
                                   PROXY 2000

                                  DRAFT 2/18/00

                                                  Your VOTE is important







                        SCANA Corporation Proxy Statement



SCANA

  POWER FOR LIVING

                                               2000 Notice of Annual Meeting
                                               and Proxy Statement


<PAGE>



             _________________________________________________SCANA
                                                               POWER FOR LIVING

March 17, 2000

To our Shareholders:

     You are cordially  invited to attend the Annual Meeting of  Shareholders to
be held on Thursday,  April 27, 2000,  at 10:00 A.M. The meeting will be held at
the Sheraton  Imperial  Hotel and  Convention  Center,  Research  Triangle Park,
Raleigh-Durham, North Carolina.

o    The 1999 Annual Report to  shareholders  is included in this  mailing.  The
     approximate  date of mailing for this proxy  statement  and  enclosures  is
     March 17, 2000.

o    You will find a Notice of Meeting on page 1 identifying  five proposals for
     your action.

o    At the meeting,  we will  present a brief  report on SCANA's 1999  business
     results and plans for the future.  We will also  respond to your  questions
     and comments.

o    If you plan to attend the meeting,  please  indicate on the enclosed  proxy
     card.  An  admission  ticket  including a map and parking  details  will be
     mailed to you.

o    If you will need special assistance at the meeting because of a disability,
     please  contact the office of the  Corporate  Secretary,  Mail Code 13-4 at
     SCANA  Corporation's   principal  executive  offices,   1426  Main  Street,
     Columbia, South Carolina 29201 or call (803) 217-9683.

o    Refreshments will be served beginning at 9:00 A.M. in the Imperial Ballroom
     Reception Area of the Sheraton Imperial Hotel and Convention Center.

     Your vote is important.  We encourage you to read this Proxy  Statement and
     vote your shares as soon as possible. A return envelope for your proxy card
     is enclosed for your convenience.

Sincerely,



William  B. Timmerman
Chairman of the Board,
President and Chief Executive Officer


                                       2
<PAGE>


Table of Contents                                                          Page

CHAIRMAN'S LETTER TO SHAREHOLDERS..........................................

NOTICE OF ANNUAL MEETING...................................................   1

VOTING PROCEDURES..........................................................   2

DIRECTOR COMPENSATION......................................................   3

BOARD MEETINGS - COMMITTEES OF THE BOARD...................................   4

Compensation Committee Interlocks and Insider Participation................   6

ELECTION OF DIRECTORS -ITEMS 1, 2 AND 3....................................   7
      ITEM 1--- NomineeS for CLASS I DIRECTORS.............................
      ITEM 2--- NomineeS for CLASS II DIRECTORS............................
      ITEM 3--  Nominee for CLASS III DIRECTOR ............................

CONTINUING DIRECTORS.......................................................

SHARE OWNERSHIP OF DIRECTORS, NOMINEES AND EXECUTIVE OFFICERS..............

FIVE PERCENT OWNER OF SCANA COMMON STOCK...................................

EXECUTIVE COMPENSATION.....................................................
      Summary Compensation Information.....................................
      Long-Term Incentive Plan Award Opportunities.........................
      Defined Benefit Plans................................................
      Termination, Severance and Change In Control Arrangements............

Report on Executive Compensation...........................................

Performance Graph..........................................................

ITEM 4--APPROVAL OF SCANA Long-Term Equity Compensation Plan...............

ITEM 5--APPROVAL OF APPOINTMENT OF AUDITORS................................

OTHER INFORMATION..........................................................
      Section 16(a) Beneficial Ownership Reporting Compliance..............
      Shareholder Proposals and Recommendations for a Director Nominee.....
      Expenses of Solicitation.............................................
      Tickets to the Annual Meeting........................................

Eliminate Duplicate Mailings

     Securities  and Exchange  Commission  rules require us to provide an Annual
Report  to  shareholders  who  receive  this  proxy  statement.  If  you  are  a
shareholder  of record  and have more than one  account in your name or have the
same addresss as one or more other  shareholders  of record you may authorize us
to discontinue mailings of multiple Annual Reports by marking the designated box
on the enclosed proxy.


                                       3

<PAGE>


Notice of Annual Meeting                                             SCANA LOGO
________________________________________________________________________________

Meeting Date:            Thursday, April 27, 2000

Meeting Time:            10:00 A.M., Eastern Daylight Savings Time

Meeting Place:           Sheraton Imperial Hotel and Convention Center
                         Research Triangle Park
                         Raleigh-Durham, North Carolina

Meeting Record Date:     March 10, 2000

Meeting Agenda:          1) Election of Class I Directors
                         2) Election of Class II Directors
                         3) Election of Class III Director
                         4) Approval of SCANA Long-Term Equity Compensation Plan
                         5) Approval of Appointment of Auditors

Shareholder List

A list of  shareholders  entitled to vote at the meeting  will be  available  at
SCANA's Corporate Offices, 1426 Main Street,  Columbia,  South Carolina,  during
business  hours  from  March  17,  2000  through  the date of the  meeting,  for
examination by any shareholder for any legally valid purpose.

Admission to the Meeting

Admission will be by ticket only.  See page ___.


By Order of the Board of Directors

Lynn M. Williams
Corporate Secretary

                   PLEASE SIGN, DATE AND MAIL YOUR PROXY TODAY
                            IN THE ENVELOPE ENCLOSED


                                       4

<PAGE>


VOTING PROCEDURES
________________________________________________________________________________

Your Vote Is Important

     Whether or not you plan to attend the Annual Meeting,  please take the time
to vote your  shares as soon as  possible.  Your  prompt vote may save SCANA the
expense of a second mailing.

Voting Your Shares

     Whether  you  hold  shares   directly  as  the   shareowner  of  record  or
beneficially  in street  name,  you may direct your vote by granting a proxy or,
for shares held in street name, by submitting voting instructions to your broker
or nominee. Please refer to the summary instructions below and those included on
your proxy card or, for shares held in street name, the voting  instruction card
included by your broker or nominee.

Changing Your Proxy Vote

     You may change your proxy instructions at any time prior to the vote at the
annual  meeting.  For shares held directly in your name, you may accomplish this
by granting a new proxy  bearing a later date (which  automatically  revokes the
earlier  proxy) or by  attending  the  annual  meeting  and  voting  in  person.
Attendance  at the meeting will not cause your  previously  granted  proxy to be
revoked unless you specifically so request. For shares held beneficially by you,
you may accomplish this by submitting new voting  instructions to your broker or
nominee.

Voting By Savings Plan Participants

     If you own  SCANA  shares as a  participant  in the  SCANA  Stock  Purchase
Savings  Plan,  you will receive a proxy card that covers only your plan shares.
Proxies executed by plan participants will serve as voting instructions to First
Union National Bank, as the trustee for the plan.

Vote Required and Method of Counting Votes

     At the close of business on the record  date,  March 10,  2000,  there were
_________  shares  outstanding and entitled to vote at the Annual Meeting.  Each
share is entitled to one vote on each proposal at the Annual Meeting.

     The  presence,  in person or by proxy,  of the holders of a majority of the
votes  entitled  to be cast by the  shareholders  entitled to vote at the Annual
Meeting is necessary to constitute a quorum.  Abstentions and broker "non-votes"
are  counted as present  and  entitled to vote for  purposes  of  determining  a
quorum.  A  broker  "non-vote"  occurs  when  a  nominee  holding  shares  for a
beneficial owner does not vote on a particular proposal because the nominee does
not  have  discretionary  voting  power  for  that  particular  item and has not
received instructions from the beneficial owner.

Items 1, 2 and 3-Election of Directors

     A plurality of the votes cast is required  for the  election of  Directors.
"Plurality"  means that if there are more nominees than  positions to be filled,
the four  individuals  who receive the largest  number of votes cast for Class I
Directors;  the two individuals who receive the largest number of votes cast for
Class II Directors;  and the individual who receives the largest number of votes
cast for Class III Director  will be elected as  directors.  Votes  indicated as
"withheld" and broker "non-votes" will not be cast for nominees.

Item 4-Approval of SCANA Long-Term Equity Compensation Plan

Item 5-Approval of Appointment of  Auditors

     The affirmative vote of a majority of the shares represented at the meeting
is required to approve the  appointment of Deloitte & Touche,  LLP.  Abstentions
and broker "non-votes" will have the same effect as a no vote.


                                       5

<PAGE>


Other Business

     The Board  knows of no other  matters  to be  presented  for  meeting,  the
persons named in the accompanying  proxy card shareholder action at the meeting.
intend to vote the shares represented by them in accordance If other matters are
properly brought before the with their best judgment.


DIRECTOR COMPENSATION
________________________________________________________________________________

Board Fees

     Officers  of  SCANA  who  are  also  directors  do not  receive  additional
compensation for their service as directors.  Since April 1999, compensation for
non-employee directors has included the following:

     o    an annual  retainer of $19,400 (41% of the annual retainer fee is paid
          in shares of SCANA Common Stock);

     o    a fee of $2,000 for each board meeting attended;

     o    a fee of $1,000 for attendance at a committee  meeting,  which is held
          on a day other than a regular meeting of the board (no additional fees
          are  paid if a  committee  meeting  is held on the same day as a board
          meeting);

     o    a fee of $200 for participation in a telephone conference meeting;

     o    a fee of $1,000 for attendance at an all-day conference; and

     o    reimbursement  for  expenses  incurred in  connection  with all of the
          above.

Deferral Plan

     Non-employee  directors may participate in SCANA's Voluntary Deferral Plan.
This plan  permits  non-employee  directors  to defer  receipt of all or part of
their  fees  (except  the  portion  paid in shares of SCANA  Common  Stock)  and
receive,  upon  ceasing  to serve as a  director,  the  amount  that  would have
resulted from  investing  the deferred  amounts in an interest  bearing  savings
account.

     Since  January 1, 1999,  the  interest  rate has been set at the  announced
prime rate of  ___________.  Mr. Rhodes and Mr.  Bennett were the only directors
who  participated  in the plan during 1999.  Mr. Rhodes became a participant  in
July 1987 and Mr. Bennett in December 1997.  During 1999,  interest  credited to
Mr. Rhodes' deferral account was $34,953 and interest  credited to Mr. Bennett's
deferral account was $827.

