SHORT-TERM ANNUAL INCENTIVE PLAN

1.1            Purpose of the Plan .  The SCANA Corporation Short-Term Annual Incentive Plan (“Plan”) is an annual incentive compensation plan having as its purpose the rewarding of superior performance with a variable component of pay.  The Plan provides as an element of compensation an award amount tied to certain annual performance goals.  The Plan is intended to support the achievement of the Corporation’s strategic business and financial goals in order to increase shareholder value by attracting and retaining a high caliber of employees who are capable of improving the Corporation’s business results.  In furtherance of this purpose, the Plan is intended to produce a competitive incentive bonus package that correlates the compensation of such employees with the performance of the Corporation.

1.2            Effective Date of the Plan .  The original effective date of the Plan was January 1, 2007.  The effective date of this amended and restated Plan shall be January 1, 2009.

SECTION 2.  DEFINITIONS

2.1            Definitions .  Whenever used herein, the following terms shall have the meanings set forth below, unless otherwise expressly provided herein or unless a different meaning is plainly required by the context, and when the defined meaning is intended, the term is capitalized:

(a)           “ Beneficial Owner ” shall have the meaning ascribed to such term in Rule 13d-3 of the General Rules and Regulations under the Exchange Act.

(b)           “ Beneficiary ” means any person or entity who, upon a Participant’s death, is entitled to receive the Participant’s benefits under the Plan in accordance with Section 6 hereof.

(c)           “ Board ” means the Board of Directors of the Corporation.

(d)           “ Change in Control ” means a change in control of the Corporation of a nature that would be required to be reported in response to Item 6(e) of Schedule 14A of Regulation 14A promulgated under the Exchange Act, whether or not the Corporation is then subject to such reporting requirements; provided that, without limitation, such a Change in Control shall be deemed to have occurred if:

(1)             Any Person (as defined in Section 3(a)(9) of the Exchange Act and used in Sections 13(d) and 14(d) thereof, including a “group” as defined in Section 13(d)) is or becomes the Beneficial Owner, directly or indirectly, of twenty-five percent (25%) or more of the combined voting power of the outstanding shares of capital stock of the Corporation;

(2)             During any period of two (2) consecutive years (not including any period prior to December 18, 1996) there shall cease to be a majority of the Board comprised as follows: individuals who at the beginning of such period constitute the Board and any new director(s) whose election by the Board or nomination for election by the Corporation’s stockholders was approved by a vote of at least two-thirds (2/3) of the directors then still in office who either were directors at the beginning of the period or whose election or nomination for election was previously so approved;

(3)             The issuance of an Order by the Securities and Exchange Commission, under Section 9(a)(2) of the Public Utility Holding Company Act of 1935 (the “1935 Act”), authorizing a third party to acquire five percent (5%) or more of the Corporation’s voting shares of capital stock;

(4)             The shareholders of the Corporation approve a merger or consolidation of the Corporation with any other corporation, other than a merger or consolidation which would result in the voting shares of capital stock of the Corporation outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting shares of capital stock of the surviving entity) at least eighty percent (80%) of the combined voting power of the voting shares of capital stock of the Corporation or such surviving entity outstanding immediately after such merger or consolidation; or the shareholders of the Corporation approve a plan of complete liquidation of the Corporation or an agreement for the sale or disposition by the Corporation of all or substantially all of the Corporation’s assets; or

(5)             The shareholders of the Corporation approve a plan of complete liquidation, or the sale or disposition of South Carolina Electric & Gas Company (hereinafter SCE&G), South Carolina Pipeline Corporation, or any subsidiary of SCANA designated by the Board of Directors of SCANA as a “Material Subsidiary,” but such event shall represent a Change in Control only with respect to a Participant who has been exclusively assigned to SCE&G, South Carolina Pipeline Corporation, or the affected Material Subsidiary.

(e)           “ Code ” means the Internal Revenue Code of 1986, as amended.

(f)           “ Committee ” means the Human Resources Committee of the Board.  Any references in this Plan to the “Committee” shall be deemed to include references to the designee appointed by the Committee under Section 9.4.

(g)           “ Corporation ” means SCANA Corporation, a South Carolina corporation, or any successor thereto, or any of its subsidiaries.

(h)           “ Employee ” means a person who is actively employed by the Corporation and who falls under the usual common law rules applicable in determining the employer-employee relationship.

(i)           “ Exchange Act ” means the Securities Exchange Act of 1934, as amended.

(j)           “ Incentive Award ” means a payment made pursuant to the Plan at the end of a Performance Period.

(k)           “ Officer ” means an Employee who serves as an administrative executive and who is classified on the employment records of the Corporation as an officer.

