DHEC will give SCE&G a Certificate  of Completion and a covenant
       not to sue. SCE&G is continuing to investigate  the other two sites,  and
       is monitoring the nature and extent of residual contamination.

<PAGE>


6.  SEGMENT OF BUSINESS INFORMATION:

     The Company's  reportable  segments are listed in the following  table. The
Consolidated  Financial  Statements  report  operating  revenues,  comprised  of
reportable  segments,  except Energy Marketing,  and the non-reportable  transit
operations  segment.   Energy  Marketing's  revenues  and  revenues  from  other
non-reportable segments are included in Other Income. The Company uses operating
income to measure profitability for its Electric Operations and Gas Distribution
segments.  Therefore, net income is not allocated to these segments. The Company
uses net income to measure profitability for its Energy Marketing segment, which
includes the Company's  unregulated gas sales in Georgia.  Affiliate  revenue is
derived from transactions  between  reportable  segments as well as transactions
between  separate  legal  entities  that are combined  into the same  reportable
segment. Assets for the period did not change significantly.

                              Disclosure and  Reconciliation of
                                     Reportable Segments

--------------------------------------------------------------------------------
                            Three Months Ended        Three Months Ended
                              June 30, 1999             June 30, 1998
--------------------------------------------------------------------------------
                           Net      Operating           Net       Operating
                         Income      Income           Income       Income
                                      (Millions of Dollars)

Electric Operations        n/a        $ 64              n/a          $69
Gas Distribution           n/a           -              n/a            1
Gas Transmission           $ 2           3              $ 3            4
Energy Marketing           (11)        n/a               (2)         n/a
------------------------------------------------- -----------------------------

Total Reportable Segments   (9)        67                 1           74
Elimination of Affiliates    -         (1)                -           (1)
Non-reportable Segments     (3)        (1)               (2)          (1)
Unallocated                 36          -                43            2
---------------------------------------------- ---------------- -------------
Consolidated Totals        $24        $65               $42          $74
============================================== ================ =============

                            External     Affiliate     External     Affiliate
                             Revenue      Revenue       Revenue      Revenue
                                           (Millions of Dollars)

Electric Operations           $293         $ 79         $299          $74
Gas Distribution                44            1           44            2
Gas Transmission                38           29           44           29
Energy Marketing                48            -           56            -
--------------------------------------------------------------------------------
Total Reportable Segments     $423         $109         $443         $105
================================================================================



<PAGE>



-------------------------------------------------------- ----------------------
                               Six Months Ended            Six Months Ended
                                June 30, 1999               June 30, 1998
-------------------------------------------------------- -----------------------
                             Net       Operating         Net        Operating
                           Income        Income         Income       Income
                                        (Millions of Dollars)

Electric Operations          n/a          $127          n/a         $141
Gas Distribution             n/a            14          n/a           17
Gas Transmission             $ 5             7          $ 8           10
Energy Marketing             (25)          n/a           (3)         n/a
---------------------------------------------------------------- --------------

Total Reportable Segments    (20)          148            5          168
Elimination of Affiliates      -            (2)           -           (2)
Non-reportable Segments       (2)           (2)          (1)          (2)
Unallocated                   83             -          102            1
---------------------------------------------------------------- --------------
Consolidated Totals          $61          $144         $106         $165
================================================================ ==============

                          External    Affiliate     External   Affiliate
                           Revenue     Revenue       Revenue    Revenue
                                        (Millions of Dollars)

Electric Operations         $559        $148         $569       $141
Gas Distribution             130           1          132          2
Gas Transmission              82          78           92         78
Energy Marketing             189           -          148          -
---------------------------------------------------------------------------
Total Reportable Segments   $960        $227         $941       $221
===========================================================================






<PAGE>


     Item 2.  Management's  Discussion  and Analysis of Financial  Condition and
Results of Operations

                                SCANA CORPORATION
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

        The following discussion should be read in conjunction with Management's
Discussion  and  Analysis  of  Financial  Condition  and  Results of  Operations
appearing in SCANA  Corporation's  (the Company)  Annual Report on Form 10-K for
the year ended December 31, 1998.

        Statements  included in this  discussion  and analysis (or  elsewhere in
this quarterly  report) which are not statements of historical fact are intended
to be, and are hereby identified as,  "forward-looking  statements" for purposes
of the safe harbor  provided by Section 27A of the  Securities  Act of 1933,  as
amended,  and Section 21E of the  Securities  Exchange Act of 1934,  as amended.
Readers  are  cautioned  that  any  such  forward-looking   statements  are  not
guarantees   of  future   performance   and   involve  a  number  of  risks  and
uncertainties,  and that  actual  results  could  differ  materially  from those
indicated by such forward-looking statements. Important factors that could cause
actual results to differ materially from those indicated by such forward-looking
statements  include,  but are not  limited  to,  the  following:  (1)  that  the
information  is of a  preliminary  nature and may be  subject to further  and/or
continuing  review  and  adjustment,  (2)  changes  in  the  utility  regulatory
environment,  including  the pace of  deregulation  of  retail  natural  gas and
electricity  markets in the United States,  (3) changes in the economy,  (4) the
impact of  competition  from other energy  suppliers,  (5) the management of the
Company's operations, (6) variations in prices of natural gas and fuels used for
electric  generation,  (7) growth  opportunities for the Company's regulated and
non-regulated subsidiaries, (8) the results of financing efforts, (9) changes in
the Company's  accounting  policies,  (10) weather conditions in areas served by
the Company's utility subsidiaries,  (11) performance of the  telecommunications
companies in which the Company has made significant investments, (12) inflation,
(13)  exposure  to  environmental  issues  and  liabilities,   (14)  changes  in
environmental regulation, (15) unsuccessful correction of any material Year 2000
problem or, alternatively,  unsuccessful implementation of a contingency plan by
the Company and any critical third party suppliers, and (16) the other risks and
uncertainties  described  from time to time in the  Company's  periodic  reports
filed with the Securities  and Exchange  Commission.  The Company  disclaims any
obligation to update any forward-looking statements.

               MATERIAL CHANGES IN CAPITAL RESOURCES AND LIQUIDITY
                             SINCE DECEMBER 31, 1998

COMPETITION

North Carolina Acquisition


     On February  17,  1999,  the Company  and Public  Service  Company of North
Carolina,  Inc. (PSNC) announced a definitive agreement whereby the Company will
acquire PSNC in a transaction  valued at approximately  $900 million,  including
the assumption of debt. The transaction will be accounted for as a purchase.  It
is anticipated  that PSNC will be operated as a  wholly-owned  subsidiary of the
Company.  The shareholders of both companies approved the transaction on July 1,
1999.  On July 30, 1999,  SCANA filed an  application  with the  Securities  and
Exchange Commission (SEC) to become a registered public utility holding company.
The  transaction  still requires the approval of the SEC and several  regulatory
agencies.  It is anticipated  that the approval process will be completed by the
end of 1999.


Georgia Retail Gas Market


         SCANA Energy Marketing (Energy Marketing), a wholly-owned subsidiary of
the  Company,  continues  to  exceed  projections  for  acquiring  customers  in
Georgia's   natural  gas  market.   At  June  30,  1999,  Energy  Marketing  had
approximately 287,000 customers compared to approximately 72,000 at December 31,
1998.  Energy  Marketing's  success has  resulted in startup  costs and expenses
being  significantly  higher than  expected.  For the six months  ended June 30,
1999,  Energy Marketing  incurred losses (net of taxes) of  approximately  $22.7
million,  including startup costs which were expensed as incurred. A substantial
portion of those costs came from a $50 per customer  promotional  sign-up offer,
which expired April 15, 1999. In March 1999, the Georgia legislature  approved a
bill that resulted in Georgia's  natural gas market being declared  competitive.
As a result, customers who have not chosen a new gas supplier by August 11, 1999
will be  randomly  assigned  to a new  supplier  based on market  share.  At the
current rate of expansion,  Energy  Marketing could have  approximately  435,000
customers after the random assignment process is completed.  The level of future
revenues and  expenditures,  including  startup  costs,  is dependent on several
factors that cannot be reasonably  predicted.  These factors include how rapidly
Energy Marketing gains  additional  customers and market share, the intensity of
competition as it continues to develop,  the margin Energy  Marketing is able to
achieve on gas sales and its ability to find industrial  interruptible customers
to  purchase  available  capacity.   Energy  Marketing   anticipates   incurring
additional  losses  through the  remainder of 1999 and plans to be breakeven for
the year 2000.


Proposed Interstate Natural Gas Pipeline

     On April 14, 1999,  South  Carolina  Pipeline  Corporation,  a wholly-owned
subsidiary of the Company,  announced plans to develop an interstate natural gas
pipeline to ensure  adequate  supplies to growing gas markets in South  Carolina
and North Carolina.  Details of the proposal are being finalized.  Construction
of the project will require approval by the Federal Energy Regulatory Commission
and other federal and state agencies.

LIQUIDITY AND CAPITAL RESOURCES

        On December 11, 1998,  the Public  Service  Commission of South Carolina
(PSC) issued an order requiring South Carolina Electric & Gas Company (SCE&G), a
wholly owned  subsidiary of the Company,  to reduce retail  electric  rates on a
prospective basis. The PSC acted in response to SCE&G reporting that it earned a
13.04 percent return on common equity for its retail electric operations for the
twelve months ended  September 30, 1998.  This return on common equity  exceeded
SCE&G's  authorized  return of 12.0 percent by 1.04 percent,  or $22.7  million,
primarily as a result of record-breaking heat experienced during the summer. The
order required  prospective rate reductions on a per kilowatt-hour  basis, based
on actual  retail sales for the twelve  months ended  September  30, 1998.  This
action will reduce future reported return on common equity to the PSC-authorized
level if SCE&G experiences the same weather effect and other business results as
that of the twelve months ended September 30, 1998. On December 21, 1998,  SCE&G
filed a motion for  reconsideration  with the PSC. On January 12, 1999,  the PSC
denied  SCE&G's  motion for  reconsideration  and  reaffirmed  SCE&G's return on
equity of 12.0  percent.  The rate  reductions  were placed into effect with the
first billing cycle of January 1999.

        The  following  table  summarizes  how the Company  generated  funds for
property  additions and  construction  expenditures  during the six months ended
June 30, 1999 and 1998:

-----------------------------------------------------------------------------
                                                  Six Months Ended
                                                      June 30,
                                              1999               1998
---------------------------------------------------------- ------------------
                                                 (Millions of Dollars)


Net cash provided from operating activities   $ 66               $ 162
Net cash provided  from financing activities    86                   7
Cash provided from sale of subsidiary assets    12                   -
Cash and temporary cash investments available
at the beginning of the period                  62                  60

================================================================================
Net cash available for  property additions
and construction expenditures                 $226               $229
================================================================================

Funds used for utility property
additions and construction expenditures,
net of noncash allowance for funds
used during construction                     $118               $ 108
================================================================================

Funds used for nonutility property
  additions                                  $ 38              $   82
================================================================================

       On March 9, 1999,  SCE&G  issued  $100  million of First  Mortgage  Bonds
having an annual  interest  rate of 6 1/8% and maturing on March 1, 2009.  These
funds were used to reduce short-term debt.

       On June 29, 1999, the Company issued $150 million one-year  floating rate
medium-term  notes maturing on July 14, 2000. The interest rate is reset monthly
and is based on the one-month LIBOR plus 35 basis points.  These funds were used
to reduce short-term bank debt.

       The Company  anticipates that the remainder of its 1999 cash requirements
will be met through internally generated funds, and the incurrence of additional
short-term  and  long-term  indebtedness.   The  Company  anticipates  incurring
short-term  and  long-term  debt to fund  the cash  consideration  to be paid to
shareholders related to the Company's acquisition of PSNC. The timing and amount
of such  financings  will depend upon market  conditions and other factors.  The
Company expects that it has or can obtain adequate  sources of financing to meet
its  projected  cash  requirements  for  the  next  twelve  months  and  for the
foreseeable future. The ratio of earnings to fixed charges for the twelve months
ended June 30, 1999 was 3.01.



