SCANA CORPORATION EXECUTIVE DEFERRED COMPENSATION PLAN

EXECUTIVE DEFERRED COMPENSATION PLAN

SECTION 1.  ESTABLISHMENT AND PURPOSE

1.1            Establishment and History of the Plan . SCANA Corporation established, effective as of January 1, 1987, this supplementary voluntary deferred compensation plan for executives known as the “SCANA Corporation Supplementary Voluntary Deferral Plan” (the “SVDP”).  SCANA Corporation also established: (1) effective as of October 15, 1986, a deferred compensation plan for executives known as the “SCANA Corporation Voluntary Deferral Plan” (the “VDP”); and (2) effective as of December 18, 1996, a consolidated deferred compensation plan for selected executives known as the “SCANA Corporation Key Employee Retention Program” (“KERP”), which was a consolidation of various individual agreements with executives, previously established.  The VDP, KERP, and SVDP have been amended from time to time after their initial adoption for various design and administrative changes.  Further, the VDP, KERP, and SVDP were amended and restated effective as of December 18, 1996 to include provisions applicable upon a Change in Control.  The VDP, KERP, and SVDP were further amended and restated effective as of October 21, 1997 to include various administrative provisions and to clarify certain provisions regarding a Change in Control.

Effective as of July 1, 2000, the KERP was amended to provide a cash balance-type benefit for all participants.  Effective as of July 1, 2001, the KERP and VDP were amended and merged with and into this Plan, which was re-named as the “SCANA Corporation Executive Deferred Compensation Plan” (hereinafter called the “Plan”).  Effective as of January 1, 2002, the KERP cash balance-type benefit was frozen and this Plan was amended and restated to include new deferral opportunities as set forth herein.  Effective as of January 1, 2004, this Plan was amended and restated to incorporate certain amendments and other design based changes.  Effective as of January 1, 2007, this Plan was amended and restated to eliminate gross-up payments.  Effective as of January 1, 2009, this Plan is amended and restated to comply with the requirements of Code Section 409A.

1.2            Description of the Plan .  This Plan is intended to constitute a non-qualified deferred compensation plan which, in accordance with ERISA Sections 201(2), 301(a)(3) and 401(a)(1), is unfunded and established primarily for the purpose of providing deferred compensation for a select group of management or highly compensated employees.

1.3            Purpose of the Plan .  The purpose of this Plan is to enable the Company to attract and retain persons of outstanding competence, to provide incentive benefits to a very select group of key management employees who contribute materially to the continued growth, development, and future business success of the Company, and to provide a means whereby certain amounts payable by the Company to selected executives may be deferred to some future period.

1.4            Effective Date .  This amended and restated Plan is generally effective as of January 1, 2009, except as otherwise specifically provided herein (including in the appendices to the Plan) or in resolutions adopted by the Board or the Committee.

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)           “ Agreement ” means a contract between an Eligible Employee and the Company permitting the Eligible Employee to participate in the Plan and delineating the benefits (if any) that are to be provided to the Eligible Employee in lieu of or in addition to the benefits described under the terms of this Plan.

(b)           “ Additional Deferral ” means the pre-tax deferrals of Excess Compensation made by a Participant under this Plan of up to nineteen percent (19%) of his Excess Compensation in accordance with Section 4.1(b).

(c)           “ Basic Deferral ” means the pre-tax deferrals of Excess Compensation made by a Participant under this Plan of up to six percent (6%) of his Excess Compensation in accordance with Section 4.1(a).

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

(e)           “ Beneficiary ” means any person or entity who, upon the Participant’s death, is entitled to receive the Participant’s benefits under the Plan in accordance with Section 7 hereof.

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

(g)           “ Bonus Deferral ” means the pre-tax deferrals of Performance Share Awards made by a Participant under this Plan of up to one hundred percent (100%) of his Performance Share Award in accordance with Section 4.1(c).

(h)           “ 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:

(i)           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;

(ii)           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;

(iii)           The issuance of an Order by the Securities and Exchange Commission (SEC), 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;

(iv)           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

(v)           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.

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

(k)           “ Committee ” means the Management Development and Corporate Performance 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 10.4.

(l)           “ Company ” means the Corporation and any subsidiaries of the Corporation and their successor(s) or assign(s) that adopt this Plan through execution of Agreements with any of their Employees or otherwise.  When the term “Company” is used with respect to an individual Participant, it shall refer to the specific company at which the Participant is employed, unless otherwise required by the context.

(m)           “ Compensation ” means the Participant’s Eligible Earnings (as defined in the Qualified Plan), determined without regard to the limitation on compensation otherwise required under Code Section 401(a)(17), and without regard to any deferrals or the foregoing of compensation under this or any other plan of deferred compensation maintained by the Company.

(n)           “ Corporation ” means SCANA Corporation, a South Carolina corporation, or any successor thereto.