Endowment Plan

     Upon election to a second term, a director  becomes eligible to participate
in the SCANA  Director  Endowment  Plan,  which provides for SCANA to make a tax
deductible,  charitable contribution totaling $500,000 to institutions of higher
education designated by the director.  The plan is intended to reinforce SCANA's
commitment to quality higher education and to enhance its ability to attract and
retain qualified board members.  A portion is contributed upon retirement of the
director and the remainder upon the director's death. The plan is funded in part
through   insurance  on  the  lives  of  the  directors.   Designated   in-state
institutions of higher education must be approved by the Chief Executive Officer
of SCANA.  Any  out-of-state  designation  must be  approved  by the  Management
Development and Corporate Performance Committee. The designated institutions are
reviewed on an annual basis by the Chief Executive  Officer to assure compliance
with the intent of the program.


                                       6

<PAGE>


Other

As a Company retiree,  Mr. Gressette  receives a monthly benefit monthly benefit
of $28,380 under the Retirement Plan and a SERP of $9,488 under the Key Employee
Retention Plan described on as described on page _____. page _____ and a


                                       7

<PAGE>


BOARD MEETINGS - COMMITTEES OF THE BOARD
________________________________________________________________________________

     The Board held six meetings in 1999.  Each director,  attended at least 75%
of all Board and applicable committee meetings during 1999. This table describes
the Board's Committees.

<TABLE>
<S>                                     <C>                                                           <C>
--------------------------------------- -------------------------------------------------------------- --------------------------
    NAME OF COMMITTEE AND MEMBERS                                 FUNCTIONS                              NUMBER OF MEETINGS IN
                                                              OF THE COMMITTEE                                   1999
--------------------------------------- -------------------------------------------------------------- --------------------------
EXECUTIVE COMMITTEE                     o     provides counsel to the Chief Executive Officer                 9 Meetings
                                        o     reviews management's long-range strategic plans, goals
L. M. Gressette, Jr., Chairman                and objectives
B. L. Amick                             o     reviews budgets, financial plans, plans for debt
H. M. Chapman                                 financing and the financing of acquisitions,
W. H. Hipp                                    investments and capital expenditures of a major nature
L. M. Miller                            o     reviews and recommends actions relating to dividends
M. K. Sloan                             o     monitors advertising and philanthropic activities
                                        o     recommends levels of expenditures to the Board
                                        o     recommends the slate of director nominees to be
                                              presented for election at each annual meeting
                                        o     recommends assignments of directors to serve on Board
                                              Committees

--------------------------------------- -------------------------------------------------------------- --------------------------
MANAGEMENT DEVELOPMENT AND CORPORATE    o     reviews the investment policies of SCANA's Retirement           5 Meetings
PERFORMANCE COMMITTEE                         Plan, selects its investment managers and monitors the
                                              performance of such investment managers
H.  M. Chapman, Chairman                o     recommends to the Board, persons to serve as officers
B.  L. Amick                                  of SCANA (and its subsidiaries)
W. B. Bookhart, Jr.                     o     recommends to the Board, salary and compensation
J. B. Rhodes                                  levels, including fringe benefits for officers and
M. K. Sloan                                   directors of SCANA
H. C. Stowe                             o     reviews SCANA's compensation plans
W. B. Timmerman*                        o     provides direction regarding the operation of SCANA's
                                              Retirement Plan and other employee welfare benefit plans
                                        o     reviews management's resources and development, and
                                              recommends to the Board succession plans for senior
                                              management

*Ex-officio, nonvoting member           o     reviews SCANA's active operating performance
                                        o     reviews SCANA's performance in regard to well-being of
                                              employees, including safety, health and equality of
                                              treatment

                                        o     reviews outside relationships, including those with
                                              governments, other businesses and the community
                                        o     reviews the impact of regulations, litigation and any
                                              public policy controversy that may affect SCANA

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


                                       8

<PAGE>


--------------------------------------- ----------------------------------------------------------------- -----------------------
                                                                                                          NUMBER OF MEETINGS IN

    NAME OF COMMITTEE AND MEMBERS                                  FUNCTIONS                                       1999
                                                                OF THE COMMITTEE
--------------------------------------- ----------------------------------------------------------------- -----------------------
PERFORMANCE SHARE PLAN COMMITTEE        o     administers the SCANA Corporation Performance Share Plan    This Committee
                                                                                                          conducted its duties
H. M. Chapman, Chairman                                                                                   through Written
J. A. Bennett                                                                                             Consent Resolution.
W. B. Bookhart, Jr.
D. M. Hagood
L. M. Miller
M. K. Sloan
H. C. Stowe

--------------------------------------- ----------------------------------------------------------------- -----------------------
AUDIT COMMITTEE                         o     meets periodically with SCANA's internal auditors and             3 Meetings
                                              independent public accountants to discuss and evaluate the
E. T. Freeman, Chairman                       scope and results of audits and SCANA's accounting
J. A. Bennett                                 procedures  and controls
D. M. Hagood                            o     reviews SCANA's financial statements before submission to
W. H. Hipp                                    the Board for approval, prior to dissemination to
H. C. Stowe                                   shareholders, the public or regulatory agencies
                                        o     recommends to the Board (for appointment by the Board and
                                              ratification by the shareholders) independent public
                                              accountants to be used by SCANA
                                        o     maintains responsibility for SCANA's compliance program

--------------------------------------- ----------------------------------------------------------------- -----------------------
NUCLEAR OVERSIGHT COMMITTEE             o     monitors SCANA's nuclear operations                               4 Meetings
                                        o     meets periodically with SCANA management to discuss and
L. M. Miller, Chairman                        evaluate our nuclear operations, including regulatory
J. A. Bennett                                 matters, operating results, training and other related
W. B. Bookhart, Jr.                           topics
E. T. Freeman                           o     tours the V.C. Summer Nuclear Station plant and training
D. M. Hagood                                  facilities at least once a year
J. B. Rhodes                            o     reviews with the Institute of Nuclear Power Operations on
                                              a periodic basis, their appraisal of SCANA's nuclear
                                              operations
                                        o     periodically presents an independent report to the Board
                                              on the status of SCANA's nuclear operations
--------------------------------------- ----------------------------------------------------------------- -----------------------
</TABLE>


                                       9

<PAGE>


Compensation Committee Interlocks and Insider Participation
________________________________________________________________________________

     For the 1999  fiscal  year,  decisions  on various  elements  of  executive
compensation were made by the Management  Development and Corporate  Performance
Committee and the  Performance  Share Plan  Committee.  No officer,  employee or
former  officer  of SCANA or any of its  subsidiaries  served as a member of the
Management  Development and Corporate  Performance  Committee or the Performance
Share  Plan  Committee  except  Mr.  Timmerman,  who  served  as an  ex-officio,
nonvoting  member  of  the  Management  Development  and  Corporate  Performance
Committee.

     The  names of the  persons  who  serve on the  Management  Development  and
Corporate  Performance Committee and the Performance Share Plan Committee can be
found on the preceding  pages.  Although Mr. Timmerman served as a member of the
Management  Development  and  Corporate  Performance   Committee,   he  did  not
participate in any of its decisions concerning executive officer compensation.

     Since January 1, 1999, SCANA and its subsidiaries  have engaged in business
transactions  with  entities  with which Mr.  Amick (a member of the  Management
Development and Corporate Performance Committee) is related.

     Mr.  Amick is  President  and a 20% owner of Team Amick Motor Sports LLC, a
business  that  owns and  operates  a NASCAR  sanctioned  racing  car.  This car
participates  in the Busch Grand  National  Racing  Series.  During 1999,  SCANA
participated in a shared sponsorship  agreement with Powertel,  Inc., a wireless
personal  communications services (PCS) provider, to sponsor a Team Amick Racing
Car.  SCANA's portion of the sponsorship  during 1999 was $818,000,  pursuant to
which SCANA received promotional  considerations  associated with NASCAR racing.
Powertel's sponsorship was approximately $600,000. As of January 31, 2000, SCANA
Communications Holdings, Inc., a subsidiary of SCANA, owned a 32.41% interest in
Powertel. SCANA has entered into an agreement with Team Amick to be an associate
sponsor  of a  Busch  Grand  National  racing  car in 2000  for a  total  fee of
$250,000.  Powertel  will  continue its primary  sponsorship  for 2000.  SCANA's
agreement is subject to termination with 30 days written notice.


                                       10

<PAGE>


ELECTION OF DIRECTORS - ITEMS 1, 2 AND 3
________________________________________________________________________________

     SCANA has sixteen  directors.  The Board is divided into three classes with
the members of each class  serving a three-year  term.  The terms of the Class I
Directors will expire at the Annual Meeting.

     Mr.  William C.  Burkhardt,  Mr. G. Smedes York and Mr. Charles E. Zeigler,
Jr., former directors of Public Service Company of North Carolina,  Incorporated
("PSNC")  became  directors  of SCANA on February  10, 2000 in  connection  with
SCANA's  acquisition  of PSNC.  Mr.  Burkhardt,  along  with the  other  Class I
Directors, Mr. James A. Bennett, Ms. Lynne M. Miller, Mr. Maceo K. Sloan and Mr.
William B.  Timmerman are nominated for election to serve for a three-year  term
expiring in 2003.

     Mr.  John B.  Rhodes,  a director  since  1987,  will  reach the  mandatory
retirement age prior to the 2000 Annual Meeting and therefore,  is retiring as a
Class II Director at the Annual Meeting.

     The Board has  nominated Mr. John L. Skolds,  SCANA  Executive for Electric
and President and Chief Operating Officer-South Carolina Electric & Gas Company,
to fill the vacancy created by Mr. Rhodes'  retirement.  Mr. Skolds and Mr. York
are nominated for election to serve as Class II Directors for a term expiring in
2001.

     In  addition,  Mr.  Zeigler has been  nominated  by the Board to serve as a
Class III Director for a term expiring in 2002.

     The information  set forth below and on the following pages  concerning the
nominees and  continuing  directors has been furnished to SCANA by such persons.
Each  director  of SCANA is also a  director  of South  Carolina  Electric & Gas
Company, SCANA's principal subsidiary.


                                       11

<PAGE>


ITEM 1 - NOMINEES FOR CLASS I DIRECTORS
TERM TO EXPIRE AT THE ANNUAL MEETING IN 2003
________________________________________________________________________________

James A. Bennett (Age 39)                           Director since 1997
   _______                                          Shares:  _______
  |       |
  |_______|

Mr.  Bennett has been  Economic  Development  Director,  First  Citizens Bank in
Columbia,  South  Carolina,  since  February 10, 2000.  From December 1998 until
February 2000 he was Senior Vice President and Director of Professional Banking.
He was Senior Vice President and Director of Community Banking at First Citizens
from December 1994 until December 1998.