<PAGE>



Investments in Equity Securities

        At June 30,  1999,  SCANA  Communications,  Inc.  (SCI),  a wholly owned
subsidiary  of the  Company,  held  the  following  investments  in ITC  Holding
Company, Inc. (ITC) and its affiliates:


o    Powertel,  Inc.  (Powertel)  is a  publicly  traded  company  that owns and
     operates  personal  communications  services (PCS) systems in several major
     Southeastern  markets. SCI owned approximately 4.8 million common shares of
     Powertel.  SCI's  investment in Powertel's  common shares of  approximately
     $70.4  million  had a market  value of  $143.5  million  at June 30,  1999,
     resulting  in a  pre-tax  unrealized  holding  gain of $73.1  million.  The
     after-tax  amount  of such  gain is  included  in the  balance  sheet  as a
     component  of  "Common  Equity."  In  addition,  SCI  owned  the  following
     non-voting  convertible  preferred  shares,  at the approximate cost noted:
     100,000  shares  series B ($75.1  million);  50,000  shares series D ($22.5
     million);  and,  50,000  shares  series E 6.5% ($75.0  million).  Preferred
     series B shares  are  convertible  in March 2002 at a  conversion  price of
     $16.50  per  common  share or  approximately  4.5  million  common  shares.
     Preferred  series D shares are  convertible  in March 2002 at a  conversion
     price of $12.75  per  common  share or  approximately  1.7  million  common
     shares.  Preferred  series  E  shares  are  convertible  in June  2003 at a
     conversion  price of $22.01 per common share or  approximately  3.4 million
     common  shares.  The market value of the  convertible  preferred  shares of
     Powertel is not readily  determinable.  However,  on an as converted basis,
     the market value of the underlying  common shares for the preferred  shares
     was  approximately  $290.3  million  at  June  30,  1999,  resulting  in an
     unrecorded pre-tax holding gain of $117.8 million.

o    ITC^ DeltaCom,  Inc. (ITCD) is a fiber optic  telecommunications  provider.
     SCI owned approximately 4.1 million common shares of ITCD. SCI's investment
     in ITCD's common shares of  approximately  $16.2 million had a market value
     of $113.6  million  at June 30,  1999,  resulting  in a pre-tax  unrealized
     holding  gain of  $97.3  million.  The  after-tax  amount  of such  gain is
     included  in the  balance  sheet as a  component  of  "Common  Equity."  In
     addition, SCI owned 1,480,771 shares of series A preferred stock of ITCD at
     a cost of  approximately  $11.3  million.  Series A  preferred  shares  are
     convertible  in March 2002 into ITCD common  shares on a two for one basis.
     The  market  value of  series  A  preferred  stock  of ITCD is not  readily
     determinable.  However,  on an as  converted  basis the market value of the
     underlying  common stock for the series A preferred stock was approximately
     $82.9 million at June 30, 1999,  resulting in an unrecorded pre-tax holding
     gain of $71.7 million.

o    Knology Holdings, Inc. (Knology) is a broad-band service provider of cable,
     television,  telephone  and  internet  services.  SCI owned 71,050 units of
     Knology.  Each unit consists of one 11.875%  Senior  Discount Note due 2007
     and one  warrant  entitling  the  holder  to  purchase  .003734  shares  of
     preferred stock of Knology.  The cost of this investment was  approximately
     $40 million. SCI also owned an additional 753 warrants which entitles it to
     purchase 753 shares of preferred stock at $1,500 per share.

o    ITC  has an  ownership  interest  in  several  Southeastern  communications
     companies.  SCI owned  approximately  3.1 million  common  shares,  645,153
     series A convertible  preferred  shares,  and 133,664  series B convertible
     preferred shares of ITC. These investments cost approximately $7.1 million,
     $8.9  million,  and  $5.0  million,  respectively.  Series  A and  series B
     preferred  shares are convertible in March 2002 into ITC common shares at a
     conversion  price of $13.45  and  $43.56,  respectively,  on a four for one
     basis. The market value of these  investments is not readily  determinable.


        On July 9, 1999, ITCD completed its acquisition of AvData Systems,  Inc.
(AvData).  Prior to the merger,  the Company  held  1,577,384  common  shares in
AvData at a cost of  approximately  $1.7  million.  The  Company  received49,995
common shares of ITCD as a result of the merger. In addition,  SCI purchased 1.0
million common shares of ITCD at $25 per share on August 6, 1999.




<PAGE>


Year 2000 Issue

        The Year 2000 is an issue because many computers,  embedded  systems and
software were originally  programmed using two digits rather than four digits to
identify the applicable  year. This may prevent them from accurately  processing
information  with dates  beyond  1999.  Because the Year 2000 issue could have a
material impact on the operations of the Company if not addressed, the Company's
goal is to be Year 2000 ready.  This means that  before the year 2000,  critical
systems,  equipment,  applications  and  business  relationships  will have been
evaluated  and should be suitable to continue  into and beyond the year 2000 and
that applicable contingency plans are in place.

        In 1993, the Company began the first of several projects to replace many
of its business  application  systems to provide increased  functionality and to
improve access to business information. Accordingly, the Company has implemented
new general ledger,  purchasing,  materials  inventory,  accounts  payable,  and
customer  information systems.  These new systems,  which comprise a significant
portion of the Company's  applications  software,  were designed to be Year 2000
compliant and have been tested to confirm their Year 2000 readiness.

        In 1997,  the Company  established a Corporate  Year 2000 Project Office
(Project Office) to direct Year 2000 efforts  throughout the Company. A Steering
Committee was formed to direct the efforts of the Project  Office.  The Steering
Committee  reports to the senior  officers  of the  Company  and to the board of
directors.  It is  chaired  by the  chief  financial  officer  of  SCANA  and is
comprised of officers  representing all operational areas. The Project Office is
staffed by nine full time project managers and extensive support personnel.  The
Project Office is responsible for addressing  Year 2000 issues and  coordinating
the required assessment and remediation efforts.

        The Company's Year 2000 efforts encompass three projects,  all reporting
to the  Steering  Committee.  The  Information  Technology  Project  covers  all
mainframe  and client  server  application  software,  infrastructure  hardware,
system software,  desktop computers and network equipment.  The Embedded Systems
Project covers all microprocessors,  instruments and control devices, monitoring
equipment  on power lines and in  substations,  security  and  control  devices,
telephone  systems and certain  types of meters.  The  Procedures  and  External
Interfaces Project covers Year 2000 procedures, documentation and communications
with key suppliers, vendors, customers,  financial institutions and governmental
agencies.

        The Company's Year 2000 project  approach  involves the  following:  (1)
inventorying all Year 2000 internal and external items and entities and updating
the Year 2000 Inventory  Database;  (2)  performing  risk analysis and corporate
prioritization of all inventory entries;  (3) performing detailed assessments of
all  inventory  entries to determine  Year 2000  readiness  and  establishing  a
remediation  action plan where necessary;  (4) remediating all inventory entries
assessed  as  non-compliant,   including  repairing,   replacing  or  developing
acceptable  work-arounds;  (5) testing through date simulation and comprehensive
test data;  (6)  implementation  of all  converted  systems and  equipment  into
production operations; and (7) contingency planning.

     Detailed  project  plans  exist for each of the Year 2000  projects.  These
project plans,  work schedules and resource  requirements are reviewed weekly by
the  project  managers  and  monthly by the  Steering  Committee.  The Year 2000
projects are appropriately  staffed and are on schedule.  The Company's critical
systems and business relationships have been addressed and the remaining project
work this year will focus on addressing  the lower  priority  systems and change
management.


        SCE&G's V. C. Summer Nuclear Station reported to the Nuclear  Regulatory
Commission (NRC) at the end of June 1999 that the plant is Year 2000 ready. Also
at the end of June,  SCANA reported to the North American  Electric  Reliability
Council (NERC),  that the Company's primary systems necessary for the generation
and  transmission of electricity  are Year 2000 ready with two  exceptions.  The
first exception is associated with Canadys Station Unit 1 coal-fired  generating
plant.  The  Westinghouse  Distributed  Products Family (WDPF) upgrades and Year
2000  readiness  tests at two of the  three  Canadys  Station  Units  have  been
completed.  The same WDPF  upgrade  and Year 2000  readiness  test for Unit 1 is
scheduled for the fall outage in November 1999. Canadys Station Unit 1 generates
125 MW and represents less than 3% of SCANA's  generating  capacity.  The second
exception  is  associated  with SCE&G's new Spectrum  Energy  Management  System
(EMS).  The  conversion of the existing EMS system to the Spectrum  System is in
process and expected to be completed  in August  1999.  Management  believes the
Spectrum System will be Year 2000 ready when implemented.  SCANA has contingency
plans in  place,  which  include  manual  procedures  that  provide  a  reliable
alternative to the functions expected to be handled by the Spectrum System.




<PAGE>



        The Information Technology Project Team has completed the assessment and
code  remediation for all application  software.  These  applications  have been
tested in an  isolated  Year 2000  testing  environment.  The Year 2000  testing
environment  will be maintained  through the end of the year to test any changes
to these systems or any newly implemented applications.  Independent vendor code
verifications  were  successfully  completed for selected  systems that had been
through the Company's  remediation process.  During the second quarter of 1999 a
comprehensive Year 2000 test was successfully performed on the Company's network
equipment.  All of the  Company's  desktop  workstations  are in the  process of
either  being  replaced  or upgraded to a standard  configuration  and  software
release level. All completed assessment and remediation documentation related to
mission  critical  applications  and  technical  infrastructure  items  has been
reviewed and approved by the Information Technology Audit Review Committee.  The
Information Technology Project was approximately 85% complete through June 1999.

        The Embedded  Systems  Project Team,  which  included  approximately  20
engineers with prior  experience  with  microprocessors  was formed in 1998, and
detailed  assessment,  remediation and testing  procedures were developed.  This
team  worked  closely  with  each of  SCANA's  business  units to  complete  the
assessments of critical systems and equipment and any required remediation based
on  the  corporate   prioritization   process.   All  completed  assessment  and
remediation  documentation  related to  mission  critical  systems or  equipment
involving microprocessors has been reviewed and approved by the Embedded Systems
Audit Review Committee.  Independent vendor  verifications for selected embedded
system assessments were completed during the first quarter of 1999 and confirmed
the  Company's   previous   conclusions.   The  Embedded   Systems  Project  was
approximately 90% complete through June 1999.

        The  Procedures  and  External  Interfaces  Project  Team has  developed
written  documentation  and  procedures  for Year  2000  compliance  definition,
document control, inventory,  prioritization,  assessment,  remediation,  change
control,  business  continuity  planning,  and  vendor,  customer  and  supplier
communications.  This team has  communicated  with all  significant  vendors and
suppliers  and  assessed  their  Year 2000  readiness  status in an  attempt  to
determine  the extent to which the Company may be vulnerable to their failure to
remediate their own Year 2000 issues.  The Company has developed  communications
materials explaining its year 2000 efforts and is continuing communications with
customers and external  groups,  including the South Carolina and Georgia Public
Service  Commissions.   The  Procedures  and  External  Interfaces  Project  was
approximately 75% complete through June 1999.

     The Company's  revised  projected total cost of its Year 2000 efforts as of
June 1999 and the anticipated  timing and breakdown of those  expenditures is as
follows:


 ------------------- -------------- ------------------ ----------------
                     Internal       Out of Pocket      Total
 ------------------- -------------- ------------------ ----------------
                                       (Millions of  Dollars)
 Project To Date       $ 3            $ 10             $13
 Remainder of 1999       1               3               4
                      -----           -------          -----
 Total                 $ 4            $13              $17
 ------------------- -------------- ------------------ ----------------

        The cost of the project is based on management's  best estimates,  which
are based on assumptions  regarding  future events.  These future events include
continued availability of key resources,  third parties' Year 2000 readiness and
other factors. The cost of the project is not expected to have a material impact
on the results of operations or on the financial position or cash flows of SCANA
or  SCE&G.  The  costs of  implementing  the new  business  application  systems
referred to earlier are not included in these cost estimates.