(o)           “ EDCP Ledger ” means the bookkeeping ledger account used to track deferred amounts under the Plan together with credited earnings (or losses) that reflect the Investment Options applicable with respect to each Participant’s deferred amounts.  Each EDCP Ledger shall separately reflect the pre-2005 and post-2004 deferrals and hypothetical earnings thereon, and the portion of the post-2004 deferrals and hypothetical earnings thereon payable at a date certain and the portion payable upon a Participant’s Termination of Employment (referred to herein as a Participant’s “pre-2005 EDCP Ledger” and “post-2004 EDCP Ledger”).  A Participant’s pre-2005 EDCP Ledger shall reflect amounts deferred hereunder before January 1, 2005 (and the earnings credited thereon before, on or after January 1, 2005) for which (i) the Participant had a legally binding right as of December 31, 2004, to be paid the amount, and (ii) such right to the amount was earned and vested as of December 31, 2004 and was credited to the Participant’s EDCP Ledger hereunder.  Pre-2005 EDCP Ledgers are treated as “grandfathered” for the purposes of Code Section 409A, and are governed by the terms of the Plan in effect as of October 3, 2004.

(p)           “ Eligible Employee ” means an Employee who is employed by the Company in a high-level management or administrative position, including employees who also serve as officers of the Company, and who is eligible for awards under the SCANA Corporation Long-Term Equity Compensation Plan.

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

(r)           “ Employer Matching Deferral ” means the deferrals credited to Participants’ EDCP Ledgers in accordance with Section 4.2.

(s)           “ ERISA ” means the Employee Retirement Income Security Act of 1974, as amended.

(t)           “ Excess Compensation ” means the Compensation otherwise payable to an Eligible Employee in excess of the dollar limitation imposed under Code Section 401(a)(17) (or such other dollar limitation as may be set by the Committee in its sole discretion for any Year).

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

(w)           “ Participant ” means any Eligible Employee who is participating in the Plan in accordance with the provisions herein set forth.  If a Participant had previously deferred amounts credited to a EDCP Ledger and such Participant is no longer eligible to participate hereunder (due to a Committee designation of his ineligibility), he shall be covered under this Plan as an inactive Participant.  Except for those provisions related to deferral opportunities, references herein to a Participant shall be deemed to include references to such inactive Participants, unless otherwise required by the context.

(x)           “ Performance Share Award ” means the amount payable from the Performance Share Award portion of the SCANA Corporation Long-Term Equity Compensation Plan to a Participant in a Year.

(y)           " Termination of Employment " means any termination of the employment relationship from the Company and any affiliates and, with respect to post-2004 EDCP Ledgers, any separation from service from the Company and its affiliates as determined in a manner consistent with Code Section 409A and the guidelines issued thereunder.

(z)           “ Qualified Plan ” means the SCANA Corporation Stock Purchase-Savings Plan, as amended from time to time.

(aa)           “ Year ” means the 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 .  An Eligible Employee shall become eligible to participate in this Plan as follows:

(a)           To be eligible to participate in this Plan for purposes of making Basic Deferrals or Additional Deferrals (and to benefit from Employer Matching Deferrals) for any Year, the Eligible Employee must earn Compensation during that Year in excess of the applicable dollar limitation on compensation under Code Section 401(a)(17) (or such other dollar limitation as may be set by the Committee in its sole discretion for any Year before the beginning of such Year) and the Eligible Employee must have elected to defer the maximum allowable pre-tax deferrals under the Qualified Plan for the Year.

(b)           Eligible Employees are automatically eligible to participate in this Plan for purposes of making Bonus Deferrals.

(c)           All Eligible Employees will be required, as a condition of participation, to execute such written participation agreements as required by the Committee from time to time.

3.2            Participation .  An Employee who meets the eligibility requirements of Section 3.1 may become a Participant in this Plan by electing to defer a portion of his Excess Compensation or Performance Share Award on such form and in such manner as determined by the Committee pursuant to Section 4.  Eligible Employees who are participants in the Qualified Plan may automatically be deemed to have elected to defer a portion of their Excess Compensation hereunder in accordance with Section 4.

3.3            Continued Participation .  Once an Eligible Employee becomes a Participant, he shall continue to be eligible to participate for all future years until his Termination of Employment or death or unless and until the Committee shall designate that individual as ineligible to participate. If a Participant becomes ineligible to participate for future deferrals under this Plan, he shall retain all the rights described under this Plan with respect to deferrals previously made while an active Participant.

4.1            Deferral Election .  Subject to the conditions set forth in this Plan, a Participant may elect to defer amounts hereunder as follows:

(a)            Basic Deferrals .  An Eligible Employee may elect to defer Basic Deferrals under this Plan in whole percentages up to six percent (6%) of his Excess Compensation.

