

                                                     Exhibit 4.03





                           TRUST AGREEMENT

     TRUST  AGREEMENT dated as of October 8, 1997, by and between South Carolina
Electric & Gas Company,  a South Carolina  corporation,  as "Depositor," and The
Bank of New York  (Delaware),  as trustee (the  "Delaware  Trustee"),  and M. R.
Cannon, as trustee (the "Administrative  Trustee" and together with the Delaware
Trustee, the "Trustees").

     The Depositor and the Trustees hereby agree as follows:

     Section 1. The Trust.  The trust  created  hereby  shall be known as "SCE&G
Trust I" (the  "Trust"),  in which name the  Trustees,  or the  Depositor to the
extent provided herein,  may conduct the business of the Trust, make and execute
contracts, and sue and be sued.

     Section 2. The Trust  Estate.  The  Depositor  hereby  assigns,  transfers,
conveys and sets over to the Trust the sum of $10. Such amount shall  constitute
the initial  trust estate.  It is the  intention of the parties  hereto that the
Trust created hereby constitute a business trust under Chapter 38 of Title 12 of
the Delaware Code, 12 Del. C. Section 3801 et seq. (the  "Business  Trust Act"),
and that this document  constitutes the governing  instrument of the Trust.  The
Trustees are hereby authorized and directed to execute and file a certificate of
trust with the Delaware  Secretary of State in accordance with the provisions of
the Business Trust Act.

     Section 3.  Amended  and  Restated  Trust  Agreement.  The  Depositor,  the
Trustees and certain other parties will enter into an amended and restated Trust
Agreement,  satisfactory to each such party and  substantially in the form to be
included  as an  exhibit  to the 1933 Act  Registration  Statement  (as  defined
below),  to provide for the  contemplated  operation of the Trust created hereby
and the  issuance of the  Preferred  Securities  (as  defined  below) and common
securities  of the Trust to be referred to therein.  Prior to the  execution and
delivery of such amended and restated  Trust  Agreement,  the Trustees shall not
have any duty or  obligation  hereunder  or with  respect  to the trust  estate,
except as otherwise  required by applicable law or as may be necessary to obtain
prior to such  execution  and  delivery  and  licenses,  consents  or  approvals
required by applicable law or otherwise.








<PAGE>





     Section 4. Certain  Authorizations.  The  Depositor,  as the sponsor of the
Trust,  is hereby  authorized,  (i) to file  with the  Securities  and  Exchange
Commission (the  "Commission") and execute,  in each case on behalf of the Trust
(a)  the  Registration  Statement  on  Form  S-3  (the  "1933  Act  Registration
Statement"),  including any pre-effective or  post-effective  amendments to such
1933 Act  Registration  Statement  (including  the  prospectus  and the exhibits
contained  therein),  relating to the  registration  under the Securities Act of
1933,  as amended,  of the  preferred  securities  of the Trust (the  "Preferred
Securities")   and  certain  other   securities  of  the  Depositor  and  (b)  a
Registration  Statement  on Form 8-A (the  "1934  Act  Registration  Statement")
(including all pre-effective and post-effective  amendments thereto) relating to
the  registration  of the Preferred  Securities of the Trust under Section 12 of
the Securities  Exchange Act of 1934, as amended;  (ii) to file with one or more
national securities  exchanges (each, an "Exchange") or the National Association
of  Securities  Dealers  ("NASD")  and  execute on behalf of the Trust a listing
application   or   applications   and  all   other   applications,   statements,
certificates,  agreements  and  other  instruments  as  shall  be  necessary  or
desirable to cause the Preferred Securities to be listed on any such Exchange or
the NASD's Nasdaq  National  Market;  (iii) to file and execute on behalf of the
Trust  such  applications,   reports,   surety  bonds,   irrevocable   consents,
appointments  of attorney for service of process and other papers and  documents
as the  Depositor  on behalf of the Trust,  may deem  necessary  or desirable to
register the Preferred  Securities  under the securities or "Blue Sky" laws; and
(iv) to execute on behalf of the Trust such Underwriting  Agreements with one or
more  underwriters  relating to the offering of the Preferred  Securities as the
Depositor, on behalf of the Trust, may deem necessary or desirable. In the event
that any filing  referred to in clauses (i),  (ii) or (iii) above is required by
the rules and  regulations of the  Commission,  any Exchange,  the NASD or state
securities  or "Blue  Sky"  laws,  to be  executed  on  behalf of the Trust by a
Trustee, the Depositor and any Trustee are hereby authorized to join in any such
filing and to execute  on behalf of the Trust any and all of the  foregoing;  it
being  understood  that The Bank of New York  (Delaware),  in its  capacity as a
trustee  of the  Trust,  shall  not be  required  to join in any such  filing or
execute on behalf of the Trust any such  document  unless  required  by any such
law, rule or regulation.

     Section 5.    Counterparts.  This Trust Agreement may be
executed in one or more counterparts, each of which shall be deemed
an original but all of which together shall constitute one and the
same instrument.






<PAGE>



     Section 6. Trustees.  The number of Trustees initially shall be two (2) and
thereafter  the number of  Trustees  shall be such number as shall be fixed from
time to time by a written instrument signed by the Depositor, which may increase
or  decrease  the  number of  Trustees;  provided,  however,  that to the extent
required by the Business Trust Act, one Trustee shall either be a natural person
who is a  resident  of the State of  Delaware  or, if not a natural  person,  an
entity  which has its  principal  place of business in the State of Delaware and
otherwise  meets the  requirements  of applicable  Delaware law.  Subject to the
foregoing,  the  Depositor  is entitled to appoint or remove  without  cause any
Trustee at any time.  Any Trustee may resign upon thirty  days' prior  notice to
the  Depositor,  provided,  however,  such notice shall not be required if it is
waived by the Depositor.

     Section 7. Limitation.  The Bank of New York (Delaware), in its capacity as
a Trustee,  shall not have any of the powers or duties of the Trustees set forth
herein,  except as expressly  required by the Business Trust Act, and shall be a
trustee of the Trust for the sole  purpose of  satisfying  the  requirements  of
Section 3807 of the Business Trust Act.

     Section 8.    Governing Law.  This Trust Agreement shall be
governed by, and construed in accordance with, the laws of the
State of Delaware (without regard to conflicts of law principles).

     IN WITNESS WHEREOF,  the parties hereto have caused this Trust Agreement to
be duly executed as of the day and year first above written.


                      SOUTH CAROLINA ELECTRIC & GAS
                      COMPANY, as Depositor


                      By: s/M. R. Cannon
                           Name: M. R. Cannon