        A failure to correct a material Year 2000 problem by the Company or by a
critical third party supplier could result in an  interruption  in, or a failure
of the Company's  ability to provide energy services.  At this time, the Company
believes  its most  reasonably  likely  worst  case  scenario  is that Year 2000
failures could lead to temporary generating capacity reductions on the Company's
electrical grid,  temporary  intermittent  interruptions in  communications  and
temporary intermittent  interruptions in gas supply from interstate suppliers or
producers.  A Year  2000  problem  of this  nature  could  result  in  temporary
interruptions  in  electric  or gas  service to  customers.  The  Company has no
historical experience with interruptions caused by this scenario. However, these
temporary  interruptions in service, if any, might be similar to weather-related
outages that the Company  encounters  from time to time in its  business  today.
Although the Company does not believe that this scenario will occur, the Company
is enhancing existing  contingency plans to ensure  preparedness and to mitigate
the long term  effect of such a  scenario.  Since  the  expected  impact of this
scenario on the Company's operations, cash flow and financial position cannot be
determined, there is no assurance that it would not be material.



        In 1998 the Company  established eight business continuity planning task
groups to develop Year 2000  business  continuity  plans.  Contingency  plans to
cover the Company's Corporate Operations,  Customer Service Operations, Electric
Generation,  Transmission and Distribution Operations,  Gas Delivery Operations,
Telecommunications  and  Emergency  Preparedness,   Information  Technology  and
Procurement have been developed and approved by the Company's senior management.
Detailed  contingency plans that were already in place to cover  weather-related
outages, computer failures and generation outages were used and/or referenced as
the basis for the Year 2000  business  continuity  plans.  These  plans  include
mitigation  strategies and emergency  response action plans to address potential
Year  2000  scenarios,   critical  system  failures  and  reliance  on  critical
suppliers.

        NERC is  coordinating  the Year 2000  efforts  of the  electric  utility
industry  in the United  States and  contingency  planning  within the  regional
electric  reliability  councils.  Coordination  in SCE&G's region is through the
Southeastern  Electric Reliability Council (SERC).  SCE&G's contingency planning
efforts are in compliance with the SERC and NERC contingency planning guidelines
which required final contingency plans to be complete by y June 30, 1999.


        On April 9,  1999,  the  Company  participated  in the first of two NERC
required   contingency   planning  drills  that  are  intended  to  test  backup
communications  systems and the  Company's  ability to operate the electric grid
with  manually  read data instead of  computerized  systems.  The  Company's gas
transmission and distribution  operations areas also  participated in the drill.
The drills were very successful and no major problems with the Company's  backup
procedures  were found.  The Company  will also  participate  in a similar  NERC
required  drill on  September  8 and 9,  1999,  which will serve as a full dress
rehearsal for December 31, 1999.

        In addition to NERC and SERC,  SCE&G is working with the Electric  Power
Research  Institute  (EPRI) to address the issue of overall grid reliability and
protection.  To ensure that all Year 2000 issues at its Summer  Station  nuclear
plant are addressed,  SCE&G is closely  cooperating with other utility companies
that own  nuclear  power  plants.  SCE&G and other  utilities  participating  in
workshops  sponsored  by NERC  and EPRI  continue  to share  Year  2000  project
information  to ensure  the  prompt and  effective  resolution  of the Year 2000
issue.


<PAGE>



                              RESULTS OF OPERATIONS
                FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 1999
                AS COMPARED TO THE CORRESPONDING PERIODS IN 1998

Earnings and Dividends


        Net income for the three and six months  ended June 30,  1999  decreased
approximately  $18.4 million and $45.5 million,  respectively,  when compared to
the corresponding  periods in 1998. These decreases were primarily due to milder
weather,  the impact of a rate  reduction,  and losses from the Company's  entry
into the Georgia retail gas market.  In addition,  net income for the six months
ended June 30, 1998  includes a one-time,  after-tax  reduction to  depreciation
expense of approximately  $5.5 million related to a change in depreciation rates
retroactive to February 1996.  This change in  depreciation  rates resulted from
the reversal of a $257 million  shift of  depreciation  reserves  from  electric
transmission and distribution  assets to nuclear production  assets,  previously
approved in a PSC rate order in January 1996.


        Allowance  for  funds  used  during  construction  (AFC)  is  a  utility
accounting  practice  whereby a portion of the cost of both equity and  borrowed
funds  used to  finance  construction  (which is shown on the  balance  sheet as
construction  work in  progress)  is  capitalized.  Both the equity and the debt
portions of AFC are noncash items of  nonoperating  income which have the effect
of increasing  reported net income.  AFC represented  approximately 5% of income
before income taxes for the six months ended June 30, 1999 and 1998.

        The  Company's  Board of  Directors  declared  the  following  quarterly
dividends on common stock:

--------------------- ------------------ ------------------ -----------------
Declaration           Dividend           Record             Payment
Date                  Per Share          Date               Date
--------------------- ------------------ ------------------ -----------------
February 7, 1999      38 1/2 cents       March 9, 1999      April 1, 1999
April 22, 1999        38 1/2 cents       June 9, 1999       July 1, 1999
--------------------- ------------------ ------------------ -----------------

        On February 17, 1999, the Board of Directors  adopted a new common stock
dividend  policy to bring the Company's  dividend payout ratio more in line with
that of growth-oriented  utilities. In accordance with the new policy, the board
declared a dividend  of $0.385  cents per share  which was paid on July 1, 1999.
The board anticipates reducing the dividend to $0.275 per share,  effective with
the dividend to be paid on October 1, 1999,  if any.  This action would make the
Company's indicated annual dividend rate on common stock $1.10 per share.

Electric Operations


        Changes in the electric operations sales margins (including transactions
with affiliates) for the three and six months ended June 30, 1999, when compared
to the corresponding periods in 1998, were as follows:


--------------------------------- ---------------------------- -----------------
                                        Three Months             Six Months
(Millions of Dollars)             Change     % Change        Change    % Change
--------------------------------- ---------- ------------ ----------------------

Electric operating revenue        $ (6.5)     (2.2%)         $ (9.6)     (1.7%)
Less:  Fuel used in generation        3.8      5.6%              5.6      4.4 %
           Purchased power           (1.1)    (9.2%)             1.0      7.2 %
--------------------------------- ---------- ------------ ----------------------
Margin                            $ (9.2)     (4.2%)       $ (16.2)      (3.8%)
================================= ========== ============ ======================

        Electric operations sales margins decreased for the three and six months
ended June 30, 1999 when compared to the corresponding periods in 1998 primarily
as a result of milder  weather  in the first  and  second  quarters  of 1999 and
implementation  in January 1999 of a $22.7 million annual rate reduction ordered
by the PSC. See LIQUIDITY AND CAPITAL RESOURCES.


<PAGE>


Gas Distribution


        Changes  in the gas  distribution  sales  margins  for the three and six
months ended June 30, 1999, when compared to the corresponding  periods in 1998,
were as follows:


-------------------------------------------------------------- -----------------
                                           Three Months           Six Months
(Millions of Dollars)                  Change     % Change     Change   % Change
--------------------------------------------------------------------------------

Gas distribution operating revenue     $ 0.8         1.9%     $ (1.5)    (1.2%)
Less:  Gas purchased for resale          (0.2)      (0.8%)      (0.4)    (0.6%)
--------------------------------------------------------------------------------
Margin                                 $ 1.0         7.4%      $(1.1)    (2.1%)
================================================================================

        Gas  distribution  sales margins for the three and six months ended June
30, 1999 did not change significantly from 1998 levels.

Gas Transmission


        Changes in the gas transmission  sales margins  (including  transactions
with affiliates) for the three and six months ended June 30, 1999, when compared
to the corresponding periods in1998, were as follows:


----------------------------------------------------------- --------------------
                                        Three Months          Six Months
(Millions of Dollars)                 Change    % Change   Change   % Change
--------------------------------------------------------------------------------

Gas transmission operating revenue    (8.0)     (10.6%)    (12.5)   ( 7.2%)
Less:  Gas purchased for resale       (6.9)     (10.8%)     (9.4)   ( 6.4%)
--------------------------------------------------------------------------------
Margin                                (1.1)       (9.3%)    (3.1)   (11.9%)
================================================================================

     Gas transmission  sales margins for the three and six months ended June 30,
1999   decreased   from  1998  levels   primarily   as  a  result  of  increased
competitiveness of alternate fuels.

Energy Marketing


        Changes  in the energy  marketing  sales  margins  for the three and six
months ended June 30, 1999, when compared to the corresponding  periods in 1998,
were as follows:


-------------------------------------------------------- -----------------------
                                      Three Months          Six Months
(Millions of Dollars)             Change     % Change   Change  % Change
-----------------------------------------------------------------------------

Gas and electric sales revenue    $(93.8)     (60.9%)   $(36.9)   (15.0%)
Less:  Gas and electricity
         purchased for resale      (93.4)     (60.5%)    (37.8)   (15.3%)
--------------------------------------------------------------------------------
Margin                            $ (0.4)     (88.1%)    $ 0.9    693.4%
==============================================================================

        Energy  marketing  sales margins for the three and six months ended June
30, 1999 did not change significantly from 1998 levels. Decreases in revenue and
gas and electricity purchased for resale resulted primarily from phasing out the
trading activity of Energy Marketing's  Houston office in April 1999, which more
than offset increases from the Georgia retail natural gas market.

Other Operating Expenses


        Change in other operating  expenses,  including taxes, for the three and
six months ended June 30, 1999,  when compared to the  corresponding  periods in
1998, were as follows:


---------------------------------------------------------- ---------------------
                                      Three Months           Six Months
(Millions of Dollars)              Change    % Change    Change    % Change
--------------------------------------------------------------------------------

Other operation and maintenance     $ 1.4         1.7%   $ (1.5)     (1.0%)
Depreciation and amortization         3.4         8.7%     15.3      22.4%
Income taxes                         (5.5)      (21.2%)   (14.0)    (22.4%)
Other taxes                          (0.1)       (0.6%)     1.0       2.0%
--------------------------------------------------------------------------------
Total                              $ (0.8)       (0.5%)   $ 0.8       0.2%
================================================================================




<PAGE>


        Other  operation and  maintenance  expenses for the three and six months
ended June 30, 1999 did not change  significantly from 1998 levels. The increase
in  depreciation  and  amortization  expenses for the three and six months ended
June 30, 1999 is due primarily to the completion of the new customer information
system in January 1999. In addition, increased depreciation expenses for the six
months ended June 30, 1999 reflects the non-recurring adjustment to depreciation
expense in 1998 discussed  under  "Earnings and Dividends." The change in income
taxes primarily  reflects the change in operating  income.  The changes in other
taxes for the periods were not significant.

Other Income


        Other income,  net of income  taxes,  for the three and six months ended
June  30,  1999  decreased   approximately   $3.9  million  and  $12.6  million,
respectively,  when compared to the corresponding periods of 1998. This decrease
was  primarily  attributable  to losses from energy  marketing  activities  as a
result of startup costs in new markets.


Interest Expense

        Interest expense, excluding the debt component of AFC, for the three and
six months  ended June 30, 1999  increased  approximately  $2.7 million and $4.8
million,  respectively,  when compared to the corresponding periods in 1998. The
increase  was  primarily  due to the  issuance of medium term notes in the third
quarter of 1998 and , the issuance of First  Mortgage Bonds in the first quarter
of 1999 and increased borrowings of short-term debt.


Item 3.   Quantitative and Qualitative Disclosures About Market Risk

     All financial  instruments held by the Company described below are held for
purposes other than trading.

     Interest  rate  risk - The  table  below  provides  information  about  the
Company's financial instruments that are sensitive to changes in interest rates.
For debt  obligations,  the table  presents  principal  cash  flows and  related
weighted average interest rates by expected maturity dates.

<TABLE>

                                                               June 30, 1999
                                                         Expected Maturity Date
                     ------------------------- ------------------------------- ---------------
                                                   (Millions of Dollars)
                                                                  There-               Fair
Liabilities            1999      2000     2001      2002   2003   After     Total     Value
                     ------------------ ------------------------------------------------------

Long-Term Debt
<S>        <C>        <C>       <C>       <C>       <C>    <C>    <C>       <C>       <C>
Fixed Rate ($)        106.5     363.5     27.5      27.5   284.4  1,265.8   2,075.3   2,119.1
Average Interest Rate  6.86      5.77     6.87      6.87    6.29     7.35      6.89

</TABLE>

     While a decrease in interest  rates would  increase the fair value of debt,
it is unlikely that events which would result in a realized loss will occur.