William C. Burkhardt (Age 62)                       Director Since February 2000
   _______                                          Shares: _________
  |       |
  |_______|

Mr.  Burkhardt has been President and Chief Executive  Officer of Austin Quality
Foods,  Inc., a production and  distribution  company of food snacks for vending
machines,  located in Cary,  North Carolina since 1980. From 1988 until February
2000,  Mr.  Burkhardt  was a member  of the  Board  of  Directors  of PSNC.  Mr.
Burkhardt also serves as a director of Capital Bank, Raleigh, North Carolina.


Lynne M. Miller (Age 48)                            Director since 1997
   _______                                          Shares:  _________
  |       |
  |_______|

Ms.  Miller  has  been  Chief  Executive  Officer  of  Environmental  Strategies
Corporation,  an environmental  consulting and engineering firm headquartered in
Reston,  Virginia since February 1998. Prior to February 1998, Ms. Miller served
as President of Environmental  Strategies  Corporation for more than five years.
Ms.  Miller also serves as a director of Adams  National  Bank, a subsidiary  of
Abigail Adams National Bancorp, Inc.


Maceo K. Sloan (Age 50)                             Director since 1997
   _______                                          Shares:  _________
  |       |
  |_______|

Mr. Sloan is Chairman,  President and Chief Executive Officer of Sloan Financial
Group,  Inc., a holding  company,  and Chairman,  President and Chief  Executive
Officer of NCM Capital  Management Group, Inc., an investment  company,  both of
which are located in Durham,  North  Carolina.  He has held these  positions for
more than five years.


                                       12

<PAGE>


William B. Timmerman (Age 53)                       Director since 1991
   _______                                          Shares:  _________
  |       |
  |_______|

Mr.  Timmerman has been Chairman of the Board and Chief Executive  Officer since
March 1, 1997. He has been President  since  December 13, 1995.  From August 21,
1996 until March 1, 1997, he was Chief Operating  Officer of SCANA.  From May 1,
1994 to December 13, 1995,  he was Executive  Vice  President,  Chief  Financial
Officer and  Controller  of SCANA.  Mr.  Timmerman  also serves as a director of
Powertel, Inc., ITC^DeltaCom, Inc. and The Liberty Corporation.


                                       13

<PAGE>


ITEM 2 -   NOMINEES FOR CLASS II DIRECTORS
TERMS TO EXPIRE AT THE ANNUAL MEETING IN 2001
________________________________________________________________________________


John L. Skolds (Age 49)                             Director Nominee
   _______                                          Shares:  _________
  |       |
  |_______|

Mr. Skolds has been  President  and Chief  Operating  Officer of South  Carolina
Electric & Gas Company  since  September  1996.  From  January 1995 to September
1996, he was Senior Vice President-Generation.


G. Smedes York (Age  59)                            Director since February 2000
   _______                                          Shares:  _________
  |       |
  |_______|

Mr.  York  has  been  President  and  Treasurer  of  York  Properties,  Inc.,  a
full-service  commercial and residential  real estate company in Raleigh,  North
Carolina since 1970. From 1984 until February 2000, Mr. York was a member of the
Board of Directors of PSNC.


                                       14

<PAGE>


ITEM 3 -   NOMINEE FOR CLASS III DIRECTOR
TERMS TO EXPIRE AT THE ANNUAL MEETING IN 2002
________________________________________________________________________________

Charles E. Zeigler, Jr. (Age 53)                    Director since February 2000
   _______                                          Shares:  _________
  |       |
  |_______|

Mr.  Zeigler  has been  President  and Chief  Operating  Officer  of PSNC  since
February  2000.  From  February  1993  until  February  2000,  he was  Chairman,
President and Chief  Executive  Officer of PSNC.  From 1988 until February 2000,
Mr. Zeigler was a member of the Board of Directors of PSNC.


                                       15

<PAGE>


CONTINUING DIRECTORS
CLASS II DIRECTORS - TERMS TO EXPIRE AT THE ANNUAL MEETING IN 2001
________________________________________________________________________________

William B. Bookhart, Jr. (Age 58)                   Director since 1979
   _______                                          Shares:  _________
  |       |
  |_______|

Mr.  Bookhart is a partner in Bookhart  Farms,  which operates a general farming
business in Elloree,  South  Carolina  and has held this  position for more than
five years.


Elaine T. Freeman (Age 64)                          Director since 1992
   _______                                          Shares:  _________
  |       |
  |_______|

Mrs. Freeman is Executive  Director of ETV Endowment of South Carolina,  Inc., a
non-profit  organization  located in Spartanburg,  South Carolina.  She has held
this position for more than five years.  Mrs.  Freeman also serves as a director
of the  National  Bank of South  Carolina,  a member  bank of Synovus  Financial
Corporation.


W. Hayne Hipp (Age 60)                              Director since 1983
   _______                                          Shares:  _________
  |       |
  |_______|

Mr.  Hipp is  Chairman,  President  and Chief  Executive  Officer of The Liberty
Corporation,  an insurance and  broadcasting  holding company  headquartered  in
Greenville,  South  Carolina.  He has held  these  positions  for more than five
years.  Mr.  Hipp also  serves as a  director  of The  Liberty  Corporation  and
Wachovia Corporation.


Harold C. Stowe (Age 53)                            Director since 1999
   _______                                          Shares:  _________
  |       |
  |_______|

Mr. Stowe has been President and Chief  Executive  Officer of Canal  Industries,
Inc., a forest products industry company in Conway, South Carolina,  since March
1997.  From 1996 to March 1997, he was  Co-President of Canal  Industries,  Inc.
From 1991 to 1996,  he was  Executive  Vice  President  of CSI  Group,  Inc.,  a
division of Canal Industries,  Inc. He is a director of Canal Industries,  Inc.,
and Ruddick Corporation.


                                       16

<PAGE>


CONTINUING DIRECTORS
CLASS III DIRECTORS - TERMS TO EXPIRE AT THE ANNUAL MEETING IN 2002____

Bill L. Amick (Age 56)                              Director since 1990
   _______                                          Shares:  _________
  |       |
  |_______|

Mr. Amick is Chairman of the Board and Chief  Executive  Officer of Amick Farms,
Inc., Amick  Processing,  Inc. and Amick Broilers,  Inc.  vertically  integrated
broiler operations in Batesburg, South Carolina. He has held these positions for
more than five years. Mr. Amick also serves as a director of Blue Cross and Blue
Shield of South Carolina.


Hugh M. Chapman (Age 67)                            Director since 1988
   _______                                          Shares:  _________
  |       |
  |_______|

Mr. Chapman retired on June 30, 1997 from NationsBank South of Atlanta, Georgia,
a division of NationsBank Corporation of Charlotte, North Carolina.  Previously,
he served as Chairman of NationsBank South for more than five years. Mr. Chapman
also serves as a director  of West  Point-Stevens,  Inc.,  PrintPack,  Inc.  and
Williams Companies, Inc.

Lawrence M. Gressette, Jr. (Age 68)                 Director since 1987
   _______                                          Shares:  _________
  |       |
  |_______|

Mr.  Gressette  has been  Chairman  Emeritus  of SCANA since his  retirement  in
February 1997. From February 1, 1990 until his  retirement,  he was Chairman and
Chief Executive Officer of SCANA and all of its subsidiaries.


D. Maybank Hagood (Age 38)                          Director since 1999
   _______                                          Shares:  _________
  |       |
  |_______|

Mr.  Hagood is  President  and Chief  Executive  Officer  of William M. Bird and
Company,  Inc., a wholesale  distributor of floor covering  materials located in
Charleston, South Carolina. He has held this position for more than five years.


                                       17

<PAGE>


SHARE OWNERSHIP OF DIRECTORS, NOMINEES AND EXECUTIVE OFFICERS
________________________________________________________________________________

     In  general,  "beneficial  ownership"  includes  those  shares a  director,
nominee or  executive  officer has the power to vote or  transfer.  On March 10,
2000, the directors and executive  officers of SCANA (___ persons)  beneficially
owned,  in the aggregate,  _______  shares of SCANA Common Stock  (approximately
____% of the shares outstanding).

     The following  table lists shares  beneficially  owned on March 10, 2000 by
each  director,  each nominee and each  executive  officer  named in the Summary
Compensation Table on page ____.

                                                            Amount and
                                                             Nature of
                                                             Beneficial
                                                           Ownership of
                                                               SCANA
Name                                                       Common Stock* (1)(2)
--------------------------------------------------------------------------------
      B. L. Amick   .....................................      ________
      J. A. Bennett......................................      ________
      W. B. Bookhart, Jr.................................      ________
      G. J. Bullwinkel, Jr...............................      ________
      W. C. Burkhardt....................................      ________
      H. M. Chapman......................................      ________
      E. T. Freeman......................................      ________
      A. H. Gibbes  .....................................      ________
      L. M. Gressette, Jr................................      ________
      D. M. Hagood.......................................      ________
      W. H Hipp..........................................      ________
      K. B. Marsh........................................      ________
      L. M. Miller.......................................      ________
      J. B. Rhodes  .....................................      ________
      J. L. Skolds.......................................      ________
      M. K. Sloan   .....................................      ________
      H. C. Stowe  ......................................      ________
      W. B. Timmerman....................................      ________
      G. S. York.........................................      ________
      C. E. Zeigler, Jr..................................      ________
________________________________________________________________________________
*Each of the directors,  nominees and named executive officers owns less than 1%
of the shares  outstanding.  (1) Includes shares owned by close  relatives,  the
beneficial ownership of which is disclaimed by the director,

(1)  Includes nominee or named executive officers,  as follows: Mr. Amick-_____;
     Mr.  Bookhart-_____;  Mr. Gibbes-_____;  Mr.  Gressette-_____;  Mr. Zeigler
     ______;  and by all  directors,  nominees and  executive  officers  ____ in
     total.

(2)  Includes  shares  purchased  through January 31, 2000, by the Trustee under
     SCANA's Stock Purchase Savings Plan.

Five Percent Owner of SCANA Common Stock_______________________________


                                       18

<PAGE>


     First Union Corporation,  Post Office Box 1329, Greenville,  South Carolina
29602,  notified SCANA that it beneficially owned _______ shares of SCANA Common
Stock on December 31, 1999. This represented  ______ % of outstanding  shares of
SCANA Common Stock on that date.

     First Union has sole power to vote _____ of such  shares,  shared  power to
vote _____ of such shares,  sole power to dispose or direct the  disposition  of
______ of such shares and shared  power to dispose or to direct the  disposition
of ____ of such shares.