(l)           “ Participant ” means an individual satisfying the eligibility requirements of Section 3.

(m)           “ Performance Period ” means each Year.

(n)           “ Plan ” means this Amended and Restated Short-Term Annual Incentive Plan.

(o)           “ Senior Staff ” means those Officers who are classified on the employment records of the Corporation as senior staff.

(p)           “ Target Incentive Award ” refers to a specified percentage of annual base salary.

(q)           “ Year ” means a calendar year.

2.2            Gender and Number .  Except when otherwise indicated by the context, any masculine terminology used herein also shall include the feminine and the feminine shall include the masculine, and the use of any term herein in the singular may also include the plural and the plural shall include the singular.

3.1            Eligibility .  Eligibility in the Plan is restricted to (a) Employees eligible to participate in the Plan prior to January 1, 2005; and (b) effective January 1, 2005: (i) Employees with an annual base salary that is greater than or equal to $90,000; (ii) Senior Staff of the Corporation; or (iii) Officers of the Corporation.

3.2            Participation .  Participation in the Plan is restricted to (a) those Employees and Officers of the Corporation who are eligible to participate in the Plan pursuant to Section 3.1 of the Plan (automatic participation), and (b) those Employees who are determined to be eligible for participation in the Plan, in the discretion of the Committee based on its review of those eligible for participation.   Participation will be reevaluated and determined at least once during the Performance Period.

4.1            General .  The objective of the Plan is to link compensation to the achievement of certain performance goals established by the Corporation.  The Target Incentive Award is payable to the Participant after the end of the Performance Period, provided the performance goals as described in Section 4.3 have been met.

4.2            Target Incentive Awards .  Upon selection for participation in the Plan pursuant to Section 3.2, Participants are granted Target Incentive Awards equal to a percentage of their annual base salary at the end of the Performance Period.  Target Incentive Awards for each Performance Period are designated for each Participant as an amount equal to a designated percentage of the Participant’s annual base salary.  The Target Incentive Award for Senior Staff and Officers of the Corporation shall be determined by the Committee in accordance with the specific salary grade as reflected in Appendix A hereof.  The Target Incentive Award for all other Participants shall be determined by Senior Staff, in its discretion.

4.3            Performance Criteria and Measurement .  Senior Staff shall establish the specific performance criteria for each Participant; provided, however, that the Board shall establish the performance criteria for the Chief Executive Officer.  Performance criteria shall include performance goals based on Corporation earnings per share, business unit and/or individual goals.  Performance goals for each business unit are reviewed annually by the Committee following a review of the annual performance for the prior Year.  Except with respect to the Chief Executive Officer of the Corporation, the Participant’s direct supervisor determines whether individual performance goals have been met.  The Board determines whether the individual performance goals for the Chief Executive Officer have been met.

4.4            Preliminary Determination .  Subject to Sections 4.5 and 4.6, the performance achieved during each Performance Period will preliminarily indicate a determination of the actual amount payable under this Plan as a percentage of the Target Incentive Award otherwise determined under Section 4.2 in accordance with following:

Only if both Earnings Per Share Goals and Business Unit and/or Individual Goals are met will 100% of the Target Incentive Award be payable.

4.5            Discretionary Adjustment .  After calculation of the amount determined under Section 4.4, the Committee (or the Board in the case of the Chief Executive Officer), in its sole discretion may increase or decrease any award otherwise payable hereunder to any or all Participants by an amount up to 20% of the otherwise payable Incentive Award.  Notwithstanding the foregoing, the Committee may redefine for any Performance Period the above category levels of performance as well as the respective payout percentages of Target Incentive Awards.

4.6            Final Determination .  The Committee will review the award amounts determined based on the performance achieved and, in its sole discretion, adjust the final payout amounts, not to exceed plus or minus 50% of Target Incentive Award, for all Participants in accordance with the purposes of this Plan to reflect individual performance and/or extraordinary circumstances.

In making adjustments, the Committee may consider factors such as, but not limited to, the following:

(a)           Significant acquisitions (or divestitures) within the Corporation’s affiliated group;

(b)           Significant acquisitions or divestitures among peer group companies; and

(c)           Other unusual items of material consequence.

4.7            Last Day Worked Rule .  In order to receive a payment of a Target Incentive Award hereunder, the Participant must be employed on the last working day of the Performance Period, unless the Participant has terminated employment during the Year on account of death, disability or attainment of normal or early retirement age (as determined under the SCANA Corporation Retirement Plan).  Notwithstanding the foregoing, if the Participant has terminated employment during the Year on account of death, disability or  attainment of normal or early retirement age (as determined under the SCANA Cor