     On March 9, SCE&G  issued $100  million of First  Mortgage  Bonds having an
annual interest rate of 6 1/8 % and maturing on March 1, 2009.

     On June 29, 1999 the Company  issued $150 million  one-year  floating  rate
medium term notes maturing on July 14, 2000.

     In  addition,  the Company has  invested  in a  telecommunications  company
approximately  $40 million for 11.875% senior  discount notes due 2007. The fair
value of these notes  approximates  their carrying  value. An increase in market
interest  rates  would  result in a decrease  in fair value of these notes and a
corresponding adjustment, net of tax, to other comprehensive income.

     Equity price risk - Investments in telecommunications companies' marketable
equity  securities  are carried at their market value of $510.5  million.  A ten
percent  decline in market  value would result in a $51.1  million  reduction in
fair value and a  corresponding  adjustment,  net of tax effect,  to the related
equity account for unrealized  gains/losses,  a component of other comprehensive
income.





                      SOUTH CAROLINA ELECTRIC & GAS COMPANY
                                FINANCIAL SECTION




<TABLE>


<PAGE>


Item 1.  Financial Statements

                                                     SOUTH CAROLINA ELECTRIC & GAS COMPANY
                                                          CONSOLIDATED BALANCE SHEETS
                                                   As of June 30, 1999 and December 31, 1998
                                                                  (Unaudited)




                                                               June 30,              December 31,
---------------------------------------------------------------------------- --------------------
                                                                1999                 1998
---------------------------------------------------------------------------- --------------------
Assets                                                            (Millions of Dollars)
Utility Plant:
<S>                                                            <C>                  <C>
    Electric                                                   $4,173               $4,133
    Gas                                                           367                  366
    Other                                                         178                  175
---------------------------------------------------------------------------- --------------------
        Total                                                   4,718                4,674
    Less accumulated depreciation and amortization              1,588                1,517
---------------------------------------------------------------------------- --------------------
        Total                                                   3,130                3,157
    Construction work in progress                                 287                  219
    Nuclear fuel, net of accumulated amortization                  54                   56
---------------------------------------------------------------------------- --------------------
        Utility Plant, Net                                      3,471                3,432
---------------------------------------------------------------------------- --------------------

Nonutility Property and Investments, net of accumulated
    depreciation                                                   18                   16

---------------------------------------------------------------------------- --------------------

Current Assets:
    Cash and temporary cash investments                            24                   36
    Receivables                                                   165                  178
    Inventories (at average cost):
        Fuel                                                       33                   32
        Materials and supplies                                     46                   47
    Prepayments                                                    19                    8
    Deferred income taxes                                          21                   21
------------------------------------------------------------------------------------------------
        Total Current Assets                                      308                  322
------------------------------------------------------------------------------------------------

Deferred Debits:
    Emission allowances                                            31                   31
    Environmental                                                  25                   22
    Nuclear plant decommissioning fund                             60                   56
    Pension asset, net                                            128                  115
    Other regulatory assets                                       176                  186
    Other                                                          78                   66
---------------------------------------------------------------------------- --------------------
        Total Deferred Debits                                     498                  476
---------------------------------------------------------------------------- --------------------
            Total                                              $4,295               $4,246
============================================================================ ====================

</TABLE>
<TABLE>




<PAGE>




                                                       SOUTH CAROLINA ELECTRIC & GAS COMPANY
                                                            CONSOLIDATED BALANCE SHEETS
                                                     As of June 30, 1999 and December 31, 1998
                                                                    (Unaudited)


                                                                    June 30,              December 31,
--------------------------------------------------------------------------------------- --------------------
                                                                      1999                  1998
------------------------------------------------------------------------------------ -------------------
Capitalization And Liabilities                                           (Millions of Dollars)
Stockholders' Investment:
<S>                                                                    <C>                  <C>
    Common equity                                                      $1,508               $1,499
    Preferred stock (not subject to purchase or sinking funds)            106                  106
------------------------------------------------------------------------------------ -------------------
        Total Stockholders' Investment                                  1,614                1,605

Preferred Stock, net (subject to purchase or sinking funds)                11                  11
SCE&G-Obligated   Mandatorily   Redeemable   Preferred
    Securities  of  SCE&G's Subsidiary Trust, SCE&G Trust I,
    holding solely $50 million principal amount of the 7.55%
    Junior Subordinated Debentures of SCE&G, due 2027                      50                   50
Long-Term Debt, net                                                     1,218                1,206
------------------------------------------------------------------------------------ -------------------
          Total Capitalization                                          2,893                2,872
------------------------------------------------------------------------------------ -------------------

Current Liabilities:
    Short-term borrowings                                                  95                  125
    Current portion of long-term debt                                     128                   29
    Accounts payable                                                       66                   97
    Accounts payable - affiliated companies                                21                   23
    Customer deposits                                                      17                   17
    Taxes accrued                                                          58                   75
    Interest accrued                                                       22                   21
    Dividends declared                                                     38                   38
    Other                                                                   8                   10
------------------------------------------------------------------------------------ -------------------
          Total Current Liabilities                                       453                  435
------------------------------------------------------------------------------------ -------------------

Deferred Credits:
    Deferred income taxes                                                 564                  549
    Deferred investment tax credits                                        98                  100
    Postretirement benefits                                                93                   87
    Reserve for nuclear plant decommissioning                              60                   56
    Regulatory liabilities                                                 69                   65
    Other                                                                  65                   82
------------------------------------------------------------------------------------ -------------------
          Total Deferred Credits                                          949                  939
------------------------------------------------------------------------------------ -------------------
                Total                                                  $4,295               $4,246
==================================================================================== ===================

See Notes to Consolidated Financial Statements.

</TABLE>
<TABLE>


<PAGE>


                      SOUTH CAROLINA ELECTRIC & GAS COMPANY
             CONSOLIDATED STATEMENTS OF INCOME AND RETAINED EARNINGS
                  For the Periods Ended June 30, 1999 and 1998
                                   (Unaudited)

                                                                      Three Months Ended        Six Months Ended
                                                                          June 30,                 June 30,
----------------------------------------------------------------------------- ------------ ----------- ------------
                                                                    1999         1998         1999        1998
----------------------------------------------------------------------------- ------------ ----------- ------------
                                                                  (Million of Dollars, Except Per Share Amounts)
Operating Revenues:
<S>                                                                  <C>         <C>          <C>          <C>
    Electric                                                         $293        $299         $559         $569
    Gas                                                                45          44         130          132
    Transit                                                             -           -            1            1

----------------------------------------------------------------------------- ------------ ----------- ------------
        Total Operating Revenues                                      338         343          690          702
----------------------------------------------------------------------------- ------------ ----------- ------------
Operating Expenses:
    Fuel used in electric generation                                   54          54            99          96
    Purchased power (including affiliated purchases)                   37          35            66          61
    Gas purchased from affiliate  for resale                           29          29            78          79
    Other operation                                                    58          55           111         111
    Maintenance                                                        20          21            36          39
    Depreciation and amortization                                      38          35            77          61
    Income taxes                                                       19          24            45          58
    Other taxes                                                        23          23            47          47
----------------------------------------------------------------------------- ------------ ----------- ------------
        Total Operating Expenses                                      278         276          559         552
----------------------------------------------------------------------------- ------------ ----------- ------------

Operating Income                                                       60          67           131          150
----------------------------------------------------------------------------- ------------ ----------- ------------

Other Income:
    Allowance for equity funds used during construction                 1           2             2           3
    Other income                                                        2           -             4           -
----------------------------------------------------------------------------- ------------ ----------- ------------
        Total Other Income                                              3           2              6          3
----------------------------------------------------------------------------- ------------ ----------- ------------

Income Before Interest Charges                                         63          69            137         153
----------------------------------------------------------------------------- ------------ ----------- ------------

Interest Charges (Credits):
    Interest expense on long-term debt                                 24          24              47         47
    Other interest expense                                              2           2              5          3
    Allowance for borrowed funds used during construction              (1)         (2)            (2)        (3)
----------------------------------------------------------------------------- ------------ ----------- ------------
        Total Interest Charges, Net                                    25          24              50         47
----------------------------------------------------------------------------- ------------ ----------- ------------

Income Before Preferred Dividend Requirements
    On Mandatorily Redeemable Preferred Securities                     38          45            87         106
Preferred Dividend Requirement of SCE&G - Obligated
    Redeemable Preferred Securities                                     1           1            2            2
----------------------------------------------------------------------------- ------------ ----------- ------------

Net Income                                                             37          44            85          104
Preferred Stock Cash Dividends (At stated rates)                        2           2            4             4
----------------------------------------------------------------------------- ------------ ----------- ------------
Earnings Available for Common Stock                                    35          42           81          100
Retained Earnings at Beginning of Period                              501         459          491         438
Common Stock Cash Dividends Declared                                  (36)        (37)         (72)         (74)
============================================================================= ============ =========== ============
Retained Earnings at End of Period                                   $500        $464         $500         $464
============================================================================= ============ =========== ============

See Notes to Consolidated Financial Statements.


</TABLE>
<TABLE>




<PAGE>


                      SOUTH CAROLINA ELECTRIC & GAS COMPANY
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                  For the Periods Ended June 30, 1999 and 1998
                                   (Unaudited)


                                                                       Six Months Ended
                                                                            June 30,
------------------------------------------------------------------------------- -------------
                                                                        1999        1998
------------------------------------------------------------------------------- -------------
                                                                      (Millions of Dollars)
Cash Flows From Operating Activities:
<S>                                                                    <C>          <C>
   Net income                                                          $ 85         $ 104
      Adjustments to reconcile net income to net cash provided
        from operating activities:
          Depreciation and amortization                                  77            61
          Amortization of nuclear fuel                                    7            10
          Deferred income taxes, net                                    15             17
          Pension asset                                                (13)            (4)
          Post retirement benefits                                       6              7
          Other regulatory assets                                       10              -
          Regulatory liabilities                                         4              8
          Allowance for funds used during construction                  (4)            (6)
          Over (under) collections, fuel adjustment clauses              -              9
          Changes in certain current assets and liabilities:
              (Increase) decrease in receivables                        13             (8)
              (Increase) decrease in inventories                         -             (7)
              (Increase) decrease in prepayments                       (11)            (7)
              Increase (decrease) in accounts payable                  (33)           (13)
              Increase (decrease) in taxes accrued                     (17)             3
       Other, net                                                      (40)           (25)

------------------------------------------------------------------------------- -------------
       Net Cash Provided From Operating Activities                      99            149
------------------------------------------------------------------------------- -------------

Cash Flows From Investing Activities:
       Utility property additions and construction expenditures,
         net of AFC                                                    116)           (98)
------------------------------------------------------------------------------- -------------
       Net Cash Used For Investing Activities                          116)           (98)
------------------------------------------------------------------------------- -------------

Cash Flows From Financing Activities:
     Proceeds:
         Issuance of First Mortgage Bonds                               99              -
     Repayments:
         Other long-term debt                                           (3)             -
     Dividend payments:
         Common stock                                                  (72)           (93)
         Preferred stock                                                (4)            (4)
     Short-term borrowings, net                                        (30)            53
     Fuel and emission allowance financings, net                        15             (7)
------------------------------------------------------------------------------ -------------
     Net Cash Provided From (Used For) Financing Activities              5            (51)
------------------------------------------------------------------------------- -------------

Net Decrease In Cash And Temporary Cash Investments                    (12)             -
Cash And Temporary Cash Investments At January 1                        36              6
=============================================================================== =============
Cash And Temporary Cash Investments At June 30                        $ 24            $ 6
=============================================================================== =============

Supplemental Cash Flow Information:
    Cash paid for - Interest (includes capitalized interest
                     of $2 for 1999 and $3 for 1998)                                                $ 50         $ 50
                           - Income taxes                                                             18             9

See Notes to Consolidated Financial Statements.

</TABLE>




<PAGE>


                      SOUTH CAROLINA ELECTRIC & GAS COMPANY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 1999
                                   (Unaudited)

         The  following  notes should be read in  conjunction  with the Notes to
Consolidated  Financial  Statements  appearing in South Carolina  Electric & Gas
Company's  (the Company)  Annual Report on Form 10-K for the year ended December
31, 1998. These are interim  financial  statements,  and the amounts reported in
the Consolidated  Statements of Income are not necessarily indicative of amounts
expected for the year. In the opinion of management,  the information  furnished
herein  reflects all  adjustments,  all of a normal  recurring  nature except as
described in Note 2, which are necessary for a fair statement of the results for
the interim periods reported.