EXECUTIVE COMPENSATION
________________________________________________________________________________

Summary Compensation Information

     The following table contains  information with respect to compensation paid
or accrued during the years 1999, 1998 and 1997, to the Chief Executive  Officer
of  SCANA  and to each of the  other  four  most  highly  compensated  executive
officers of SCANA during 1999.

                           Summary Compensation Table

<TABLE>
<CAPTION>

                                                 Annual Compensation                         Long-Term

                                                                                             Compensation
                                                                                             Payouts

                                                                          Other Annual        LTIP                 All Other
                                             Salary       Bonus(1)      Compensation(2)      Payouts(3)         Compensation(4)
Name and Principal Position        Year       ($)           ($)               ($)               ($)                         ($)

<S>                                <C>      <C>          <C>              <C>                 <C>                 <C>
W. B. Timmerman                    1999     490,313             0            17,212                   0             29,419
Chairman, President,               1998     455,909(5)    303,780            17,514                   0             27,138
Chief Executive Officer            1997     400,634       318,815            12,220              88,338             24,038
and Director - SCANA
Corporation

J. L. Skolds                       1999     330,665             0            16,232                   0             19,840
SCANA Group Executive -            1998     305,123       163,399            14,099                   0             18,201
Electric Group; President          1997     277,132       161,677             5,777              70,283             16,628
and Chief Operating Officer -
South Carolina Electric
and Gas Company

A. H. Gibbes                       1999     300,161             0            18,471                   0             18,010
SCANA Group Executive -            1998     283,812       124,302            20,585                   0             16,618
Gas Group; President-              1997     246,308       149,406             7,247              52,874             14,455
South Carolina
Pipeline Corporation

K. B. Marsh                        1999     241,354             0            10,337                   0             14,481
Senior Vice President,             1998     219,860        99,372             8,654                   0             13,122
Chief Financial Officer and        1997     199,845       104,276             2,945              44,491             11,991
Controller - SCANA
Corporation

G. J. Bullwinkel                   1999     239,973             0            14,172                   0             14,398
Senior Vice President,             1998     229,152        99,372            11,726                   0             13,706
Governmental Affairs and           1997     219,273        92,796             7,776              70,283             13,156
President-SCANA
Communications, Inc.
</TABLE>


                                       19

<PAGE>


(1)  Payments under SCANA's Annual Incentive Plan.

(2)  For 1999, other annual compensation consists of automobile allowance,  life
     insurance  premiums  on  policies  owned by named  executive  officers  and
     payments  to cover  taxes on  benefits  of $9,000,  $7,435 and $777 for Mr.
     Timmerman;  $9,000, $6,878 and $354 for Mr. Skolds; $9,000, $9,158 and $313
     for Mr. Gibbes;  $9,000,  $1,183 and $154 for Mr. Marsh; and $9,000, $4,993
     and $179 for Mr. Bullwinkel.

(3)  Payments under SCANA's Performance Share Plan.

(4)  All other  compensation for all named executive officers consists solely of
     SCANA's contributions to defined contribution plans.

(5)  Reflects  actual  salary  paid  in  1999.  Base  salary  of $  500,000,  as
     referenced on page ____, became effective on May 1, 1999.

Long-Term Incentive Plan Award Opportunities

     The following table lists the target awards made in 1999 payouts under that
plan at  threshold,  target  and  (for  potential  payment  in 2002)  under  the
Performance Share maximum levels for each of the executive  officers included in
Plan and estimated future the Summary Compensation Table.


<TABLE>
<CAPTION>
                            Long-Term Incentive Plans
                           Awards in Last Fiscal Year

                                                 Performance
                            Number of            or Other             Estimated Future Payouts Under
                            Shares,              Period               Non-Stock Price-Based Plans
                            Units or             Until                -----------------------------------
                            Other                Maturation           Threshold     Target       Maximum
 Name                       Rights (#)           or Payout            (#)           (#)          (#)
 ----------                 ----------           ---------            -----------------------------------

<S>                           <C>                <C>                   <C>          <C>          <C>
W. B. Timmerman               9,700              1999-2001             3,880        9,700        14,550
J. L. Skolds                  4,890              1999-2001             1,956        4,890         7,335
A. H. Gibbes                  3,780              1999-2001             1,512        3,780         5,670
K. B. Marsh                   2,640              1999-2001             1,056        2,640         3,860
G. J. Bullwinkel              2,640              1999-2001             1,056        2,640         3,860
</TABLE>


     Payouts  occur  when  SCANA's  Total  Shareholder  Return  is  in  the  top
two-thirds  of the  Performance  Share Plan peer  group,  and will vary based on
SCANA's ranking against the peer group. Executives earn threshold payouts at the
33rd  percentile of three-year  performance.  Target payouts will be made at the
50th  percentile of three-year  performance.  Maximum  payouts will be made when
performance is at or above the 75th percentile of the peer group.  Payments will
be made on a sliding  scale for  performance  between  threshold  and target and
target and maximum. No payouts will be earned if performance is at less than the
33rd  percentile.  Awards are  designated as target shares of SCANA Common Stock
and may be paid in stock or cash or a combination of stock and cash.


                                       20

<PAGE>


Defined Benefit Plans

     In  addition  to  its  Retirement   Plan  for  all  employees,   SCANA  has
Supplemental   Executive   Retirement   Plans  ("SERPs")  for  certain  eligible
employees,  including  officers.  A SERP is an unfunded plan,  that provides for
benefit payments in addition to those payable under a qualified retirement plan.
It maintains  uniform  application  of the Retirement  Plan benefit  formula and
would provide, among other benefits,  payment of Retirement Plan formula pension
benefits,  if any,  which exceed those payable  under the Internal  Revenue Code
maximum benefit limitations.

     The following  table  illustrates  the estimated  maximum  annual  benefits
payable upon retirement at normal retirement date under SCANA's  Retirement Plan
and the SERPs.



                               Pension Plan Table

    Final
 Average Pay                              Service Years
-------------     --------------------------------------------------------------
                      15           20            25            30           35

  $150,000          41,578       55,437        69,296        83,156       85,765
   200,000          56,578       75,437        94,296       113,156      117,015
   250,000          71,578       95,437       119,296       143,156      148,265
   300,000          86,578      115,437       144,296       173,156      179,515
   350,000         101,578      135,437       169,296       203,156      210,765
   400,000         116,578      155,437       194,296       233,156      242,015
   450,000         131,578      175,437       219,296       263,156      273,265
   500,000         146,578      195,437       244,296       293,156      304,515
   550,000         161,578      215,437       269,296       323,156      335,765
   600,000         176,578      235,437       294,296       353,156      367,015
   650,000         191,578      255,437       319,296       383,156      398,265
   700,000         206,578      275,437       344,296       413,156      429,515
   750,000         221,578      295,437       369,296       443,156      460,765
   800,000         236,578      315,437       394,296       473,156      492,015
   850,000         251,578      335,437       419,296       503,156      523,265
   900,000         266,578      355,437       444,296       533,156      554,515
   950,000         281,578      375,437       469,296       563,156      585,765
 1,000,000         296,578      395,437       494,296       593,156      617,015


      For all the executive officers included in the Summary Compensation Table,
the 1999  compensation  shown in the  column  labeled  "Salary"  of the  Summary
Compensation Table is covered by the Retirement Plan or SERP. As of December 31,
1999,  Mr.  Timmerman  had credited  service under the  Retirement  Plan (or its
equivalent under the SERP) of 21 years; Mr. Skolds of 13 years; Mr. Gibbes of 18
years;  Mr.  Marsh of 15 years;  and Mr.  Bullwinkel  of 28 years.  Benefits are
computed  based on a  straight-life  annuity  with an  unreduced  60%  surviving
spousal  benefit.  The amounts in the above  table  assume  continuation  of the
primary  Social  Security  benefits  in effect at January  1, 2000,  and are not
subject to any deduction for Social Security or other offset amounts.


                                       21

<PAGE>


     SCANA has a Key Employee Retention Plan covering officers and certain other
executive employees that provides supplemental  retirement or death benefits for
participants. Under the plan, each participant may elect to receive either (i) a
monthly  retirement  benefit  for 180 months  upon  retirement  (at or after the
earlier of the  attainment  of age 65 or  completion of 35 years of service with
the Company) equal to 25% of the average monthly salary of the participant  over
his final 36 months of employment prior to such retirement,  or (ii) an optional
death benefit payable monthly to a participant's  designated beneficiary for 180
months,  in an  amount  equal  to 35%  of  the  average  monthly  salary  of the
participant over his final 36 months of employment prior to such retirement.

     In the event of the  participant's  death prior to such  retirement,  SCANA
will pay to the participant's  designated  beneficiary for 180 months, a monthly
benefit  equal to 50% of the  participant's  base  monthly  salary  in effect at
death.

     All the  executive  officers  named in the Summary  Compensation  Table are
participating in the plan. The estimated annual  retirement  benefits payable at
age 65 under  the Key  Employee  Retention  Plan,  based on  projected  eligible
compensation  (assuming  increases of 4% per year),  to the  executive  officers
named in the Summary Compensation Table are as follows: Mr.  Timmerman-$185,129;
Mr.   Skolds-$147,276;   Mr.  Gibbes-$112,931;   Mr.  Marsh-$131,754;   and  Mr.
Bullwinkel-$97,715.


                                       22

<PAGE>


Termination, Severance and Change in Control Arrangements

     SCANA maintains an Executive  Benefit Plan Trust.  The purpose of the Trust
is to help retain and attract  quality  leadership in key SCANA positions in the
current transitional environment of the utilities industry. The Trust is used to
receive SCANA contributions  which may be used to pay the deferred  compensation
benefits of certain  directors,  executives  and other key employees of SCANA in
the event of a Change in Control (as defined in the  Trust).  All the  executive
officers included in the Summary  Compensation  Table participate in some of the
plans listed below which are covered by the Trust  including,  in all cases, the
Plans listed at (7) and (8).

     (1)  Voluntary Deferral Plan
     (2)  Supplementary Voluntary Deferral Plan
     (3)  Key Employee Retention Plan
     (4)  Supplemental Executive Retirement Plan
     (5)  Performance Share Plan
     (6)  Annual Incentive Plan
     (7)  Key Executive Severance Benefits Plan
     (8)  Supplementary Key Executive Severance Benefits Plan

     The Trust and the plans  provide  flexibility  to SCANA in  responding to a
Potential Change in Control (as defined in the Trust) depending upon whether the
Change in  Control  would be  viewed  as being  "hostile"  or  "friendly".  This
flexibility  includes the ability to deposit and withdraw SCANA contributions up
to the  point  of a  Change  in  Control,  and to  affect  the  number  of  plan
participants who may be eligible for benefit distributions upon, or following, a
Change in Control.