(b)            Additional Deferrals . An Eligible Employee may elect to defer Additional Deferrals under this Plan in whole percentages up to nineteen percent (19%) of his Excess Compensation.

(c)            Bonus Deferrals .  An Eligible Employee may elect to defer under this Plan, in whole percentages, up to one hundred percent (100%) of his Performance Share Award otherwise payable for a Year, as a Bonus Deferral.

(d)            Deferral Procedures for Basic and Additional Deferrals . Except as provided in Section 4.1(f), all elections under Section 4.1(a) and Section 4.1(b) must be made at such time and in such manner as specified by the Committee prior to the beginning of the Year in which such Excess Compensation is otherwise earned.  The Committee is permitted but not required to establish deferral procedures pursuant to which Participants are eligible to make separate deferral elections with respect to base salary and short-term incentive awards.  Once a Basic Deferral or Additional Deferral election is made (or deemed to be made) for a Year, it shall remain in effect for all future Excess Compensation otherwise payable in all future pay periods during that Year.  Such election shall also remain in effect for future Years unless affirmatively changed by the Participant in accordance with the terms of the Plan and the procedures implemented hereunder prior to the beginning of such Year.  Eligible Employee Basic Deferrals and Additional Deferrals shall be credited to the Participant’s EDCP Ledger(s) at such times and in such manner as determined by the Committee, in its sole discretion, but no less frequently than monthly.

(e)            Deferral Procedures for Bonus Deferrals .  Elections made under Section 4.1(c) must be made no later than June 30 of the first Year of the three-Year award cycle established under the Performance Share Award portion of the SCANA Corporation Long-Term Equity Compensation Plan, and shall apply to the Participant’s award that is otherwise payable, if at all, in the Year following the end of the three-Year award cycle; provided that in order to be eligible to make the election by such June 30 date, the Participant continuously performs services from the beginning of the performance period through the date on which the election is made.  Any such Bonus Deferral election shall also apply with respect to awards payable in future Years of such three-Year award cycle unless affirmatively changed by the Participant in accordance with the procedures established by the Committee prior to June 30 of any of the Years in the three-Year award cycle applicable to such award with respect to which a change is requested.  Any Bonus Deferral election shall also apply with respect to awards payable pursuant to future three-Year award cycles unless affirmatively changed by the Participant in accordance with the terms of the Plan and the procedures implemented hereunder prior to June 30 of the first Year of the future three-Year award cycle.  Eligible Employee Bonus Deferrals shall be credited to the Participant’s EDCP Ledger(s) in

 such manner as determined by the Committee, in its sole discretion, but no later than as of the last business day of the month following the month in which the Participant’s Performance Share Award is otherwise payable.

(f)            Deferral Procedures for Newly Eligible Employees .  In the case of a person who first becomes an Employee and Eligible Employee during a Year (and is not eligible for any other plan with which this Plan is aggregated for purposes of Code Section 409A), elections under Section 4.1(a), 4.1(b), and 4.1(e) for such Year must be made within 30 days of the date the Employee becomes an Eligible Employee, and shall apply only to amounts paid for services to be performed after the date of such election.

4.2            Crediting of Employer Matching Deferrals .  Any Participant who has elected to make a deferral under Section 4.1(a) or 4.1(b) for a Plan Year will be credited with an Employer Matching Deferral for such Plan Year of an amount equal to such deferral, provided that the total amount of a Participant’s Employer Matching Deferral for any Plan Year shall not exceed an amount equal to 6% of the Participant’s Excess Compensation.  Such Employer Matching Deferrals shall be credited to the Participant’s “Termination of Employment” EDCP Ledger at such times and in such manner as the Committee, in its sole discretion determines, but no less frequently than monthly.

4.3            Deferral Period .  With respect to deferrals made in accordance with Section 4.1, each Participant may elect the deferral period for each separate deferral.  Subject to the modification of deferral date provisions of Section 4.5 and the acceleration provisions of Section 6, a Participant may elect to defer his Basic Deferrals, Additional Deferrals, and Bonus Deferrals until his Termination of Employment or until a date certain; provided, however, that any post-2004 deferrals must have the same date certain.  All such deferrals are subject to the establishment of EDCP Ledgers in accordance with Section 5.1 and any additional limitations that the Committee in its sole discretion may choose to apply (which limitations shall be applied in accordance with Code Section 409A with respect to post-2004 EDCP Ledgers).

Notwithstanding any “date certain” deferral period election otherwise made by a Participant (or any modification thereof under Section 4.5), and except as otherwise provided in Section 4.4(b) in connection with a modification of the form of distribution for post-2004 EDCP Ledger(s), payments of deferred amounts hereunder shall be paid or begin to be paid as soon as practicable following the earliest to occur of:

(a)           Death,

(b)           Disability, as defined by the Long-Term Disability pr