1.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

       A.  Basis of Accounting

       The Company  accounts for its regulated  utility  operations,  assets and
       liabilities  in accordance  with the provisions of Statement of Financial
       Accounting  Standards No. 71 (SFAS 71). The accounting  standard requires
       cost-based  rate-regulated  utilities  to  recognize  in their  financial
       statements  revenues  and  expenses in  different  time  periods  than do
       enterprises  that are not  rate-regulated.  As a result the  Company  has
       recorded, as of June 30, 1999, approximately $201 million and $69 million
       of regulatory  assets and liabilities,  respectively,  including  amounts
       recorded for deferred income tax assets and liabilities of  approximately
       $123  million  and  $51  million,  respectively.  The  electric  and  gas
       regulatory assets (excluding deferred income tax assets) of approximately
       $46 million and $30 million,  respectively,  are being recovered  through
       rates,  and the Public  Service  Commission of South  Carolina  (PSC) has
       approved  accelerated  recovery  of  approximately  $10  million  of  the
       electric regulatory assets. In the future, as a result of deregulation or
       other changes in the  regulatory  environment,  the Company may no longer
       meet the  criteria  for  continued  application  of SFAS 71 and  could be
       required  to write off its  regulatory  assets and  liabilities.  Such an
       event could have a material  adverse  effect on the Company's  results of
       operations  in the period that a write-off  would be required,  but it is
       not expected  that cash flows or financial  position  would be materially
       affected.

       B.  Reclassifications

       Certain amounts from prior periods have been reclassified to conform with
the 1999 presentation.

2.     RATE MATTERS

       On December 11, 1998,  the PSC issued an order  requiring  the Company to
       reduce retail  electric  rates on a prospective  basis.  The PSC acted in
       response to the Company  reporting  that it earned a 13.04 percent return
       on common equity for its retail electric operations for the twelve months
       ended  September  30,  1998.  This return on common  equity  exceeded the
       Company's  authorized  return of 12  percent  by 1.04  percent,  or $22.7
       million,  primarily  as a result of record  heat  experienced  during the
       summer.  The  order  required   prospective  rate  reductions  on  a  per
       kilowatt-hour  basis,  based on actual retail sales for the twelve months
       ended  September 30, 1998. This action will reduce future reported return
       on common equity to the PSC-authorized  level if the Company  experiences
       the same weather effect and other business  results as that of the twelve
       months ended  September 30, 1998. On December 21, 1998, the Company filed
       a motion for  reconsideration  with the PSC. On January 12, 1999, the PSC
       denied  the  Company's  motion for  reconsideration  and  reaffirmed  the
       Company's return on equity of 12 percent. The rate reductions were placed
       into effect with the first billing cycle of January 1999.

3.  RETAINED EARNINGS

       The Restated  Articles of  Incorporation of the Company and the Indenture
       underlying  its First and Refunding  Mortgage  Bonds  contain  provisions
       that,  under  certain  circumstances,  could  limit the  payment  of cash
       dividends  on its  common  stock.  In  addition,  the  Federal  Power Act
       requires  the  appropriation  of  a  portion  of  certain  earnings  from
       hydroelectric projects. At June 30, 1999,  approximately $27.4 million of
       retained  earnings were  restricted by this  requirement as to payment of
       cash dividends on common stock.





<PAGE>


4.   CONTINGENCIES

       With respect to commitments  at June 30, 1999,  reference is made to Note
       10 of  Notes  to  Consolidated  Financial  Statements  appearing  in  the
       Company's  Annual  Report on Form 10-K for the year  ended  December  31,
       1998. Contingencies at June 30, 1999 are as follows:

       A. Nuclear Insurance

       The Price-Anderson Indemnification Act, which deals with public liability
       for a nuclear  incident,  currently  establishes  the liability limit for
       third-party  claims associated with any nuclear incident at $9.7 billion.
       Each  reactor  licensee is currently  liable for up to $88.1  million per
       reactor owned for each nuclear  incident  occurring at any reactor in the
       United  States,  provided that not more than $10 million of the liability
       per reactor would be assessed per year. The Company's maximum assessment,
       based on its  two-thirds  ownership of the V. C. Summer  Nuclear  Station
       (Summer Station),  would be approximately $58.7 million per incident, but
       not more than $6.7 million per year.

        The Company  currently  maintains  policies (for itself and on behalf of
        Santee  Cooper)  with  Nuclear  Electric  Insurance  Limited  (NEIL) and
        American  Nuclear  Insurers  (ANI)  providing   combined   property  and
        decontamination  insurance  coverage  of $2.0  billion for any losses at
        Summer Station. The Company pays annual premiums and, in addition, could
        be  assessed a  retroactive  premium not to exceed five times its annual
        premium in the event of property  damage loss to any nuclear  generating
        facility  covered  under the NEIL program.  Based on the current  annual
        premium,  this  retroactive  premium  assessment  would not exceed  $6.1
        million.

           To  the  extent   that   insurable   claims  for   property   damage,
        decontamination,  repair and  replacement  and other costs and  expenses
        arising  from a nuclear  incident  at Summer  Station  exceed the policy
        limits of insurance, or to the extent such insurance becomes unavailable
        in the  future,  and to the extent  that the  Company's  rates would not
        recover the cost of any purchased  replacement  power,  the Company will
        retain the risk of loss as a self-insurer.  The Company has no reason to
        anticipate  a serious  nuclear  incident at Summer  Station.  If such an
        incident were to occur,  it could have a material  adverse impact on the
        Company's results of operations, cash flows and financial position.

        B.  Environmental

        The  Company has an  environmental  assessment  program to identify  and
        assess   current  and  former   operations   sites  that  could  require
        environmental cleanup. As site assessments are initiated,  estimates are
        made of the  expenditures,  if any, deemed  necessary to investigate and
        clean  up  each  site.   These   estimates  are  refined  as  additional
        information  becomes  available;  therefore,  actual  expenditures could
        differ significantly from the original estimates.  Amounts estimated and
        accrued to date for site  assessments  and cleanup  relate  primarily to
        regulated  operations.  Such  amounts are deferred  and  amortized  with
        recovery provided through rates. The Company has also recovered portions
        of  its  environmental  liabilities  through  settlements  with  various
        insurance  carriers.  The Company has recovered  all amounts  previously
        deferred for its electric operations. The Company expects to recover all
        deferred  amounts  related  to its  gas  operations  by  December  2002.
        Deferred  amounts,  net of amounts recovered through rates and insurance
        settlements,  totaled  $24.1  million  at June 30,  1999.  The  deferral
        includes the estimated costs associated with the following matters.

o    In September 1992, the EPA notified the Company, the City of Charleston and
     the  Charleston  Housing  Authority of their  potential  liability  for the
     investigation  and  cleanup of the  Calhoun  Park area site in  Charleston,
     South Carolina.  This site encompasses  approximately 30 acres and includes
     properties which were locations for industrial operations, including a wood
     preserving   (creosote)   plant,   one  of  the  Company's   decommissioned
     manufactured gas plants,  properties owned by the National Park Service and
     the  City of  Charleston,  and  private  properties.  The site has not been
     placed on the National Priorities List, but may be added in the future. The
     Potentially  Responsible  Parties (PRPs) have negotiated an  administrative
     order by consent  for the  conduct of a Remedial  Investigation/Feasibility
     Study and a corresponding Scope of Work. Field work began in November 1993,
     and the EPA approved a Remedial Investigation Report in February 1997 and a
     Feasibility  Study Report in June 1998. In July 1998,  the EPA approved the
     Company's  Removal  Action  Work  Plan for  soil  excavation.  The  Company
     completed   Phase  One  of  the  Removal  Action  in  1998  at  a  cost  of
     approximately   $1.5  million.   Phase  Two  will  include  excavation  and
     installation  of several  permanent  barriers to mitigate coal tar seepage.
     Phase Two began in November 1998, and is expected to cost  approximately $3
     million.  On September  30, 1998 a Record of Decision was issued which sets
     forth  EPA's  view of the  extent  of each  PRP's  responsibility  for site
     contamination  and the  level to  which  the site  must be  remediated.  On
     January 13,  1999 the EPA issued a  Unilateral  Administrative  Order which
     directed  the Company to implement a Remedial  Design and  Remedial  Action
     that would accomplish the objectives  identified by the Record of Decision.
     The Company and the EPA are continuing to negotiate the remedial plan.

In   October  1996  the  City  of  Charleston   and  the  Company   settled  all
     environmental  claims the City may have had against  the Company  involving
     the  Calhoun  Park  area for a  payment  of $26  million  over  four  years
     (1996-1999)  by the  Company to the City.  The  Company is  recovering  the
     amount of the  settlement,  which does not encompass  site  assessment  and
     cleanup  costs,  through rates in the same manner as other amounts  accrued
     for  site  assessments  and  cleanup  as  discussed  above.  As part of the
     environmental  settlement,  the  Company has agreed to  construct  an 1,100
     space parking  garage on the Calhoun Park site and to transfer the facility
     to the City in  exchange  for a 20-year  municipal  bond backed by revenues
     from the parking  garage and a mortgage on the  parking  garage.  The total
     amount of the bond is not to exceed  $16.9  million,  the maximum  expected
     project cost. The parking  garage is currently  under  construction  and is
     scheduled for completion in the spring of the year 2000.

o    The Company owns three other  decommissioned  manufactured  gas plant sites
     which  contain  residues of by-product  chemicals.  For the site located in
     Sumter,  South Carolina,  effective September 15, 1998, the Company entered
     into a Remedial Action Plan Contract with the South Carolina  Department of
     Health and  Environmental  Control  (DHEC)  pursuant  to which it agreed to
     undertake a full site  investigation and remediation under the oversight of
     DHEC. Site investigation and  characterization  are proceeding according to
     schedule.  Upon selection and successful  implementation  of a site remedy,
     DHEC will give the Company a Certificate  of Completion  and a covenant not
     to sue. The Company is continuing to investigate  the other two sites,  and
     is monitoring the nature and extent of residual contamination.

5.       SEGMENT OF BUSINESS INFORMATION

The Company's reportable segments are listed in the following table. The Company
uses operating income to measure  profitability for its Electric  Operations and
Gas  Distribution  segments.  Therefore,  net income is not  allocated  to these
segments.  Affiliate  revenue is derived from  transactions  between  reportable
segments  as well as  transactions  between  separate  legal  entities  that are
combined into the same reportable segment.  Assets for the period did not change
significantly.

<TABLE>

              Disclosure and Reconciliation of Reportable Segments


                                 Three Months Ended             Three Months Ended
 (Millions of Dollars)             June 30, 1999                  June 30, 1998
-------------------------------------------------------------------------------------------

                           Operating  External Affiliate Operating  External   Affiliate
                             Income   Revenue   Revenue   Income     Revenue    Revenue


<S>                           <C>       <C>       <C>       <C>       <C>         <C>
Electric Operations           $62       $293      $52       $66       $299        $50
Gas Distribution                -         45        -         1         44          -

-------------------------------------------------------------------------------------------
Total Reportable Segments      62       338        52        67      $343        $50
                                        ====      ===                ====        ===
Elimination of Affiliates      (1)                           (1)
Non-reportable Segments        (1)                            1
-------------------------------------------------------------------------------------------
Consolidated Totals           $60                           $67
                              ===                           ===

                                          Six Months Ended          Six Months Ended
(Millions of Dollars)                       June 30, 1999            June 30, 1998
-------------------------------------------------------------------------------------------

                           Operating  External  Affiliate Operating  External  Affiliate
                             Income   Revenue    Revenue   Income     Revenue   Revenue

Electric Operations           $121      $559       $96      $136       $569       $93
Gas Distribution                14       130         -        17        132         -
-------------------------------------------------------------------------------------------
Total Reportable Segments       135     $689       $96       153       $701       $93
                                        ====       ===                 ====       ===
Elimination of Affiliates       (2)                          (2)
Non-reportable Segments         (2)                          (1)
-------------------------------------------------------------------------------------------
Consolidated Totals            $131                                      $150
                               ====                                      ====

</TABLE>


<PAGE>




Item 2. Management's Discussion and Analysis of Financial Condition and
         Results of Operations


                      SOUTH CAROLINA ELECTRIC & GAS COMPANY
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS

        The following discussion should be read in conjunction with Management's
Discussion  and  Analysis  of  Financial  Condition  and  Results of  Operations
appearing in South  Carolina  Electric & Gas Company's  (SCE&G) Annual Report on
Form 10-K for the year ended December 31, 1998.