     The Key  Executive  Severance  Benefits  Plan  is  operative  as a  "single
trigger"  plan,  meaning  that  upon the  occurrence  of a  "hostile"  Change in
Control,   benefits  provided  under  Plans  (1)  through  (6)  above  would  be
distributed  in a  lump  sum.  In  contrast,  the  Supplementary  Key  Executive
Severance  Benefits  Plan is  operative  for a period of 24 months  following  a
Change in Control which prior to its  occurrence is viewed as being  "friendly."
In this circumstance,  the Key Executive Severance Benefits Plan is inoperative.
The  Supplementary Key Executive  Severance  Benefits Plan is a "double trigger"
plan that would pay benefits in lieu of those otherwise provided under plans (1)
through (6) in either of two  circumstances:  (a) the participant's  involuntary
termination  of  employment  without  "Just  Cause",  or (b)  the  participant's
voluntary  termination  of  employment  for "Good  Reason"  (as these  terms are
defined in the Supplementary Key Executive Severance Benefits Plan).

     Benefit  distributions  relative to a Change in Control, as to which either
the Key Executive  Severance  Benefits Plan or the  Supplementary  Key Executive
Severance  Benefits Plan is operative,  will be grossed up to include  estimated
federal,  state and local income taxes and any  applicable  excise taxes owed by
plan participants on those benefits.

     The benefit  distributions  under the Key Executive Severance Benefits Plan
would include the following:

o    An amount  equal to three times the sum of: (1) the  officer's  annual base
     salary in effect as of the Change in Control  and (2) the larger of (i) the
     officer's  target  award in effect as of the  Change in  Control  under the
     Annual  Incentive  Plan or (ii) the  officer's  average  of  actual  annual
     incentive  bonuses  received  during the prior three years under the Annual
     Incentive Plan.

o    An amount  equal to the  projected  cost for  coverage for three full years
     following the Change in Control as though the officer had continued to be a
     SCANA  employee  with  respect to medical  coverage,  long-term  disability
     coverage and either Life Plus


                                       23

<PAGE>

(a special life insurance  program  combining  whole life and term coverages) or
group term life coverage in accordance with the officer's election, in each case
so as to provide  substantially  the same level of coverage  and benefits as the
officer enjoyed as of the date of the Change in Control.

o    A benefit  distribution  under the Voluntary Deferral Plan calculated as of
     the date of the Change in Control  including  implied interest through such
     date,  and a  benefit  under  the  Supplementary  Voluntary  Deferral  Plan
     calculated to include any implied  dividends accrued under the plan through
     the date of the Change in Control.

o    A benefit  distribution under the Key Employee Retention Plan calculated as
     of the date of the Change in Control to include projected increases to each
     participant's  base salary applying cost of living  increases as though the
     participant  had  reached the  earlier of age 65 or  completed  35 years of
     service.

o    A benefit  distribution  under the Supplemental  Executive  Retirement Plan
     calculated  as an  actuarial  equivalent  through the date of the Change in
     Control with three  additional  years of compensation at the  participant's
     rate then in  effect as though  the  participant  had  attained  age 65 and
     completed 35 years of benefit  service and without any early  retirement or
     other  actuarial  reductions,  which  benefit  would then be reduced by the
     actuarial  equivalent of the  participant's  qualified  plan benefit amount
     under the Retirement Plan.

o    A benefit  distribution  under the Performance  Share Plan equal to 100% of
     the targeted awards for all performance periods which are not yet completed
     as of the date of the Change in Control.

     Benefits under the Supplementary Key Employee Severance Benefits Plan would
be the same except that the benefits  under the Voluntary  Deferral Plan and the
Supplementary  Voluntary  Deferral  Plan would be increased by implied  interest
from the date of the Change in Control until the end of the month  preceding the
month in which the benefit is distributed.


                                       24

<PAGE>


REPORT ON EXECUTIVE COMPENSATION
________________________________________________________________________________

     SCANA's  executive  compensation  program is  designed  to support  SCANA's
overall objective of creating shareholder value by:

o    Hiring and retaining the executive  talent needed to manage SCANA today and
     to position it for the future;

o    Having a  pay-for-performance  philosophy  linking rewards to corporate and
     business unit results;

o    Placing a substantial  portion of pay for senior  executives  "at-risk" and
     aligning the interests of the  executives  with the long-term  interests of
     the shareholders through equity-based compensation, and

o    Balancing  the  elements  of the  compensation  program to reflect  SCANA's
     financial, customer-oriented and strategic goals.

     We believe the program plays a vital role in keeping our executives focused
on SCANA's goal of enhancing shareholder value.

     A  description  of the  program  and how it works and a  discussion  of Mr.
Timmerman's 1999 compensation follows.

Elements of the Program

Executive  compensation  consists primarily of three key elements:  base salary,
short-term   incentive   compensation  (Annual  Incentive  Plan)  and  long-term
incentive compensation (Performance Share Plan).

     Compensation levels for these components are established  annually based on
a  comparison  to a market  which  consists of  utilities  of various  sizes and
smaller  telecommunications  companies.  Results are adjusted through regression
analysis to account for  differences in company size.  Approximately  78% of the
market companies are included in the Performance  Share Plan Peer Group shown in
the  Performance  Graph on page ___.  We do not  include  all of the peer  group
companies  in the  market  because  we  believe  that  SCANA's  competition  for
executives does not include all of those companies and includes other companies.

     For 1999,  compensation  levels for all elements of executive  compensation
were somewhat below the  size-adjusted  market median. At the end of 1996, SCANA
adopted the philosophy of gradually  moving targeted  competitive  levels to the
market  median.  We  believe  that the  increasingly  competitive  nature of the
utility industry  necessitates this philosophy if we are to attract and retain a
highly competent executive team.

     The  following  paragraphs  describe in more detail each element of SCANA's
compensation program for executive officers.  All components of the compensation
package, including severance plans, insurance and other benefits, are considered
in determining the level of each element of compensation.

Base Salaries

Executive  salaries  are reviewed  annually by the  Management  Development  and
Corporate  Performance  Committee.  Adjustments  may be  made  on the  basis  of
subjective   assessment   of   individual   performance,   relative   levels  of
responsibility, prior experience, breadth of knowledge and changes in market pay
practices.

Annual Incentive Plans

     SCANA has Annual  Incentive  Plans for its  officers  and  officers  of its
subsidiaries. The plans


                                       25

<PAGE>


promote SCANA's pay-for-performance  philosophy, as well as its goal of having a
meaningful  amount of executive pay  "at-risk."  Through these plans,  financial
incentives are provided in the form of annual cash bonuses.

     Executives  eligible  for these plans are  assigned  threshold,  target and
maximum bonus levels as a percentage of salary.  Bonuses earned are based on the
level of  performance  achieved.  Award payouts may increase to a maximum of 1.5
times target if  performance  exceeds the goals  established.  Award payouts may
decrease,  generally  to a minimum  of  one-half  the  target-level  awards,  if
performance  is below  targeted  goals but  results  are  achieved at minimum or
threshold levels. Awards earned based on the achievement of preestablished goals
may  nonetheless  be  decreased.   The  Management   Development  and  Corporate
Performance  Committee  may in its  discretion  determine  that  actual  results
warrant payouts at differing levels.

The  various  Annual  Incentive  Plans  in  which  officers  of  SCANA  and  its
subsidiaries  participate place their major emphasis on achieving  profitability
targets,  with the  remaining  emphasis  focused  upon meeting  annual  business
objectives relating to such matters as efficiency,  quality of service, customer
satisfaction and progress toward SCANA's strategic objectives.  These plans also
allow for an  adjustment  of an award  based  upon a  subjective  evaluation  of
individual performance. Each award may be increased or decreased by no more than
20% based on this individual performance evaluation, but in no case may an award
exceed the maximum payout of 1.5 times target.

For 1999, the specific measures in each plan for the executive officers included
in the Summary Compensation Table on page ____ are described below.

o    1999 awards for officers of SCANA were based on two performance categories:
     75% of the total 1999 target  award was based on SCANA  earnings  per share
     (EPS)  goals,  a  numerically  measurable  target.  An  additional  25% was
     determined by the achievement of individual goals  established in 1999. For
     1999,  although  EPS  were  below  the  goals  established,  the  Committee
     considered  the  Company's  significant  success in  achieving  its overall
     business objectives,  and exercised its discretion to increase awards based
     on EPS results to target levels. Awards based on individual objectives were
     earned at _____ of target. After the adjustment for individual performance,
     payouts ranged from ___% to ___% of the target award.

o    1999 awards for officers of South Carolina  Electric & Gas Company  (SCE&G)
     were based on two  performance  categories:  SCANA EPS and  achievement  of
     annual  business  objectives  (activities  that  focus on  improvements  in
     various areas including existing operating  procedures,  quality of service
     and product and human resources matters).  The weightings of the individual
     components for l999 were EPS 75% and annual  business  objectives  25%. For
     1999, after the adjustment for individual performance,  payouts ranged from
     ___% to ___% of the target award.

o    1999 awards for officers of South Carolina Pipeline  Corporation were based
     75% on SCANA EPS and 25% on achievement of annual business objectives.  For
     1999, after the adjustment for individual performance,  payouts ranged from
     ___% to ___% of the target award.

Long-Term Performance Share Plan

SCANA's Performance Share Plan pays bonuses to executives based on SCANA's


                                       26


<PAGE>


Total  Shareholder  Return ("TSR")  relative to a group of peer companies over a
three-year period.  The peer group includes 80 electric and gas utilities,  none
of which have annual revenues of less than $100 million.

     TSR is stock price increase over the three-year period, plus cash dividends
paid  during the  period,  divided  by stock  price as of the  beginning  of the
period.  Comparing  SCANA's TSR to the TSR of a large  group of other  utilities
reflects  SCANA's  recognition that investors could have invested their funds in
other utility  companies and measures how well SCANA did when compared to others
operating in similar interest, tax, economic and regulatory environments.

     Executives  selected  to  participate  in the  Performance  Share  Plan are
assigned  target  awards  at the  beginning  of  each  three-year  period  based
primarily on salary level, level of responsibilities and competitive  practices.
Awards under this plan represent a significant portion of executives'  "at-risk"
compensation. To provide additional incentive for executives, and to ensure that
executives are only rewarded when  shareholders  gain, actual payouts may exceed
the median of the market only when  performance is above the 50th  percentile of
the peer group.  For lesser  performance,  awards will be at or below the market
median.