        Statements  included in this  discussion  and analysis (or  elsewhere in
this quarterly  report) which are not statements of historical fact are intended
to be, and are hereby  identified as, "forward looking  statements" for purposes
of the safe harbor  provided by Section 27A of the  Securities  Act of 1933,  as
amended,  and Section 21E of the  Securities  Exchange Act of 1934,  as amended.
Readers  are  cautioned  that  any  such  forward-looking   statements  are  not
guarantees   of  future   performance   and   involve  a  number  of  risks  and
uncertainties,  and that  actual  results  could  differ  materially  from those
indicated by such forward-looking statements. Important factors that could cause
actual results to differ materially from those indicated by such forward-looking
statements  include,  but are not  limited  to,  the  following:  (1)  that  the
information  is of a  preliminary  nature and may be  subject to further  and/or
continuing  review  and  adjustment,  (2)  changes  in  the  utility  regulatory
environment,  including  the pace of  deregulation  of  retail  natural  gas and
electricity  markets in the United States,  (3) changes in the economy,  (4) the
impact of competition from other energy suppliers, (5) the management of SCE&G's
operations,  (6) variations in prices of natural gas and fuels used for electric
generation, (7) growth opportunities,  (8) the results of financing efforts, (9)
changes in SCE&G's accounting policies,  (10) weather conditions in areas served
by SCE&G, (11) inflation, (12) exposure to environmental issues and liabilities,
(13) changes in environmental  regulation,  (14) unsuccessful  correction of any
material Year 2000 problem or, alternatively,  unsuccessful  implementation of a
contingency  plan by SCE&G and any critical  third party  suppliers and (15) the
other risks and  uncertainties  described from time to time in SCE&G's  periodic
reports filed with the Securities and Exchange  Commission . SCE&G disclaims any
obligation to update any forward-looking statements.

               MATERIAL CHANGES IN CAPITAL RESOURCES AND LIQUIDITY
                             SINCE DECEMBER 31, 1998

LIQUIDITY AND CAPITAL RESOURCES

       On December 11, 1998, the South Carolina Public Service  Commission (PSC)
issued an order requiring SCE&G to reduce retail electric rates on a prospective
basis.  The PSC acted in  response  to SCE&G  reporting  that it earned a 13.04%
return on common equity for its retail electric operations for the twelve months
ended  September  30,  1998.  This  return on  common  equity  exceeded  SCE&G's
authorized return of 12.0% by 1.04%, or $22.7 million,  primarily as a result of
record-breaking   heat  experienced   during  the  summer.  The  order  required
prospective rate reductions on a per kilowatt-hour basis, based on actual retail
sales for the twelve months ended  September  30, 1998.  This action will reduce
future  reported  return on common equity to the  PSC-authorized  level if SCE&G
experiences  the same weather effect and other  business  results as that of the
twelve  months ended  September  30, 1998.  On December 21, 1998,  SCE&G filed a
motion for  reconsideration  with the PSC. On January 12,  1999,  the PSC denied
SCE&G's motion for  reconsideration  and reaffirmed  SCE&G's return on equity of
12.0%.  The rate reductions were placed into effect with the first billing cycle
of January 1999.



<PAGE>



        The following table summarizes how SCE&G generated funds for its utility
property  additions and  construction  expenditures  during the six months ended
June 30, 1999 and 1998:

--------------------------------------------------------------------------------
                                                       Six Months Ended
                                                           June 30,
                                                    1999               1998
---------------------------------------------------------------- ---------------
                                                    (Millions of Dollars)


Net cash provided from operating activities         $99                $149
Net cash provided from (used for) financing
  activities                                          5                (51)
Cash and temporary cash investments
  available at the beginning of the period           36                 6
------------------------------------------------------------------------------
Net cash available for utility property
  additions and construction expenditures          $140               $104
==============================================================================
Funds used for utility property additions
  and construction expenditures, net of
  noncash allowance for funds used during
  construction                                     $116               $ 98
==============================================================================
        On March 9, 1999,  SCE&G  issued $100  million of First  Mortgage  Bonds
having an annual  interest  rate of 6 1/8% and maturing on March 1, 2009.  These
funds were used to reduce short-term debt.

        SCE&G  anticipates that the remainder of its 1999 cash requirements will
be met through  internally  generated  funds and the  incurrence  of  additional
short-term and long-term indebtedness.  The timing and amount of such financings
will depend upon market conditions and other factors.  SCE&G expects that it has
or can  obtain  adequate  sources  of  financing  to  meet  its  projected  cash
requirements  for the next twelve  months and for the  foreseeable  future.  The
ratio of earnings to fixed charges for the twelve months ended June 30, 1999 was
4.07.

Year 2000 Issue

       The Year 2000 is an issue because many  computers,  embedded  systems and
software were originally  programmed using two digits rather than four digits to
identify the applicable  year. This may prevent them from accurately  processing
information  with dates  beyond  1999.  Because the Year 2000 issue could have a
material impact on the operations of SCE&G if not addressed,  SCE&G's goal is to
be Year 2000  ready.  This means that  before the year 2000,  critical  systems,
equipment,  applications and business relationships will have been evaluated and
should be suitable to continue into and beyond the year 2000 and that applicable
contingency plans are in place.


        In 1993,  SCE&G began the first of several  projects to replace  many of
its  business  application  systems to provide  increased  functionality  and to
improve access to business information.  Accordingly,  SCE&G has implemented new
general ledger, purchasing,  materials inventory, accounts payable, and customer
information systems.  These new systems, which comprise a significant portion of
SCE&G's application  software,  were designed to be Year 2000 compliant and have
been tested to confirm their Year 2000 readiness.


        In 1997, SCANA Corporation (SCANA), SCE&G's parent company,  established
a  Corporate  Year 2000  Project  Office  (Project  Office) to direct  Year 2000
efforts for itself and each of its  subsidiaries,  including  SCE&G.  A Steering
Committee was formed to direct the efforts of the Project  Office.  The Steering
Committee reports to the senior officers of SCANA and to its board of directors.
It is chaired by SCANA's  chief  financial  officer and is comprised of officers
representing  all operational  areas. The Project Office is staffed by nine full
time project  managers and extensive  support  personnel.  The Project Office is
responsible  for  addressing  Year 2000  issues and  coordinating  the  required
assessment and remediation efforts.


        SCANA's Year 2000 efforts encompass three projects, all reporting to the
Steering Committee.  The Information Technology Project covers all mainframe and
client server application software,  infrastructure  hardware,  system software,
desktop computers and network equipment. The Embedded Systems Project covers all
microprocessors,  instruments and control devices, monitoring equipment on power
lines and in substations,  security and control devices,  telephone  systems and
certain types of meters.  The Procedures and External  Interfaces Project covers
Year 2000  procedures,  documentation  and  communications  with key  suppliers,
vendors, customers, financial institutions and governmental agencies.




<PAGE>



        SCANA's  Year  2000  project  approach   involves  the  following:   (1)
inventorying all Year 2000 internal and external items and entities and updating
the Year 2000 Inventory  Database;  (2)  performing  risk analysis and corporate
prioritization of all inventory entries;  (3) performing detailed assessments of
all  inventory  entries to determine  Year 2000  readiness  and  establishing  a
remediation  action plan where necessary;  (4) remediating all inventory entries
assessed  as  non-compliant,   including  repairing,   replacing  or  developing
acceptable  work-arounds;  (5) testing through date simulation and comprehensive
test data;  (6)  implementation  of all  converted  systems and  equipment  into
production operations; and (7) contingency planning.


     Detailed  project  plans  exist for each of the Year 2000  projects.  These
project plans,  work schedules and resource  requirements are reviewed weekly by
the  project  managers  and  monthly by the  Steering  Committee.  The Year 2000
projects are appropriately staffed and are on schedule. SCE&G's critical systems
and business  relationships  have been addressed and the remaining  project work
this  year will  focus on  addressing  the lower  priority  systems  and  change
management.


        SCE&G's V. C. Summer Nuclear Station reported to the Nuclear  Regulatory
Commission (NRC) at the end of June 1999 that the plant is Year 2000 ready. Also
at the end of June,  SCE&G reported to the North American  Electric  Reliability
Council (NERC),  that the company's primary systems necessary for the generation
and  transmission of electricity  are Year 2000 ready with two  exceptions.  The
first  exception is associated  with SCE&G's  Canadys  Station Unit 1 coal-fired
generating plant. The Westinghouse  Distributed  Products Family (WDPF) upgrades
and Year 2000  readiness  tests at two of the three  Canadys  Station Units have
been completed. The same WDPF upgrade and Year 2000 readiness test for Unit 1 is
scheduled for the fall outage in November 1999. Canadys Station Unit 1 generates
125 MW and represents less than 3% of SCE&G's  generating  capacity.  The second
exception  is  associated  with SCE&G's new Spectrum  Energy  Management  System
(EMS).  The  conversion of the existing EMS system to the Spectrum  System is in
process and expected to be completed  in August  1999.  Management  believes the
Spectrum System will be Year 2000 ready when implemented.  SCE&G has contingency
plans in  place,  which  include  manual  procedures  that  provide  a  reliable
alternative to the functions expected to be handled by the Spectrum System.

        The Information Technology Project Team has completed the assessment and
code  remediation for all application  software.  These  applications  have been
tested in an  isolated  Year 2000  testing  environment.  The Year 2000  testing
environment  will be maintained  through the end of the year to test any changes
to these systems or any newly implemented applications.  Independent vendor code
verifications  were  successfully  completed for selected  systems that had been
through the Company's  remediation process.  During the second quarter of 1999 a
comprehensive Year 2000 test was successfully performed on the Company's network
equipment.  All of SCE&G's  desktop  workstations  are in the  process of either
being  replaced or upgraded to a standard  configuration  and  software  release
level. All completed assessment and remediation documentation related to mission
critical  applications and technical  infrastructure items has been reviewed and
approved by the Information  Technology Audit Review Committee.  The Information
Technology Project was approximately 85% complete through June 1999.

        The Embedded  Systems  Project Team,  which  included  approximately  20
engineers with prior  experience with  microprocessors,  was formed in 1998, and
detailed  assessment,  remediation and testing  procedures were developed.  This
team  worked  closely  with  each of  SCE&G's  business  units to  complete  the
assessments of critical systems and equipment and any required remediation based
on  the  corporate  prioritization  process.  .  All  completed  assessment  and
remediation  documentation  related to  mission  critical  systems or  equipment
involving microprocessors has been reviewed and approved by the Embedded Systems
Audit Review Committee.  Independent vendor  verifications for selected embedded
system assessments were completed during the first quarter of 1999 and confirmed
SCE&G's previous conclusions. The Embedded Systems Project was approximately 90%
complete through June 1999.

        The  Procedures  and  External  Interfaces  Project  Team has  developed
written  documentation  and  procedures  for Year  2000  compliance  definition,
document control, inventory,  prioritization,  assessment,  remediation,  change
control,  business  continuity  planning,  and  vendor,  customer  and  supplier
communications.  This team has  communicated  with all  significant  vendors and
suppliers  and  assessed  their  Year 2000  readiness  status in an  attempt  to
determine  the  extent to which  SCE&G may be  vulnerable  to their  failure  to
remediate  their  own Year  2000  issues.  SCE&G  has  developed  communications
materials explaining its year 2000 efforts and is continuing communications with
customers and external  groups,  including the South Carolina and Georgia Public
Service  Commissions.   The  Procedures  and  External  Interfaces  Project  was
approximately 75% complete through June 1999.



<PAGE>



     SCE&G's  revised  projected  total cost of its Year 2000 efforts as of June
1999  and the  anticipated  timing  and  breakdown  of those  expenditures  is a
follows:

------------------------------------------------------------------------
                     Internal    Out of Pocket         Total
------------------------------------------------------------------------
Project To Date         $ 3           $ 9              $ 12
Remainder of 1999         1             3                 4
                        ---           -----             -----
Total                   $ 4          $ 12               $16
------------------------------------------------------------------------

        The cost of the project is based on management's  best estimates,  which
are based on assumptions  regarding  future events.  These future events include
continued availability of key resources,  third parties' Year 2000 readiness and
other factors. The cost of the project is not expected to have a material impact
on the  results of  operations  or on the  financial  position  or cash flows of
SCE&G. The costs of implementing the new business  application  systems referred
to earlier are not included in these cost estimates.


        A failure  to  correct a  material  Year 2000  problem  by SCE&G or by a
critical third party supplier could result in an  interruption  in, or a failure
of SCE&G's ability to provide energy services.  At this time, SCE&G believes its
most reasonably likely worst case scenario is that Year 2000 failures could lead
to  temporary   generating  capacity  reductions  on  SCE&G's  electrical  grid,
temporary   intermittent   interruptions   in   communications   and   temporary
intermittent interruptions in gas supply from interstate suppliers or producers.
A Year 2000 problem of this nature could  result in temporary  interruptions  in
electric or gas service to customers.  SCE&G has no historical  experience  with
interruptions caused by this scenario. However, these temporary interruptions in
service,  if any,  might  be  similar  to  weather-related  outages  that  SCE&G
encounters  from time to time in its  business  today.  Although  SCE&G does not
believe that this scenario will occur, SCE&G is enhancing  existing  contingency
plans to ensure  preparedness  and to  mitigate  the long term  effect of such a
scenario. Since the expected impact of this scenario on SCE&G's operations, cash
flow and financial position cannot be determined,  there is no assurance that it
would not be material.


        In 1998,  SCE&G  established  eight  business  continuity  planning task
groups to develop Year 2000  business  continuity  plans.  Contingency  plans to
cover  SCE&G's  Corporate  Operations,  Customer  Service  Operations,  Electric
Generation,  Transmission and Distribution Operations,  Gas Delivery Operations,
Telecommunications  and  Emergency  Preparedness,   Information  Technology  and
Procurement  have been  developed  and approved by senior  management.  Detailed
contingency plans that were already in place to cover  weather-related  outages,
computer  failures and  generation  outages were used and/or  referenced  as the
basis  for  the  Year  2000  business  continuity  plans.  These  plans  include
mitigation  strategies and emergency  response action plans to address potential
Year  2000  scenarios,  critical  system  failures,  and  reliance  on  critical
suppliers.


        NERC is  coordinating  the Year 2000  efforts  of the  electric  utility
industry  in the United  States and  contingency  planning  within the  regional
electric  reliability  councils.  Coordination  in SCE&G's region is through the
Southeastern  Electric Reliability Council (SERC).  SCE&G's contingency planning
efforts  are  in  compliance  with  the  SERC  and  NERC  contingency   planning
guidelines,  which required final  contingency  plans to be complete by June 30,
1999.

        On April 9, 1999,  SCE&G  participated in the first of two NERC required
contingency  planning  drills that are  intended  to test backup  communications
systems and SCE&G's ability to operate the electric grid with manually read data
instead of  computerized  systems.  SCE&G's gas  transmission  and  distribution
operations areas also participated in the drill. The drills were very successful
and no major problems with SCE&G's backup procedures were found. SCE&G will also
participate in a similar NERC required  drill on September 8 and 9, 1999,  which
will serve as a full dress rehearsal for December 31, 1999.


       In addition to NERC and SERC,  SCE&G is working with the  Electric  Power
Research  Institute  (EPRI) to address the issue of overall grid reliability and
protection.  To ensure that all Year 2000 issues at its Summer  Station  nuclear
plant are addressed,  SCE&G is closely  cooperating with other utility companies
that own  nuclear  power  plants.  SCE&G and other  utilities  participating  in
workshops  sponsored  by NERC  and EPRI  continue  to share  Year  2000  project
information  to ensure  the  prompt and  effective  resolution  of the Year 2000
issue.



<PAGE>



                              RESULTS OF OPERATIONS
                FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 1999
                AS COMPARED TO THE CORRESPONDING PERIODS IN 1998

Earnings and Dividends

           Net income for the three and six months ended June 30, 1999 decreased
approximately $7.3 million and $19.3 million, respectively, when compared to the
corresponding  periods  in  1998.  The  decreases  were  primarily  due to lower
electric margins and the impact of a rate reduction. In addition, net income for
the six months  ended June 30, 1998 include a one-time,  after-tax  reduction to
depreciation  expense  of  approximately  $5.5  million  related  to a change in
depreciation  rates  retroactive to February 1996.  This change in  depreciation
rates  resulted  from the  reversal  of a $257  million  shift  of  depreciation
reserves  from  electric   transmission  and  distribution   assets  to  nuclear
production assets, previously approved in a PSC rate order in January 1996.

           Allowance  for  funds  used  during  construction  (AFC) is a utility
accounting  practice  whereby a portion of the cost of both equity and  borrowed
funds  used to  finance  construction  (which is shown on the  balance  sheet as
construction  work in  progress)  is  capitalized.  Both the equity and the debt
portions of AFC are noncash items of  nonoperating  income which have the effect
of increasing  reported net income.  AFC represented  approximately 3% and 4% of
income  before  income  taxes for the six months  ended June 30,  1999 and 1998,
respectively.

           SCE&G's Board of Directors  authorized payment of dividends on common
stock held by SCANA, as follows:

---------------------- ----------------- ----------------- -----------------
Declaration            Dividend          Quarter           Payment
Date                   Amount            Ended             Date
---------------------- ----------------- ----------------- -----------------
February 17, 1999      $35.8 million     March 31, 1999    April 1, 1999
April 22, 1999         $35.8 million     June 30, 1999     July 1, 1999
---------------------- ----------------- ----------------- -----------------

Electric Operations


           Changes  in  the  electric   operations   sales  margins   (including
transactions  with affiliates) for the three and six months ended June 30, 1999,
when compared to the corresponding periods in 1998, were as follows:


--------------------------------------------------------- ----------------------
                                  Three Month Ended       Six Months Ended
(Millions of Dollars)            Change  % Change      Change     % Change
--------------------------------------------------------------------------------

Electric operating revenue       $(6.5)      (2.2%)    $ (9.6)     (1.7%)
Less:  Fuel used in generation     0.8        1.4%         2.5      2.5%
           Purchased power         2.0        5.9%         4.5      7.3%
--------------------------------------------------------------------------------
Margin                           $(9.3)     (4.4%)     $(16.6)     (4.0%)
================================================================================

           Electric  operations  sales  margins  decreased for the three and six
months ended June 30, 1999 when  compared to the  corresponding  periods in 1998
primarily as a result of milder weather in the first and second quarters of 1999
and  implementation  in January 1999 of a $22.7  million  annual rate  reduction
ordered by the South  Carolina  Public  Service  Commission.  See  LIQUIDITY AND
CAPITAL RESOURCES.

Gas Distribution


           Changes in the gas  distribution  sales margins for the three and six
months ended June 30, 1999, when compared to the corresponding  periods in 1998,
were as follows:


--------------------------------------------------------------------------------
                                   Three Months Ended        Six Months Ended
(Millions of Dollars)             Change    % Change       Change     % Change
--------------------------------------------------------------------------------

Gas operating revenue              $0.8        1.9%        $(1.5)      (1.2%)
Less:  Gas purchased for resale    (0.2)     (0.8%)          (0.4)     (0.6%)
--------------------------------------------------------------------------------
Margin                             $1.0      7.4 %         $(1.1)      (2.1%)
================================================================================


<PAGE>


     Gas distribution  sales margins for the three and six months ended June 30,
1999 did not change significantly from 1998 levels.

 Other Operating Expenses

     Changes in other operating expenses, including taxes, for the three and six
months ended June 30, 1999 when compared to the  corresponding  periods in 1998,
were as follows:

------------------------------------------------------------ -------------------
                                  Three Months Ended     Six Months Ended
(Millions of  Dollars)            Change   % Change     Change   % Change
-------------------------------------------------------------------------------

Other operation and maintenance   $ 1.1        1.5%     $ (2.6)    (1.8%)
Depreciation and amortization        3.4       9.6%       15.3     25.0%
Income taxes                        (5.2)   (21.7%)      (12.6)  (21.9%)
Other taxes                        (0.3)     (1.3%)        0.9     1.9%
-------------------------------------------------------------------------------

Total                             $(1.0)     (0.7%)     $ 1.0      0.3%

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

     Other operation and maintenance  expenses for the six months ended June 30,
1999 decreased from 1998 levels  primarily as a result of decreased  maintenance
costs for  electric  generation  and  distribution  facilities.  The increase in
depreciation and  amortization  expenses for the three and six months ended June
30, 1999 is due  primarily to the  completion  of the new  customer  information
system in January 1999. In addition,  increased depreciation expense for the six
months ended June 30, 1999 reflects the non-recurring adjustment to depreciation
expense  discussed  under  "Earnings  and  Dividends."  The change in income tax
expense primarily  reflects the change in operating income. The changes in other
taxes for the periods were not significant.

Other Income

     Other income,  net of income taxes, for the three and six months ended June
30, 1999 increased  approximately  $2.5 million and $3.3 million,  respectively,
and is due to earnings from pension assets.

Item 3.    Quantitative and Qualitative Disclosures About Market Risk

     All  financial  instruments  held by  SCE&G  described  below  are held for
purposes other than trading.

     Interest  rate risk - The table below  provides  information  about SCE&G's
financial  instruments that are sensitive to changes in interest rates. For debt
obligations,  the table  presents  principal  cash  flows and  related  weighted
average interest rates by expected maturity dates.

                                             June 30, 1999
                                      Expected Maturity Date
                     ----------------------------------------------- ------ --
                                       (Millions of Dollars)
                                                         There-           Fair
Liabilities          1999   2000   2001   2002   2003   After    Total    Value
                     ---------------------------------------------------------

Long-Term Debt
Fixed Rate ($)      29.1  188.6   22.6   22.6  124.5  1,043.4  1,437.1  1,456.4
Average Interest
  Rate              6.56   5.89   6.72   6.72   7.56     7.55     7.28

     While a decrease in interest  rates would  increase the fair value of debt,
it is unlikely that events which would result in a realized loss will occur.

     On March 9, SCE&G  issued $100  million of First  Mortgage  Bonds having an
annual interest rate of 6 1/8 % and maturing on
March 1, 2009.












<PAGE>


                           PART II. OTHER INFORMATION

Item 1.   Legal Proceedings

         SCANA Corporation:

         For information  regarding legal proceedings see Note 2 "Rate Matters,"
         appearing  in the  Company's  Annual  Report  on Form 10-K for the year
         ended  December  31,  1998,  and  Note 5  "Contingencies"  of  Notes to
         Consolidated Financial Statements appearing in this Quarterly Report on
         Form 10-Q.

         South Carolina Electric  & Gas Company:

         For information  regarding legal proceeding see Note 2 "Rate Matters, "
         appearing in South Carolina  Electric & Gas Company's  Annual Report on
         Form  10-K  for  the  year  ended   December  31,  1998,   and  Note  4
         "Contingencies" of Notes to Consolidated Financial Statements appearing
         in this Quarterly Report on Form 10-Q.


     Item 4. Submission of Matters to a Vote of Security-Holders (not applicable
for South Carolina Electric & Gas Company)

         The Annual Meeting of Shareholders of SCANA Common Stock (No Par Value)
         was held on April 22, 1999.  The  following  matters were voted upon at
         the meeting.

         1 and 2.  To elect five (5) directors for the terms specified in the
         Proxy Statement.