     Payouts  occur when SCANA's TSR is in the top  two-thirds of the peer group
and vary  based on SCANA's  ranking  against  the peer  group.  Executives  earn
threshold  payouts  of 0.4 times  target at the 33rd  percentile  of  three-year
performance.  Target  payouts will be made at the 50th  percentile of three-year
performance.  Maximum  payouts will be made at 1.5 times target when SCANA's TSR
is at or above the 75th  percentile of the peer group. No payouts will be earned
if performance is at less than the 33rd percentile.  Awards may be paid in stock
or cash or a combination of stock and cash.

For the  three-year  period from 1997 through 1999,  SCANA's TSR was at the 46th
percentile  of the peer group.  This  resulted  in payouts  being made at 85% of
target for the period.

During 1999, the Committee  determined that the long-term  incentive  portion of
SCANA's  executive  compensation  structure  was farthest  below market and that
improvements  were needed to make the program more  competitive.  The  Committee
believes that alternative types of long-term  incentives will assist the Company
in  accomplishing  this  goal and at the  same  time  will  more  closely  align
executive's interest with those of SCANA shareholders. Accordingly, shareholders
are being asked to approve a new long-term plan document,  the features of which
are outlined in more detail  elsewhere in this proxy  statement  (Item 4 on page
____ ). The  Committee  has not yet  concluded  what types of  programs  it will
implement, but anticipates doing so within the next several months.

Policy with Respect to the $1 Million Deduction Limit

Section  162(m)  of  the  Internal  Revenue  Code  establishes  a  limit  on the
deductibility of annual compensation for certain executive officers that exceeds
$1,000,000.  It is the general  intention of SCANA to meet the  requirements for
deductibility  under Section 162(m);  however,  SCANA reserves the right,  where
merited  by  changing   business   conditions  or  an   executive's   individual
performance,   to  authorize  compensation  payments  which  may  not  be  fully
deductible by SCANA.


                                       27

<PAGE>


Compensation of Chief Executive Officer for 1999

For 1999, Mr. Timmerman's compensation consisted of the following:

o    Base salary of  $500,000  derived by  reference  to  executive  pay for the
     market group described. This amount approximates the median base salary for
     the market.  Mr.  Timmerman's  salary  increase of $28,000 from $472,000 to
     $500,000 was based on his  responsibilities as Chairman and Chief Executive
     Officer,   external  pay  practices  and  the  Management  Development  and
     Corporate  Performance  Committee's  subjective  assessment  of his overall
     performance  during the  preceding  year.  Because this  determination  was
     subjective,  no one  factor  was  assigned a  particular  weighting  by the
     Committee.

o    For the year 1999, Mr.  Timmerman's  Annual Incentive Plan target award was
     50% of the salary level for his position.  Mr.  Timmerman's  1999 award was
     based on three factors: SCANA EPS, achievement of strategic plan objectives
     and  the  Management  Development  and  Corporate  Performance  Committee's
     subjective assessment of his individual  performance.  Performance in these
     factors resulted in Mr. Timmerman receiving a payout of ___% of target.

o    In 1999, Mr. Timmerman's Performance Share Plan target award for the period
     1999 through 2001 was set at 60% of the salary level for his position. This
     resulted in a target award of 9,700 performance  shares.  The amount of the
     target award was determined by the Long-Term  Compensation  Committee based
     on Mr.  Timmerman's  salary  and level of  responsibility  and  competitive
     practices.  As discussed above,  SCANA's results relative to the peer group
     for the 1997-1999 performance period were at the 46th percentile, resulting
     in a payout of 85% of target.


               The Management Development                  Performance Share
               and Corporate Performance                   Plan Committee
               Committee

               H.M. Chapman*                               H.M. Chapman*
               B. L. Amick                                 J. A. Bennett
               W. B. Bookhart, Jr.                         W. B. Bookhart Jr.
               J. B. Rhodes                                D. M. Hagood
               M.K. Sloan                                  L. M. Miller
               H.C. Stowe                                  M. K. Sloan
               W. B. Timmerman**                           H. C. Stowe

*    Chairman of the Committee

**   As noted on page _, Mr. Timmerman is a non-voting  member of the Management
     Development and Corporate Performance Committee.  He did not participate in
     any of its decisions concerning executive compensation.


                                       28

<PAGE>


     SCANA makes  filings  with the  Securities  and Exchange  Commission  which
sometimes "incorporate  information by reference." This means SCANA is referring
to information  that has previously  been filed with the Securities and Exchange
Commission, and that this information should be considered as part of the filing
you are reading.

     The  Performance  Graph and Report on Executive  Compensation in this Proxy
Statement are  specifically not incorporated by reference into any other filings
with the Securities and Exchange Commission.


                                       29

<PAGE>


--------------------------------------------------------------------------------
PERFORMANCE GRAPH
________________________________________________________________________________

The line graph on the following page compares the cumulative  Total  Shareholder
Return of SCANA assuming  reinvestment of dividends with that of the Performance
Share Plan peer group,  the S&P  Utilities  and the S&P 500.  The peer group was
chosen for comparison since SCANA'S total shareholder return is measured against
this group to determine  awards that are paid under the Performance  Share Plan.
This group consists of 80 utilities.  The peer group was adjusted from last year
to reflect name changes and changes resulting from mergers and acquisitions. The
PSP Peer Group  index was  prepared by Hewitt  Associates,  a  compensation  and
benefits consulting company. The index consists of the following companies:

Allegheny Energy, Inc.                  Green Mountain Power Corp.
Alliant Corporation                     Hawaiian Electric Industries, Inc.
Ameren Corp.                            IDACORP, Inc.
American Electric Power Co., Inc.       Illinova Corp.
Avista Corporation                      IPALCO Enterprises, Inc.
Bangor Hydro-Electric Co.               Kansas City Power & Light Co.
Black Hills Corp.                       LG&E Energy, Inc.
Carolina Power & Light Co.              Madison Gas & Electric Company
Central Hudson Gas & Electric Corp.     Minnesota Power & Light Company
Central & South West Corporation        Montana Power Co.
Central Vermont Public Service Corp.    New Century Energies, Inc.
CINergy Corp.                           New England Electric System
Citizens Utilities                      Niagara Mohawk Holdings, Inc.
CLECO                                   Nisource, Inc.
CMP Group, Inc.                         Northeast Utilities
CMS Energy Corp.                        Northern States Power Co.
Conectiv, Inc.                          Northwestern Corporation
Consolidated Edison, Inc.               NSTAR
Constellation Energy Corp.              OGE Energy Corp.
Dominion Resources, Inc.                Otter Tail Power Co.
DPL, Inc.                               Pacificorp
DQE, Inc.                               PECO Energy Corp.
DTE Energy Co.                          PG&E Corp.
Duke Energy Corp.                       Pinnacle West Capital Corp.
Eastern Utilities Associates            Potomac Electric Power Co.
Edison International                    PP&L Resources, Inc.
El Paso Electric Co.                    Public Service Co. of New Mexico
Empire District Electric Co.            Public Service Enterprise Group, Inc.
Energy East Corporation                 Puget Sound Energy, Inc.
Entergy Corp.                           Reliant Energy Inc.
First Energy Corp.                      RGS Energy Group, Inc.
Florida Progress Corporation            SIGCORP, Inc.
FPL Group, Inc.                         Sierra Pacific Resources
GPU, Inc.                               Southern Company


                                       30

<PAGE>


TECO Energy, Inc.                       UNITIL Corp.
Texas Utilities Co.                     Utilicorp United, Inc.
TNP Enterprises, Inc.                   Western Resources, Inc.
Unicom Corp.                            Wisconsin Energy Corp.
UniSource Energy Corp.                  WPS Resources Corp.
United Illuminating Co.



                                SCANA Corporation
                Comparison of Five Year Cumulative Total Return*
       SCANA Corporation, Performance Share Plan Peer Group, S&P Utilities
                                   and S&P 500



                               [GRAPHIC OMITTED]



--------------------------------------------------------------------------------
   SCANA Corp.       $ 100.00  $ 144.38  $ 142.37  $ 168.75  $ 190.81  $ 168.07
   Peer Group        $ 100.00  $ 131.30  $ 131.73  $ 166.11  $ 191.65  $ 157.48
   S&P Utilities     $ 100.00  $ 141.38  $ 146.22  $ 182.07  $ 208.63  $ 190.24
   S&P 500           $ 100.00  $ 137.45  $ 168.93  $ 225.21  $ 289.43  $ 350.26


Assumes $100  invested on January 1, 1995,  in SCANA  Corporation  Common Stock,
Performance  Share  Plan  Peer  Group and S&P  Indexes.  *Total  return  assumes
reinvestment of dividends.


                                       31

<PAGE>


ITEM 4  - APPROVAL OF SCANA LONG-TERM EQUITY COMPENSATION PLAN
________________________________________________________________________________

     The success of SCANA depends,  in large measure,  on its ability to recruit
and retain officers,  key employees and directors with  outstanding  ability and
experience.  The  Board  of  Directors  also  believes  there is a need to align
shareholder and employee  interests by encouraging  employee stock ownership and
to motivate employees with compensation  conditioned upon achievement of SCANA's
financial goals.

     In order to  accomplish  these  objectives,  the  Board  of  Directors  has
adopted,  subject  to  approval  by  the  shareholders,  the  SCANA  Corporation
Long-Term Equity Compensation Plan (the "Plan").

     The affirmative vote of a majority of the shares of Common Stock present in
person or by proxy and  entitled to vote at the Annual  Meeting is required  for
adoption of the Plan.

The Board of Directors  recommends  that  shareholders  vote FOR approval of the
Plan.

Summary Description of the Plan

The  following  summary of the terms of the Plan is qualified in its entirety by
reference to the text of the Plan, which is attached as Appendix A to this Proxy
Statement.  If adopted by the  shareholders,  the Plan will be  effective  as of
January 1, 2000.

Administration.  The Plan will be  administered  by a Committee  of the Board of
Directors (the  "Committee")  except that, with respect to awards to nonemployee
directors, the full Board will administer the Plan.

Eligibility.  Employees of SCANA and its  subsidiaries  (the  "Company") who are
anticipated  to  be  significant  contributors  to  the  Company's  success  and
nonemployee  directors of SCANA (the  "Company")  are eligible to participate in
the Plan.

     It is currently  anticipated  that  approximately 62 employees of SCANA and
its subsidiaries and 14 nonemployee directors will be eligible to participate in
the Plan;  however,  because the Plan provides for broad discretion in selecting
participants  and in  making  awards,  the  total  number  of  persons  who will
participate  and the  respective  benefits  to be  accorded  to them  cannot  be
determined at this time.

Stock Available for Issuance Through the Plan. The Plan provides for a number of
forms of stock-based  compensation,  as further described below. Up to 5,000,000
shares of  Common  Stock  will be  authorized  for  issuance  through  the Plan;
however,  no more than 1,000,000 shares may be issued as restricted stock. These
numbers are subject to adjustment as described in "Adjustments  and Amendments,"
below.  Provisions  in the Plan  permit the reuse or  reissuance  by the Plan of
shares of Common Stock underlying canceled,  terminated,  expired,  forfeited or
lapsed  awards.  On  February , 2000,  the  closing  price for a share of Common
Stock,  as  reported  on  the  New  York  Stock  Exchange  composite  tape,  was
___________.

     Under Section 162(m) of the Internal Revenue Code,  compensation  paid to a
"Covered  Employee"  in  excess  of  $1,000,000  for  any  taxable  year  is not
deductible  unless an exemption  from such rules  exists.  Compensation  paid by
SCANA in excess of $1,000,000 for any taxable year to "Covered  Employees"  will
generally be deductible by SCANA for federal  income tax purposes if it is based
on the  performance  of the Company  ("Performance  Based  Exception"),  is paid
pursuant to a plan approved by  shareholders  of SCANA,  and meets certain other
requirements. Generally, "Covered Employee" under Section 162(m) means the chief
executive officer and the four other highest paid executive officers of SCANA as
of the last day of the taxable year.

     It is presently anticipated that the Committee will at all times consist of
"outside  directors"  as


                                       32

<PAGE>


required for purposes of Section  162(m),  and that the Committee  will take the
effect of Section 162(m) into  consideration in structuring Plan awards.  In the
case of any award  which is granted  subject to the  condition  that a specified
performance measure be achieved, no payment under such award shall be made prior
to the time that the Committee certifies in writing that the performance measure
has been satisfied. For this purpose,  approved minutes of the Committee meeting
at which the  certification is made will be treated as a written  certification.
No such  certification  is  required,  however,  in the case of an award that is
based  solely on an  increase  in the value of a share of Common  Stock from the
date such award was made. The following rules shall apply to grants of under the
Plan:

     (a) Stock Options:  The maximum  aggregate number of shares of Common Stock
that may be granted in the form of stock options,  pursuant to any award granted
in any one  fiscal  year to any one  single  Plan  participant  shall be 300,000
shares of Common Stock.

     (b) SARs: The maximum  aggregate  number of shares of Common Stock that may
be  granted  in the form of stock  appreciation  rights,  pursuant  to any award
granted  in any one  fiscal  year to any one single  Plan  participant  shall be
300,000 shares of Common Stock.

     (c) Restricted Stock: The maximum aggregate grant with respect to awards of
restricted  stock  granted  in any one fiscal  year to any one Plan  participant
shall be 150,000 shares of Common Stock.

     (d) Performance  Shares: The maximum aggregate payout (determined as of the
end of the applicable  performance period) with respect to awards of performance
shares granted in any one fiscal year to any one Plan participant shall be equal
to the value of 200,000 shares of Common Stock

     (e) Performance  Units: The maximum aggregate payout  (determined as of the
end of the applicable  performance period) with respect to awards of performance
units granted in any one fiscal year to any one Plan participant  shall be equal
to the value of $1,000,000.

Description  of Awards  Under  the Plan.  The  Committee  may award to  eligible
employees  incentive and nonqualified stock options,  stock appreciation  rights
(either alone or in tandem with a related option), restricted stock, performance
units and performance  shares. As described under "Performance  Measures" below,
certain of these  awards may be granted  subject  to  satisfaction  of  specific
performance goals. The forms of awards are described in greater detail below.

Stock  Options.  The Committee  will have  discretion to award  incentive  stock
options ("ISOs"),  which are intended to comply with Section 422 of the Internal
Revenue Code, or nonqualified stock options ("NQSOs"), which are not intended to
comply with Section 422 of the Internal  Revenue Code.  The exercise price of an
option may not be less than the fair market  value of the  underlying  shares of
Common Stock on the date of grant.  Subject to the  specific  terms of the Plan,
the Committee will have discretion to set such additional  limitations on option
grants as it deems  appropriate  and such terms will be  included in the related
option award agreement.

     Options granted to participants under the Plan will expire at such times as
the Committee determines at the time of the grant;  provided,  however,  that no
option  will be  exercisable  later than ten years from the date of grant.  Each
option award agreement will set forth the extent to which the  participant  will
have the right to exercise the option following termination of the participant's
employment or directorship with the Company. The termination  provisions will be
determined in the sole  discretion of the  Committee,  need not be uniform among
all  participants,  and  may  reflect  distinctions  based  on the  reasons  for
termination of employment.

     Upon the exercise of an option granted


                                       33

<PAGE>


under the Plan,  the option  price is payable in full to SCANA,  either:  (a) in
cash or its equivalent, or (b) if permitted in the award agreement, by tendering
shares of Common Stock having a fair market value at the time of exercise  equal
to the total option price  (provided such shares have been held for at least six
months prior to their  tender),  or (c) if permitted in the award  agreement,  a
combination  of (a) and (b). In addition,  if permitted  by the  Committee,  the
option price may be payable  through a cashless  exercise as permitted under the
Federal Reserve Board's Regulation T.

Stock  Appreciation  Rights (SARs).  The Committee may grant SARs in tandem with
stock  options,  freestanding  and unrelated to options,  or any  combination of
these forms. In any case, the form of payment of an SAR will be set forth in the
related  award  agreement,  and may be in  shares  of  Common  Stock,  cash or a
combination  of the two. If granted  other than in tandem,  the  Committee  will
determine  the  number of shares of Common  Stock  covered  by and the  exercise
period for the SAR. Upon exercise of a freestanding  SAR, the  participant  will
receive an amount  equal to the excess of the fair market  value of one share of
Common Stock on the date of exercise  over the fair market value of one share of
Common  Stock on the grant  date,  multiplied  by the  number of shares of stock
exercised  under  the SAR.  In the  case of a  tandem  SAR,  the  Committee  may
determine the exercise period of the SAR except that the exercise period may not
exceed that of the related  option.  The participant may exercise the tandem SAR
when the option is exercisable,  surrender the option and receive on exercise an
amount equal to the excess of the fair market value of one share of Common Stock
on the date of exercise over the option purchase price, multiplied by the number
of shares of stock covered by the surrendered option.

Restricted  Stock.  The Committee will also be authorized to award up to (but no
more than) 1,000,000 shares of restricted  Common Stock under the Plan upon such
terms and  conditions as it shall  establish.  The related award  agreement will
specify the period(s) of restriction,  the number of shares of restricted Common
Stock granted,  such other provisions as the Committee shall determine including
or requiring that  participants pay a stipulated  purchase price for each share,
restrictions   based  upon  the  achievement  of  specific   performance  goals,
time-based  restrictions or vesting  following the attainment of the performance
goals and/or  restrictions  under  applicable  federal or state securities laws.
Although  recipients  may have the right to vote these  shares  from the date of
grant,  they will not have the right to sell or  otherwise  transfer  the shares
during the applicable period of restriction or until earlier satisfaction of any
other conditions  imposed by the Committee in its sole discretion.  Participants
may be credited or paid  dividends  on their shares of  restricted  stock or the
Committee,  in its  discretion,  may apply any  restrictions  to the  payment of
dividends that the Committee deems appropriate.

     Each  award  agreement  for  restricted  stock will set forth the extent to
which the participant will have the right to retain  nonvested  restricted stock
following  termination of the participant's  employment or directorship with the
Company.  These  provisions  will be  determined  in the sole  discretion of the
Committee,  need not be uniform  among all  shares of  restricted  stock  issued
pursuant  to the  Plan  and  may  reflect  distinctions  based  on  reasons  for
termination of employment.  Except in the case of terminations  connected with a
change in control and terminations by reason of death or disability, the vesting
of restricted  stock which qualifies for the  Performance-Based  Exception under
Section  162(m) and which are held by "Covered  Employees"  under Section 162(m)
shall  occur  at the  time it  otherwise  would  have,  but  for the  employment
termination.

Performance  Units  and  Performance   Shares.  The  Committee  will  also  have
discretion to award performance units and performance shares under the Plan upon
such terms and conditions as it shall establish. Each performance unit will have
an initial value as determined by the Committee


                                       34

<PAGE>


at the time of grant,  while each  performance  share will have an initial value
equal  to the fair  market  value of one  share of  Common  Stock on the date of
grant.  The  payout  on the  number  and  value  of the  performance  units  and
performance  shares  will be a  function  of the  extent to which  corresponding
performance goals have been achieved.

Performance  Measures.  The Committee may grant awards under the Plan subject to
the  attainment  of certain  specified  performance  measures.  The  performance
measures  with respect to Covered  Employees  which may be measured at the SCANA
level,  at a subsidiary  level or at an operating unit level will be chosen from
among earnings per share, return measures (including, but not limited to, return
on assets,  equity or sales),  cash flow return on investments  which equals net
cash flow  divided  by owners  equity,  earnings  before or after  taxes,  gross
revenues and share price  (including,  but not limited to,  growth  measures and
total shareholder return). The Committee shall have the discretion to adjust the
determinations  of the degree of  attainment of the  preestablished  performance
goals;  provided,  however,  that awards  which are  designed to qualify for the
Performance-Based  Exception,  and which are held by a Covered Employee, may not
be adjusted  upward (the  Committee  shall retain the  discretion to adjust such
awards downward).

Change of  Control.  Upon the  occurrence  of a Change in  Control,  any and all
options and SARs granted under the Plan will become immediately exercisable, and
will remain  exercisable  throughout  their  entire  term;  and any  restriction
periods   and   restrictions   imposed  on   restricted   stock  which  are  not
performance-based  shall  lapse.  The  treatment  of any other  awards which are
performance  based  shall  be  addressed  in  the  participant's  related  award
agreement.

Adjustment and Amendments.  The Plan provides for appropriate adjustments in the
number of shares of Common  Stock  subject  to awards and  available  for future
awards  in the  event of  changes  in  outstanding  Common  Stock by reason of a
merger, stock split or certain other events.