                           Number of Voting    Number of  Shares     Total
                             Shares Voting         Voting to         Shares
Nominee                          For           Withhold Authority    Voted

Harold C. Stowe               89,675,431        4,098,269         93,773,700
Bill L. Amick                 89,808,095        3,965,605         93,773,700
Hugh M. Chapman               90,171,267        3,602,433         93,773,700
Lawrence M. Gressette, Jr.    90,160,132        3,613,568         93,773,700
D. Maybank Hagood             89,801,547        3,972,153         93,773,700


         3. To approve the  appointment  of Deloitte & Touche LLP as independent
accountants for SCANA.


                                                   Number
                                                 of  Shares

         For                                     92,658,803
         Against                                    720,446
         Abstain                                    394,451
                                                -----------
         Total                                   93,773,700

Percent of FOR votes of those shares actually voting for this proposal:  98.81%


         A Special  Meeting of the  shareholders  of SCANA  Common Stock (No Par
         Value) was held on July 1, 1999. The following  matters were voted upon
         at the meeting.

           1.  To approve the  agreement and plan of merger dated as of February
               16,  1999,  as amended and  restated as of May 10,  1999,  by and
               among  SCANA,   Public   Service   Company  of  North   Carolina,
               Incorporated,  New Sub I, Inc. and New Sub II, Inc., with respect
               to the merger of New Sub I with and into SCANA.


                                                           Number
                                                         of  Shares

                 For                                    79,499,380
                 Against                                10,742,705
                 Abstain                                   733,122
                 Broker non-voted                        6,261,154
                                                         ---------
                 Total                                  97,236,361


Percent of FOR votes  for this proposal of total outstanding shares:   76.7%



<PAGE>


           2.  To approve  the  issuance  of shares of SCANA  common  stock with
               respect to the merger of PSNC with and into New Sub II,  Inc.  or
               SCE&G.
                                                          Number
                                                        of  Shares


                For                                    79,074,175
                Against                                11,127,506
                Abstain                                   773,526
                Broker non-voted                        6,261,154
                                                         ---------
                Total                                  97,236,361

Percent of FOR votes  for this proposal of total outstanding shares:   76.3%


Item 6.    Exhibits and Reports  on Form 8-K

         SCANA Corporation and South Carolina Electric & Gas Company:

         A.  Exhibits

                Exhibits  filed  with  this  Quarterly  Report  on Form 10-Q are
                listed in the following Exhibit Index.  Certain of such exhibits
                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 hereby  incorporated
                herein by reference and made a part hereof.

         B. Reports on Form 8-K during the second quarter 1999 were as follows:

                None




<PAGE>



                                SCANA CORPORATION


                                   SIGNATURES

       Pursuant to the requirements of the Securities  Exchange Act of 1934, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.




                                  SCANA CORPORATION
                                    (Registrant)





August 13, 1999                    By: s/K. B. Marsh


                                    K. B. Marsh, Senior Vice President -Finance,
                                    Chief Financial Officer and Controller
                                    (Principal financial and accounting officer)




<PAGE>




                      SOUTH CAROLINA ELECTRIC & GAS COMPANY

                                   SIGNATURES

       Pursuant to the requirements of the Securities  Exchange Act of 1934, the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.



                                  SOUTH CAROLINA ELECTRIC & GAS COMPANY
                                              (Registrant)



August 13,  1999                 By:  s/Jimmy E. Addison

                                      Jimmy E. Addison
                                      Vice President and Controller
                                      (Principal accounting officer)


<PAGE>




                                 EXHIBIT INDEX

            Applicable to
             Form 10-Q of
Exhibit
No.        SCANA   SCE&G  Description
----------------------  ------------------------------------------------------
 2.01        X          X      Agreement and Plan of Merger, dated as of
                               February 16, 1999 as amended and restated as of
                               May 10, 1999, by and among Public Service Company
                               of North Carolina, Incorporated, SCANA
                               Corporation , New Sub I, Inc. and New Sub II,
                               Inc. (Filed as Exhibit 2.1 to SCANA Form S-4
                               on May 11, 1999)

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)

3.02                           X Restated Articles of Incorporation of SCE&G, as
                               adopted on  December  15,  1993 (Filed as Exhibit
                               3-A to Form 10-Q for the  quarter  ended June 30,
                               1994, File No. 1-3375)

3.03         X                 Articles of Amendment of SCANA, dated April 27,
                               1995 (Filed as Exhibit 4-B to Registration
                               Statement No. 33-62421)

3.04                    X      Articles of Amendment of SCE&G, dated June 7,
                               1994 filed June 9, 1994  (Filed as Exhibit 3-B
                               to Form 10-Q for the quarter ended June 30, 1994,
                               File No.  1-3375)

3.05                    X      Articles of Amendment of SCE&G, dated November 9,
                               1994 (Filed as Exhibit 3-C to Form 10-K
                               for the year ended December 31, 1994, File No.
                               1-3375)

3.06                    X      Articles of Amendment of SCE&G, dated December 9,
                               1994 (Filed as Exhibit 3-D to Form 10-K
                               for the year ended December 31, 1994, File No.
                               1-3375)

3.07                    X      Articles of Correction of SCE&G, dated January
                               17, 1995 (Filed as Exhibit 3-E to From 10-K
                               for the year ended December 31, 1994, File No.
                               1-3375)

3.08                    X      Articles of Amendment of SCE&G, dated January
                               13, 1995 and filed January 17, 1995 (Filed as
                               Exhibit 3-F to Form 10-K for the year ended
                               December 31, 1994, File No. 1-3375)

3.09                    X      Articles of Amendment of SCE&G, dated March 31,
                               1995 (Filed as Exhibit 3-G to Form 10-Q for
                               the quarter ended March 31, 1995, File No.1-3375)

3.10                    X      Articles of Correction of SCE&G - Amendment to
                               Statement filed March 31, 1995, dated
                               December 12, 1995 (Filed as Exhibit 3-H to Form
                               10-K for the year ended December 31, 1995,
                               Filed No. 1-3375)

3.11                    X      Articles of Amendment of SCE&G, dated December
                               13, 1995 (Filed as Exhibit 3-I to Form 10-K
                               for the year ended December 31,1995, File No.
                               1-3375)

3.12                    X      Articles of Amendment of SCE&G, dated February
                               18, 1997 (Filed as Exhibit 3-L to
                               Registration Statement No. 333-24919)

3.13                    X      Articles of Amendment of SCE&G, dated February
                               21, 1997 (Filed as Exhibit 3-L to Form 10-Q
                               for the quarter ended March 31, 1997)

3.14                    X      Articles of Amendment of SCE&G, dated April 22,
                               1997 (Filed as Exhibit 3-M to Form 10-Q for
                               the quarter ended June 30, 1997)

3.15                    X      Articles of Amendment of SCE&G, dated April 9,
                               1998 (Filed as Exhibit 3.15 to SCE&G Form
                               10-Q for the quarter ended March 31, 1999)

3.16         X                 By-Laws of SCANA as revised and amended on
                               December 17, 1997 (Filed as Exhibit 3-C to SCANA
                               Form 10-K for the year ended December 31, 1997)


<PAGE>



           Applicable to
           Form 10-Q of
Exhibit
No.        SCANA   SCE&G  Description

3.17                    X      By-Laws of SCE&G as amended and adopted on
                               December 17, 1997 (Filed as Exhibit 3-J to Form
                               10-K for the year ended December 31, 1997)


4.01          X                Articles of Exchange of South Carolina Electric
                               and Gas Company and SCANA Corporation (Filed
                               as Exhibit 4-A to Post-Effective Amendment No. 1
                               to Registration Statement No. 2-90438)

4.02          X                Indenture dated as of November 1, 1989 to The
                               Bank of New York, Trustee (Filed as Exhibit
                               4-A to Registration Statement No. 33-32107)

4.03          X         X      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
                               (Filed as Exhibit 2-B to Registration Statement
                               No. 2-26459)

4.04          X         X      Fourth Supplemental Indenture dated as of April
                               1, 1950, to Indenture referred to in Exhibit
                               4.03, pursuant to which SCE&G assumed said
                               Indenture (Filed as Exhibit 2-C to Registration
                               Statement No. 2-26459)

4.05          X         X      Fifth through Fifty-second Supplemental Indentur
                               referred to in Exhibit 4.03 dated as of
                               the dates indicated below and filed as exhibits
                               to the Registration Statements 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
             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-O     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 2-B     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



<PAGE>





           Applicable to
           Form 10-Q of
Exhibit
No.        SCANA   SCE&G  Description


              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 2-A-3   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

4.06           X          X      Fifty-Third Supplemental Indenture, dated May
                                 1, 1999, to Indenture (Filed as Exhibit 4.06
                                 to SCE&G Form 10-Q for the quarter ended March
                                 31, 1999)

4.07           X          X      Indenture dated as of April 1, 1993 from South
                                 Carolina Electric & Gas Company to
                                 NationsBank of Georgia, National Association
                                 (Filed as Exhibit 4.07 to Registration
                                 Statement No. 33-49421)

4.08           X          X      First Supplemental Indenture to Indenture
                                 referred to in Exhibit 4.07 dated as of June 1,
                                 1993 (Filed as Exhibit 4-G to Registration
                                 Statement No. 33-49421)

4.09           X          X      Second Supplemental Indenture to Indenture
                                 referred to in Exhibit  4.07 dated as of June
                                 15, 1993 (Filed as Exhibit 4-G to Registration
                                 Statement No. 33-57955)

4.10           X          X      Trust Agreement for SCE&G Trust I (Filed as
                                 Exhibit 4-G to SCE&G Form 10-K for the year
                                 ended December 31, 1997)

4.11           X          X      Certificate of Trust for SCE&G Trust I (Filed
                                 as  Exhibit 4-H to SCE&G Form 10-K for the
                                 year ended December 31, 1997)

4.12           X          X      Junior Subordinated Indenture for SCE&G Trust
                                 I (Filed as Exhibit 4-I to SCE&G Form 10-K
                                 for the year ended December 31, 1997)

4.13           X          X      Guarantee Agreement for SCE&G Trust I (Filed
                                 as Exhibit 4-J to SCE&G Form 10-K for the
                                 year ended December 31, 1997)



<PAGE>



           Applicable to
           Form 10-Q of
Exhibit
No.        SCANA   SCE&G  Description
4.14           X          X      Amended and Restated Trust Agreement for SCE&G
                                 Trust I (Filed as Exhibit 4-K to SCE&G Form
                                 10-K for the year ended December 31, 1997)

10.01          X                 SCANA Voluntary Deferral Plan as amended
                                 through October 21, 1997 (Filed as Exhibit
                                 10.01 to SCANA Form 10-K for the year ended
                                 December 31, 1998)

10.02          X          X      Supplemental Executive Retirement Plan (Filed
                                 as Exhibit 10-A to SCE&G Form 10-K for the
                                 year ended December 31, 1997)

10.03          X                 SCANA Supplementary Voluntary Deferral Plan as
                                 amended and restated through October 21,
                                 1997 (Filed as Exhibit 10-B to SCANA Form 10-K
                                 for the year ended  December 31, 1997)

10.04          X                 SCANA Key Executive Severance Benefits Plan as
                                 amended and restated effective as of
                                 October 21, 1997 (Filed as Exhibit 10-C to
                                 SCANA Form 10-K for the year ended December 31,
                                 1997)

10.05          X                 SCANA Supplementary Key Executive Severance
                                 Benefits Plan as amended and restated
                                 effective October 21, 1997 (Filed as Exhibit
                                 10.06 to SCANA Form 10-K for the year ended
                                 December 31, 1998)

10.06          X                 SCANA Performance Share Plan as amended and
                                 restated effective January 1, 1998  (Filed as
                                 Exhibit 10.07 to SCANA Form 10-K for the year
                                 ended December 31, 1998)

10.07          X                 SCANA Key Employee Retention Plan as amended
                                 and restated effective as of October 21, 1997
                                 (Filed as Exhibit 10-E to SCANA Form 10-K for
                                 the year ended December 31, 1997)

10.08          X                 Description of SCANA Whole Life Option (Filed
                                 as Exhibit 10-F to SCANA Form 10-K for the
                                 year ended December 31, 1991, under cover of
                                 Form SE, File No. 1-8809)

10.9                             X  Description  of  SCANA  Corporation   Annual
                                 Incentive  Plan (Filed as Exhibit 10-G to SCANA
                                 Form 10-K for the year ended December 31, 1991,
                                 under cover of Form SE, File No. 1-8809)

27.01          X                 Financial Data Schedule (Filed herewith)

27.02                     X      Financial Data Schedule (Filed herewith)