Subject to the terms of the Plan, the Committee may at any time and from time to
time,  alter,  amend,  suspend or terminate the Plan in whole or in part for any
purpose which the Committee deems appropriate;  provided,  however, no amendment
shall without shareholder approval (i) increase total number of shares of Common
Stock that may be issued under the Plan or the maximum awards  thereunder as set
forth  in  Section  4.1 of the  Plan  or  (ii)  modify  the  requirements  as to
eligibility  for benefits under the Plan and further  subject to Section 14.3 of
the Plan,  no such  amendment  shall  adversely  affect any  outstanding  awards
without the affected holder's consent.

Nontransferability.  Except as  provided  in the Plan or, in the case of certain
types of awards,  in the related award agreement,  no award granted pursuant to,
and no right to payment under, the Plan shall be assignable or transferable by a
plan participant,  and any option or similar right shall be exercisable during a
participant's lifetime only by the participant.

Duration  of the Plan.  The Plan will  remain in effect  until all  options  and
rights  granted  thereunder  have been  satisfied or terminated  pursuant to the
terms of the Plan,  and all  performance  periods for  performance-based  awards
granted  thereunder  have been  completed.  However,  in no event will awards be
granted under the Plan on or after December 31, 2009.

Federal Income Tax Consequences

     In connection with the Plan generally, and subject to Section 162(m), SCANA
will receive an income tax  deduction at the same time and in the same amount as
any amount that is taxable to a participant as ordinary income.  To the extent a
participant  realizes capital gains, SCANA will not be entitled to any deduction
for federal income


                                       35

<PAGE>


tax purposes.

Options.  With respect to options which qualify as ISOs, a Plan participant will
not  recognize  income for federal  income tax  purposes at the time options are
granted or exercised. If the participant disposes of shares acquired by exercise
of an ISO either  before the  expiration  of two years from the date the options
are granted or within one year after the issuance of shares upon exercise of the
ISO (the  "holding  periods"),  the  participant  will  recognize in the year of
disposition:  (a) ordinary  income,  to the extent that lesser of either (i) the
fair  market  value of the  shares on the date of option  exercise,  or (ii) the
amount  realized on  disposition,  exceeds the option  price,  and SCANA will be
entitled to a corresponding  deduction;  and (b) capital gain, to the extent the
amount  realized on  disposition  exceeds the fair market value of the shares on
the date of option  exercise.  If the shares are sold  after  expiration  of the
foregoing holding periods, the participant generally will recognize capital gain
or loss equal to the difference  between the amount  realized on disposition and
the option  price and SCANA will not be  entitled  to any  deduction  on account
thereof.

With respect to NQSOs,  the  participant  will recognize no income upon grant of
the option. Upon exercise, the participant will recognize ordinary income to the
extent  of the  excess  of the fair  market  value of the  shares on the date of
option  exercise  over the amount paid by the  participant  for the shares,  and
SCANA  will  be  entitled  to  a  corresponding  deduction.  Upon  a  subsequent
disposition of the shares received under the option,  the participant  generally
will recognize capital gain or loss to the extent of the difference  between the
fair market value of the shares at the time of exercise and the amount  realized
on the  disposition  and SCANA will not be entitled to any  deduction on account
thereof.

SARs. The recipient of a grant of SARs will not realize taxable income and SCANA
will not be entitled to a  deduction  with  respect to such grant on the date of
such grant.  Upon the exercise of an SAR, the  recipient  will realize  ordinary
income,  and SCANA will be entitled to a corresponding  deduction,  equal to the
amount of cash received.

Restricted Stock. A participant  holding  restricted stock will, at the time the
shares vest, realize ordinary income in an amount equal to the fair market value
of the shares, and any cash received attributable to credited dividends,  at the
time of vesting  over the  purchase  price  thereof,  if any,  and SCANA will be
entitled to a corresponding deduction for federal income tax purposes. Dividends
paid to a participant  on the shares of restricted  stock during the  restricted
period,  if any,  will  generally  be  ordinary  income to the  participant  and
deductible as such by SCANA.

Performance  Units  and  Performance   Shares.  The  recipient  of  a  grant  of
performance units and/or  performance shares will not realize taxable income and
SCANA will not be entitled to a deduction with respect to such grant on the date
of such  grant.  Upon the  payout of such  award,  the  recipient  will  realize
ordinary income and SCANA will be entitled to a corresponding  deduction,  equal
to the amount of cash and stock received.

New Plan Benefits

The benefits that will be received  under the Plan by particular  individuals or
groups are not determinable at this time.


                                       36

<PAGE>


OTHER INFORMATION
________________________________________________________________________________

Section 16(a) Beneficial Ownership Reporting Compliance

     The rules of the  Securities  and  Exchange  Commission  require that SCANA
disclose  late  filings  of  reports  of  beneficial  ownership  and  changes in
beneficial ownership by its directors and executive officers. To the best of our
knowledge,  all filings for  executive  officers  and  directors  were made on a
timely  basis in  1999,  except  that we filed  late  one  report  covering  one
transaction  on behalf of Mr.  Maceo K. Sloan.  The report  filed in August 1999
contained information regarding a purchase of SCANA Common Stock in June 1999.

Shareholder Proposals and Recommendations for a Director Nominee

     Any  shareholder  may  recommend to the  Executive  Committee,  persons for
nomination  for  director,  by writing  to the  Corporate  Secretary,  1426 Main
Street, Columbia, South Carolina 29201.

     In order to be included in SCANA's  Proxy  Statement and Proxy Card for its
2001 Annual Meeting of Shareholders,  a shareholder proposal must be received at
the principal office of SCANA  Corporation,  1426 Main Street,  Columbia,  South
Carolina 29201, by November 17, 2000.  Securities and Exchange  Commission rules
contain standards  determining whether a shareholder  proposal is required to be
included in a proxy statement.

     Pursuant to newly adopted rules of the Securities and Exchange  Commission,
any shareholder who intends to present a proposal at SCANA's 2001 Annual Meeting
of Shareholders  without  requesting  SCANA to include the proposal in the proxy
statement  for that  meeting  should be aware that he must notify SCANA no later
than January 31, 2001 of his intention to present the proposal. If a shareholder
does not  provide  SCANA with  notice by that date,  proxies for the 2001 Annual
Meeting may exercise discretionary voting authority with respect to the proposal
and no  mention  of the  matter  of the  proposal  will  be  made  in the  proxy
statement.

Expenses of Solicitation

     This  solicitation  of proxies  is being made by SCANA.  We pay the cost of
preparing,  assembling  and mailing this  proxy-soliciting  material,  including
certain  expenses  of brokers  and  nominees  who mail proxy  material  to their
customers or principals.  SCANA has retained  Beacon Hill, 90 Broad Street,  New
York,  NY 10004,  to assist in the  solicitation  of proxies for the 2000 Annual
Meeting at a fee of $5,500 plus associated costs and expenses.

     In addition to the use of the mail, proxies may be solicited personally, by
telephone or telegraph,  or by SCANA officers and employees  without  additional
compensation.

Tickets to the Annual Meeting

     If you wish to attend the Annual Meeting,  please complete and return to us
the ticket request postcard included in your voting  materials.  When we receive
your postcard, we will mail you a ticket.

     If you did not receive a ticket  request  postcard and would like to attend
the  Annual  Meeting,  you  should  contact:  the  Corporate  Secretary,   SCANA
Corporation,  1426 Main Street, Mail Code 13-4, Columbia,  South Carolina 29201,
(803) 217-9683. If you forget to bring an admission ticket, you will be admitted
to the meeting only if you are listed as a shareholder of record as of the close
of  busiiness on March 10, 2000 and bring proof of  identification.  If you hold
your  shares  through  a  stockbroker  or  other  nominee  and  fail to bring an
admission ticket, you will need to provide proof of ownership by bringing either
a copy of the voting  instruction  card  provided  by your broker or a copy of a
brokerage statement showing your share ownership as of March 10, 2000.


                                       37

<PAGE>


SCANA CORPORATION

     Lynn M. Williams
     Secretary

     MARCH 17, 2000



                                       38


<PAGE>






March 15, 2000


US Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street NW
Washington, DC  20549

Gentlemen:

     We  are  transmitting  for  filing  SCANA  Corporation's  definitive  proxy
material,  including  the form of  proxy,  in  connection  with its 2000  Annual
Meeting  of  Shareholders  to be  held  on  Wednesday,  April  27,  2000,  SCANA
Corporation's  proxy  materials  will be mailed on or about March 17,  2000,  to
shareholders of record as of March 10, 2000.

     Please call me at (803) 217-9683,  if you have any questions regarding this
transmission.

     Thank you for your assistance in our efforts to file this document.

                                                   Sincerely,


                                                   Lynn M. Williams
                                                   Corporate Secretary

lmw:rs



                                       39

<PAGE>










                                  SCANA (Logo)
                                        POWER FOR LIVING











                                       40

<PAGE>


SCHEDULE 14A

(Rule 14a-101)

INFORMATION REQUIRED IN PROXY STATEMENT

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
(Amendment No. ______)

Filed by the Registrant X

Filed by a Party other than the Registrant ___

Check the appropriate box:

____ Preliminary Proxy Statement

____ Confidential, for Use of the
     Commission only (as permitted by Rule 14a-6(e)(2))

X    Definitive Proxy Statement
____

____ Definitive Additional Materials

____ Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12


                         SCANA Corporation

-------------------------------------------------------------------------------
                (Name of Registrant as Specified in Its Charter)


-------------------------------------------------------------------------------
    (Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

X    No fee required.
____


                                       41
<PAGE>


____ Fee computed on table below per Exchange  Act Rules  14a-6(i)(1)  and 0-11.

(1)  Title of each class of securities to which transaction applies:

     _______________________________________________________________

(2)  Aggregate number of securities to which transaction applies:

     _______________________________________________________________

(3)  Per unit price or other underlying value of transaction  computed  pursuant
     to Exchange  Act Rule 0-11 (Set forth the amount on which the filing fee is
     calculated and state how it was determined): _____ ____________

(4)  Proposed maximum aggregate value of transaction:

     _______________________________________________________________

(5)  Total fee paid:

     _______________________________________________________________

    ____   Fee paid previously with preliminary materials.

    ____   Check box if any part of the fee is offset as  provided  by  Exchange
           Act Rule  0-11(a)(2) and identify the filing for which the offsetting
           fee was paid previously. Identify the previous filing by registration
           statement number, or the Form or Schedule and the date of its filing.

(1)  Amount Previously Paid:

     _______________________________________________________________

(2)  Form, Schedule or Registration Statement No.:

     _______________________________________________________________

(3)  Filing Party:

     _______________________________________________________________

(4)  Date Filed:

     _______________________________________________________________


                                       42

